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ARDURRA GROUP, INC. (2)
INSURANCE ON FILE WORK MAY PROCEED UNTIL INSURANCE EXPIRES __�_VRAX CITY CLERK DATE: A-2023-088-07 CONSULTANT AGREEMENT BETWEEN THE CITY OF SANTA ANA AND d:PWAL\)(M ARDURRA GROUP, INC. FOR ON -CALL ENGINEERING SERVICES CEvily F.) THIS AGREEMENT is made and entered into on this 16th day of May, 2023 by and between Ardurra Group, Inc. ("Consultant"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California Cn RECITALS z A. On February 21, 2023 the City issued a Request for Proposal No. 23-030, by which it desired to retain a Consultant having special skill and knowledge in the field of: Professional Engineering Services on an on -call basis for the City's Public Works Agency. B. Consultant submitted a responsive proposal that was among those selected by the city. Consultant represents that it is able and willing to provide such services described in the scope of work that was included in the RFP No. 23-030. C. In undertaking the performance of this Agreement, Consultant represents that it is knowledgeable in its field and that any services performed by Consultant under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES Consultant shall perform the services that were described in the scope of work included in the RFP No. 23-030, during the term of this Agreement, the tasks and obligations including all labor, materials, tools, equipment, and incidental customary work required to fully and adequately complete the services described and set forth in "Scope of Services - Exhibit A", attached hereto and incorporated by reference, and as further described in Consultant's Proposal, attached hereto an incorporated herein by this reference as "Consultant's Proposal - Exhibit B". 2. COMPENSATION a. City neither warrants nor guarantees any minimum or maximum compensation to Consultant under this Agreement. Consultant shall be paid only for actual services performed under this Agreement at the rates and charges identified in Consultant's Fee Proposal, which is attached hereto and fully incorporated herein by this reference as "Compensation - Exhibit C". Consultant is one of fifteen (15) separate consultants selected to provide services on an on -call basis under RFP 23-030. The total compensation for services provided by all consultants selected under RFP 23-030 shall not exceed the shared aggregate amount of $5,000,000.00 during the term of this Agreement, including any extension periods, as set forth in Section 3, below. Page 1 of 10 b. Payment by City shall be made within forty-five (45) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. c. Notwithstanding any contrary terms contained within Consultant's Pee Proposal, Consultant's fees shall not exceed 3% annually over the term of this Agreement, including any extension periods, unless directly affected by Prevailing Wage laws. 3. TERM This Agreement shall commence on May 16, 2023 and end on May 15, 2026, with the option for the City to grant up to a one, two-year extension, exercisable by a writing by the City Manager and the City Attorney, unless terminated earlier in accordance with Section 15, below. 4. INDEPENDENT CONTRACTOR Consultant shall, during the entire term of this Agreement, be construed to be an independent Consultant and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer -employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Consultant performs the services which are the subject matter of this Agreement; however, the services to be provided by Consultant shall be provided in a manner consistent with all applicable standards and regulations governing such services. Consultant shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 5. OWNERSHIP Or MATERIALS This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Consultant under this Agreement ("Documents & Data"). Consultant shall require all subcontractors to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subcontractor prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all Documents & Data. Consultant makes no such representation and warranty in regard to Documents & Data which were provided to Consultant by the City. City shall not be limited in any way in its use of the Documents and Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City's sole risk. Page 2 of 10 6. INSURANCE Consultant shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the Consultant, its agents, representatives, employees or subcontractors. a. Consultant shall not commence work for the City until it has provided evidence satisfactory to the City that it has secured all insurance required under this Section. In addition, Consultant shall not allc sv any subconsultant to commence work on any subcontract until it has secured all insurance required under this Section. b. Insurance coverage shall be at least as broad as: (i) Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an "occurrence" basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit. (ii) Automobile Liability: Insurance Services Office Form Number CA 0001 covering, Code 1 (any auto), or if Consultant has no owned autos, Code 8 (hired) and 9 (non -owned), with limit no less than $1,000,000 per accident for bodily injury and property damage. (iii) Workers' Compensation insurance as required by the State of California, with Statutory Limits, and Employer's Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. (iv) Professional Liability (Errors and Omissions) Insurance appropriates to the Consultant's profession, with limit no less than $2,000,000 per occurrence or claim, $2,000,000 aggregate. (v) If the Consultant maintains broader coverage and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverage and/or the higher limits maintained by the Consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. d. Other Insurance Provisions. The insurance policies are to contain, or be endorsed to contain, the following provisions: Page 3 of 10 (i) Additional Insured Status. The City, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Consultant including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Consultant's insurance (at least as broad as ISO Form CG 20 10 11 85 or both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 forms if later revisions used). (ii) Primary Coverage. For any claims related to this contract, the Consultant's insurance coverage shall be primary insurance primary coverage at least as broad as ISO CG 20 01 04 13 as respects the City, its officers, officials, employees, and volunteers. Any insurance or self- insurance maintained by the City, its officers, officials, employees, or volunteers shall be excess of the Consultant's insurance and shall not contribute with it. (iii)Notice of Cancellation. Each insurance policy required above shall state that coverage shall not be canceled, except with notice to the City. (iv)Waiver of Subrogation. Consultant hereby grants to City a waiver of any right to subrogation which any insurer of said Consultant may acquire against the City by virtue of the payment of any loss under such insurance. Consultant agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. (v) Self -Insured Retentions. Self -insured retentions must be declared to and approved by the City. The City may require the Consultant to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self -insured retention may be satisfied by either the named insured or City. (vi)Acceptability of Insurers. Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best's rating of no less than A: VII, unless otherwise acceptable to the City. (vii) Claims Made Policies. If any of the required policies provide coverage on a claims -made basis: • The Retroactive Date must be shown and must be before the date of the contract or the beginning of contract work. Page 4 of 10 • Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work. • If coverage is canceled or non -renewed, and not replaced with another claims -made policy form with a Retroactive Date prior to the contract effective date, the Consultant must purchase "extended reporting" coverage for a minimum of five (5) years after completion of contract work. (viii) Verification of Coverage. Consultant shall furnish the City with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage required by this clause) and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements to City before work begins. However, failure to obtain the required documents prior to the work beginning shall not waive the Consultant's obligation to provide them. The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. (ix)Subcontractors. Consultant shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Consultant shall ensure that City is an additional insured on insurance required from subcontractors. (x) Special Risks or Circumstances. City reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances. 7. INDEMNIFICATION Consultant agrees to defend, and shall indemnify and hold harmless the City, its officers, agents, employees, contractors, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the negligent operations of the Consultant, its subcontractors, agents, employees, or other persons acting on its behalf which relates to the services described in section 1 of this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement. This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of the terms of, or effects, arising from this Agreement. The Consultant further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by Page 5 of 10 reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. Notwithstanding the foregoing, to the extent Consultant's services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant. 8. INTELLECTUAL PROPERTY INDEMNIFICATION Consultant shall defenu,.and indemnify the City, its officers, agents, representatives, and employees against any and all liability, including costs, for infringement of any United States' letters patent, trademark, or copyright infringement, including costs, contained in the work product or documents provided by Consultant to the City pursuant to this Agreement. 9. RECORDS Consultant shall keep records and invoices in connection with the work to be performed under this Agreement. Consultant shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any services, expenditures, and disbursements charged to the City for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Consultant under this Agreement. All such records and invoices shall be clearly identifiable. Consultant shall allow a representative of the City to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement during regular business hours. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to this Agreement for a period of three (3) years from the date of final payment to Consultant under this Agreement. 10. CONFIDENTIALITY If Consultant receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Consultant agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confidential Information" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Consultant disclosed in a publicly available source; (c) is in rightful possession of the Consultant without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Consultant without reference to information disclosed by the City. Page 6 of 10 11. CONFLICT OF INTEREST CLAUSE Consultant covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 12. NON-DISCRIMINATION Consultant shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, gender identity, gender expression, gender, medical conditions, genetic information, or military and veteran status, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, teaching, training, utilization, promotion, termination or other employment related activities or any services provided under this Agreement. Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 13. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Consultant, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Consultant. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Consultant or the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which is not embodied herein. 14. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Consultant, Consultant may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other consultant and/or contractors retained by City. 15. TERMINATION This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Consultant shall be entitled to receive and the City shall pay Consultant compensation for all services performed by Consultant prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment, the Executive Director may require Consultant to deliver to the City all work product(s) completed as of such date, and in such case Page 7 of 10 such work product shall be the property of the City unless prohibited by law, and Consultant consents to the City's use thereof for such purposes as the City deems appropriate. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 16. WAIVER No waiver of breach, failure of any condition, or any right or remedy contained in or granted by the provisions of this Agreement shall be effective unless it is in writing and signed by the party waiving the breach, failure, right or remedy. No waiver of any breach, failure or right, or remedy shall be deemed a waiver of any other breach, failure, right or remedy, whether or not similar, nor shall any waiver constitute a continuing waiver unless the writing so specifies. 17. JURISDICTION - VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 18. PROFESSIONAL LICENSES Consultant shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Consultant shall notify the City immediately and in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 19. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by fax or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Jennifer L. Hall Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 Fax: 714- 647-6956 Page 8 of 10 With courtesy copies to: Nabil Saba Executive Director, Public Works Agency City of Santa Ana 20 Civie. Center Plaza (M-xx) P.O. Box 1988 Santa Ana, California 92702 Fax: To Consultant: Lisa Penna Vice President & Regional Director Ardurra Group, Inc. 3737 Birch Street, Suite 250 Newport Beach, CA 92660 A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by fax, communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 20. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. b. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. [signatures on following page] Page 9 of 10 SIGNATURE PAGE FOR CONSULTANT AGREEMENT BETWEEN CITY OF SANTA ANA AND ARDURRA GROUP, INC. FOR ON -CALL ENGINEERING SERVICES IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: JENNIF L. �- erk APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney B ONATHAN T. MkkTINEZ Assistant City Attorney RECOMMENDED FOR APPROVAL: ABIL SABA v Executive Director Public Works Agency C�IT�Y O�FS / LTAANAr � KRISTINE RIDGE City Manager CONSULTANT: 1-da Al Tem TE Lisa M. Penna, PE (Apr 13, 202315:57 PDT) LISA PENNA Vice President & Regional Director Page 10 of 10 EXHIBIT A SCOPE OF SERVICES Appendix ATTACHMENT 1 SCOPE OF WORK CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR ON -CALL ENGINEERING SERVICES RFP NO.23-030 INTRODUCTIONBACKGROUND The City of Santa Ana intends to retain Civil Engineering Consultants on an as -needed or "on -call" basis. A Professional Services Agreement will be entered into with several of the qualified firms Civil Engineering consultant(s) to provide professional services for a variety of projects on an on -call basis. On an on -call, as -needed basis, the selected firm(s) may later be asked to provide professional engineering services proposals on specific, project -by -project basis, based on an agreed -upon specific scope of services and fees. In general, work consists of general engineering design projects. Funding sources for each project may vary for each project/task order assignment shall comply with the funding agency's requirements. The projects may include water and sewer infrastructure design and rehabilitation improvements, storm drain improvements; sidewalks, bike paths, curb and gutter replacement; slurry seal of residential streets; repair and overlay of asphalt concrete and/or PCC streets; signing, striping, neighborhood traffic studies, traffic signal modifications; landscaping and irrigation systems; park and recreational design, grant application writing, and other related projects as required. On occasion, environmental and planning support services may also be requested. The City may need consultant services for mapping and legal description preparation, construction management, staking and inspection. Occasionally the City may also need geotechnical, electrical, mechanical, structural, and other specific infrastructure related services. The consultant shall be able to assist the City through this contract to provide the necessary services. The consultant shall utilize in-house staff and/or sub -consultants to complete the assignments to meet the City standards. For specialized work for which the prime consultant shall require a sub -consultant, the prime consultant shall serve as an administrative liaison between the City and the sub -consultant. Prime consultant mark-ups for sub -consultant work will not be allowed. All proposals, plans, drawings, specifications, estimates, grant applications, and/or studies will be subject to the final approval and satisfaction of the City of Santa Ana. City of Santa Ana RFP 23-030 Page Al-1 Scope of Services The work consists of general engineering design and cost estimating for civil works projects, City facilities, Parks and other related projects as required. The work in general, consists of work in the following areas and not limited to: • Civil- Design • Transportation/Traffic • Structural - Geotechnical • Land Surveying • Architectural • Landscape Architectural and Irrigation • Environmental • Electrical - Mechanical - Instrumentation and Control Systems - Fire Protection - Land Surveying - Financial and Economic Consulting Engineering In addition to general engineering design projects Consultants may be asked to perform the following tasks: • Hydraulic modeling of the water distribution, storm water, and sewer collection systems - Evaluations, studies and recommendations related to water wells, reservoirs, water treatment systems, disinfection systems, pressure control systems, and sewage lift stations, - Electrical and industrial control documentation and recommendations Mapping Services - Legal Description Preparations • Grant Writing- Services - Environmental/Planning Support • Construction Management Support systems evaluations, studies, drawings, • Pavement Management • Special Engineering Studies/Reports/Compliance and Investigations • Regulatory Compliance with Federal and State and Local Agencies • Financial/cash flow analysis- public works programs • Assessment and District Formation Services • Sustainable Infrastructure Services • Right of Way Studies If there are any exceptions to the core of requested services, proposers shall list said exceptions in their proposal (matrix form). City of Santa Ana RFP 23-030 Page Al-2 For specialized work for which the prime consultant shall require a sub -consultant, the prime consultant shall serve as an administrative liaison between the City and the sub -consultant. The selected consultants must have the expertise, experience, and demonstrated resources available to perform the work described in this RFP. General Reauirements and Project Deliverables The Consultant's services for plans specifications and estimating (PS&E) for engin=ins project preparation and special studies/investigations shall include and in be in conformance with the latest editions of the following: Title 24 of the California Code of Regulations (California Building Standards Code). American Water Works Association, California Department of Transportation, the Americans with Disabilities Act, the City of Santa Ana Municipal Code (SAMC), professional Standards established by the City, and or federal, state and local guidelines established in the project. As part of the preparation of the PS&E, the consultant shall prepare the special provisions pertaining to the items of work included in the plans that are not addressed on the latest editions of the applicable standards. The Consultant shall have complete responsibility for the accuracy and completeness of all documents and plans prepared. The plans will be reviewed by the City of Santa Ana for conformity with the requirements of the Agreement. Reviews by the City of Santa Ana do NOT include detailed review or checking of design or the accuracy with which such designs are depicted in the documents and the plans. The documents and plans furnished under the Agreement shall be of a quality acceptable to the City of Santa Ana. The criteria for acceptance shall be a product of neat appearance, well organized, technically and grammatically correct, checked, and dated and having the maker and checker identified. The Consultant shall have project management control procedures in effect during the entire time work is being performed under the Agreement. This task shall include the following: • Project Management Plan — the consultant shall provide a detailed management plan including information and coordination with other agencies to ensure compliance and completion of the (PS&E) packages. This plan shall include all milestones and task breakdown for each of the tasks and subtasks included therein. The project management shall be submitted to the Project Manager for review and within 15 calendar days of the issued Notice to Proceed • Deliverables • Quality Control/Quality Assurance (QA/QC) Plan • Project Schedule/Invoicing • Project Correspondence In case of conflict, ambiguities, discrepancies, errors, or omissions, the consultant shall submit the matter to the City for clarification. City of Santa Ana RFP 23-030 Page Al-3 The Consultant shall perform engineering design services resulting in contract documents (plans, specifications and cost estimates "PS&E") for various projects on an as -needed basis. However, work tasks may include studies or a variety of engineering tasks. If requested by the City, the Consultant shall provide a Work Plan which includes a detailed schedule of the assigned project prior to the issuance of Notice to Proceed and/or Task Order. Specific Task Orders with Notices to Proceed ("NTPs") will be provided for project(s) at the discretion of the City. Work required per Task Order shall comply with the Scope of Services and additional provisions in each Task Order and this agreement. The following services/items shall include, but are not be limited to: 1. Research existing records of utility companies and agencies and coordinate the proposed improvements with existing field conditions. 2. Conduct an environmental assessment for each project and prepare all documentation required to comply with California Environmental Quality Act (CEQA), and or National Environmental Protection Act (NEPA). (If required) 3. Provide all field survey and topographic work necessary to complete the design effort. Design level survey and base mapping of the project site shall be prepared in US Customary English units by a California licensed Land Surveyor in accordance with the City guidelines and in Microstation V8i Computer Aided Design and Drafting (CADD) format. The horizontal datum shall be NAD 83 and the vertical datum shall be NAVD 88. All survey field notes shall be on forms provided by the City, shall be neatly completed in pencil, and shall become property of the City upon completion of the project. Informal field investigations including marking of removal areas may be required for some of the sidewalk, curb and gutter, and pavement replacement projects. 4. Complete the design of projects including plans, specifications, and engineer's construction cost estimate. The Consultant shall contact manufacturers and/or contractors to verify the engineer's estimate prior to submitting to the City. Specifications shall be prepared in Microsoft Word and an electronic copy of the final version shall be furnished to the City. The City will provide the specification boilerplate to the Consultant. 5. If requested, all preliminary and bid sets of plans shall be plotted on bond or vehim paper using Microstation V8i CADD software program. All drawings shall be completed per the City of Santa Ana CADD Standards and any special provisions thereof. For interim submittals, the City may opt to receive only PDF versions of the plans for reviewing purposes. If so, the Consultant team will provide plans and/or specifications accordingly. 6. All original plan sheets, the title sheet of the specifications, calculations, and reports shall be signed and stamped by the Consultant's licensed professional engineer responsible/in-charge of the project. City of Santa Ana RFP 23-030 Page Al-4 7. If a part of the ou-call project scope, the Consultant shall provide support services during the bidding and construction phases of the project, including, but not limited to: a. Respond to bidder inquiries during the bidding process, including preparation of any addenda. Following award of the construction contract, the Consultant shall attend die pre -construction meeting. b. Review and approve all submittals and shop plan drawings required supporting the construction contract. The Consultant shall complete shop drawings reviews within two (2) weeks of receipt. Contract Change Order reviews shall be completed within two (2) working days of receipt. c. Respond to written Requests for Information (RFI) to provide clarification or resolve discrepancies in the contract documents. Responses shall be completed within three (3) working days. d. Provide periodic field reviews and bring to the attention of the City of Santa Ana any defects or deficiencies in the work by the construction contractor which the Consultant may observe. The Consultant shall have no authority to issue instruction on behalf of the City of Santa Ana, or to deputize another to do so. 8. If included in the on -call project scope, upon completion of construction, the Consultant shall prepare as -built plans and submit them to the City. The Consultant shall incorporate all changes to the plans electronically with all necessary revision notations. Once plans have been updated, a signed set of as -built plans shall be submitted to the City with au electronic copy (in Microstation V8i CADD and pdf formats) of the final as -built drawings via CD ore - mail. 9. The Consultant shall monitor the project progress, maintain project files, and control the quality of the work performed by in-house staff and/or sub -consultants. Incomplete (not meeting targeted completion) or poor quality work will not be accepted. The Consultant shall revise the documents within a revised schedule set by the City, which may require overtime. No additional compensation necessary for the consultant to complete this work to the satisfaction of the City shall be approved by the City for the required revisions. It is the responsibility of the Consultant to produce a professional -level quality of work product. 10. If included in the on -call project scope, attend meetings with the City staff as required. 11. If included in the on -call project scope, the Consultant shall coordinate plan check, design topics, permits and any other issues with the City, other Agencies, and all utility companies as required. At the direction of the City, the Consultant shall be the liaison with affected agencies. 12. If included in the on -call project scope, the Consultant shall be responsible for reviewing and approving addenda and clarifications to plans and specifications. All information regarding the plans and specifications and or documentation related to the project and approved by the City, will then become property of the City. City of Santa Ana RFP 23-030 Page Al-5 A more detailed scope of work will be provided when/if a specific project or Task Order proposal is requested of a consultant. All tasks orders shall include the staff title, hours, hourly rate and totals as related to the project. Construction Plans, Standard Specifications and Estimate (PS&E) Preliminary Design - Attend project scope meeting with City Staff to review project details. Consultant shall field review, inspect and conduct all necessary surveys to prepare a Preliminary Design Report (PDR) or alternatives, preliminary cost estimate and preferred alternative as requested by the project manager. A (PS&E) package shall be submitted to review at 30% design for independent City review. A (PS&E) package shall be submitted to review at 60% design for independent City review. A (PS&E) package shall be submitted to review at for FINAL independent design review. The City will review and comment on the PS&E packages with a turnaround goal of (2) weeks. One (1) copy of the documents with comments will be returned to the consultant. Unless, several agencies are involved in the review process multiple documents with comments will be provided to the consultant. After the final design comments have been incorporated the consultant shall provide the City with final (PS&E) package ready forbid. See Section - General Requirements and Project Deliverables Section. ProiectSchedule and Progress: Progress review meetings shall be held at intervals deemed appropriate by the City. The Consultant shall furnish two copies of all completed work or partially completed update/status since the last progress review meeting. Progress reports shall be submitted monthly in electronic format indicating achievements and project schedule progress. City Responsibilities: The City will provide information in its possession relevant to the preparation of the required information in the RFP. The City will provide only the staff assistance and the documentation specifically in referred to herein. Furnish scope of work and provide general direction as needed for the assigned project All plan check coordination within the City • Advertise, award, and administer of construction contract Electronic files (sample plans & specifications, City of Santa Ana's CADD Standards) Electronic files for title sheets and sheet borders Facilitate meeting space and coordination and City facilities City of Santa Ana RFP 23-030 Page Al-6 Fee Proposal: In addition to Section IV.13.3 (Submittal Requirements: Fee Proposal) fee schedule shall be structured as follows: The fee proposal shall include the firm's standard hourly fee schedule, and/or project fee schedule where applicable and as outlined in this this documents. A list of all positions and hourly rates required to perform the services described herein shall remain valid for one (1) full calendar year following contract execution. Subsequent rates shall be' renegotiated between the firm and the City. A more detailed scope of work will be provided when/if a specific project or Task Order proposal is requested of a consultant. Other Terms and Conditions: 1. The project will be implemented in compliance with the City of Santa Ana's policies, as well as Prevailing Wages and State/FederalRequirements. 2. The City regards the inclusion of California based designs, engineering, and construction professionals, facilities, and services as part of the Team to be highly desirable, but not mandatory. 3. The City reserves the right to amend this Request for Proposal by addendum prior to the final dates of submission. 4. All reports, proposals, or other data or materials which are submitted shall become the sole property of the City of Santa Ana with the exception of the confidential Financial Capacity information and sealed fee proposals which will be returned to all proposers after award of contract to the selected Team 5. All products used or developed in the execution of any contract resulting from this request will remain in the public domain at the completion of this project. 6. The City has an affirmative action program. The purpose of the affirmative action program is to encourage certified minority business enterprises and women business enterprises. All submitting firms must have established affirmative action programs approvable by the City. During the RFP stage, all firms will need to complete a "Certification of Non -Discrimination by Contractors" for each firm on their team. City of Santa Ana RFP 23-030 Page Al-7 EXHIBIT B CONSULTANT'S PROPOSAL SANTA ANA WM r - 46- . 1 IL i j fp. a _ This page intentionally left blank 1. STATEMENT OF QUALIFICATIONS a. COVER LETTER March 14, 2023 A R D U R R A City of Santa Ana Attn.: Sean Thomas Public Works Agency; M-36 20 Civic Center Plaza; Ross Annex Santa Ana, CA 92701 SUBJECT: PROPOSAL TO PROVIDE ON -CALL ENGINEERING SERVICES, RFP NO. 23.030 Dear Sean Thomas and Selection Committee Members: Ardurra Group, Inc. (Ardurra) appreciates this opportunity to present our qualifications for on -call engineering services for the City of Santa Ana. We have assembled a team ready to provide the full range of services necessary for the successful delivery of your projects. Selecting the Ardurra team offers the City of Santa Ana the following benefits: ■ Hands-on, dedicated contract manager supported by a team ready to assist through each phase of your projects. We take pride in our ability to embed ourselves as an extension of staff and continuously and professionally keep our client's best interest at the forefront. Our Contract Manager, Mark Lewis, PE, TE, is a proven leader with extensive public works and utility experience, including 13 years as the Director of Public Works/City Engineer at the City of Fountain Valley where he directed the operations, maintenance, and capital improvement programs. Among Mark's many achievements at Fountain Valley were the 1-405 Improvement Project that included the Slater Avenue Bridge and the $20 million Recreation Center and Sports Park Master Plan Expansion, the largest capital project in Fountain Valley's history. While at Ardurra, Mark has been a valuable municipal services client manager providing insight and guidance to a number of cities and water districts where he has provided onsite program and project management; staff assistance; organizational review; mentoring; capital project development; preparation of capital project bid packages; guidance on water and wastewater collection systems and design strategies to maximize cost efficiency and minimize ongoing maintenance; creative project funding strategies; review and strategy for development of municipal buildings; preparation of multi -year CIPs; landscape concept strategies; and preparation of traffic control, striping, and detour plans. He brings a perspective from a public agency professional, which has led to improved solutions, cost-effectiveness, and more robust protections against change orders and claims. ■ The capacity to provide the right staff at the right time. We have a deep bench of in-house engineers, hydraulic modelers, environmental compliance specialists, construction managers, and inspectors. Our team is competent, responsive, and conforms to California Building Standards Code/Title 24, City standards, codes and ordinances, federal grant requirements, Caltrans Local Assistance Procedures Manual (LAPM), Greenbook, APWA standards, AWWA standards and, where appropriate, LEED, DSA, and OSHPD standards. For any specialty services required, we have partnered with Ninyo & Moore for geotechnical engineering, RA-DAfor architectural support, CL Surveying & Mapping for survey, Lynn Capouya Inc. for landscape architectural services, and Bucknam Infrastructure Group for pavement management and GIS services. Ardurra has authorized Lisa Penna to sign this proposal and bind the firm. We look forward to serving the City of Santa Ana on this on -call engineering services contract. Please feel free to contact me at (949) 922-2800 or Ipenna@ardurra.com or our contract manager Mark Lewis at (949) 677-0391 or mlewispardurra.com if you have any questions or need additional information. Respectfully submitted, Lisa M. Penna, PE, RASCE, QSD Vice President, Regional Director Mark Lewi , E, Project erector, M icipal Services 3737 Birch Street, Suite 250 1 Newport Beach, CA 92660 1 949.428.1500 1 www.ardurra.com b. CONTRACT AGREEMENT STATEMENT Ardurra accepts the Consultant Agreement as provided in the City's RFP Appendix, Attachment 2. c. FIRM AND TEAM EXPERIENCE COMPANY OVERVIEW Ranked 114 in Engineering News-Record's Top 500, Ardurra offers the resources of a large national firm with more than 1,250 employees in 70 offices across the country. We focus on seven key service areas including: public works/civil planning, design and construction management, water/wastewater planning design and construction management, environmental, land development, emergency management, structural engineering, and survey. Financial Capacity Ardurra is in excellent financial condition. The business has grown substantially since its roots dating back more than 65 years. Incorporated in 1977, Ardurra has increased to more than 1,250 employees in 70 offices throughout the nation. The company has maintained profitability and built positive net worth on its balance sheet. There is no history of bankruptcy and no planned office closure or impending merger plans. We are in good standing with the State of California and in full compliance with state and federal Equal Employment Opportunity laws and regulations. Comprehensive Local Resource As neighbors —with our nearby Newport Beach office and many of our team members being residents of surrounding communities — we are deeply invested in the City's success. With more than 120 professionals in Southern California, we have the depth of resources to respond quickly to your needs. The Public Works Division of Ardurra specializes in project delivery for local municipalities throughout California. With an emphasis on practical, proven, and cost-effective solutions, our capabilities are focused on the planning, design, and construction of roadway and utility improvements, as well as managing multi -project capital improvement programs for public agencies. Ardurra has worked with local municipalities and regulatory agencies for many years, and we coordinate successfully with these agencies by communicating early and addressing their requirements to achieve a smooth approval process. Our clients get successful projects and services, well -managed budgets, and thoroughly satisfied stakeholders because we work side -by -side with local and regional agency staff. This close working relationship develops collaboration with community and business stakeholders, and partners effectively with state and federal regulatory agencies. Local agencies like you get our unique management approach, which carefully monitors program effectiveness and closely tracks work quality and cost. With these abilities and proven processes, our clients get a partner that routinely delivers projects under aggressive schedules and provides careful management, administration, and oversight of project development teams from inception to completion with committed and complete ownership of all aspects. Capabilities to Meet Your Needs As you will see in our organization chart on page 3, we have assembled a comprehensive team to enable us to support the City in any of the engineering disciplines required for this on -call contract. Our engineering team is both experienced and technically current in the design, construction, rehabilitation, maintenance and funding of various projects in the public right-of-way including street, sewer, storm drain, streetlight, small buildings, parks, facilities and various other public works projects. In addition, our staff is fully versed in the planning and modeling of wastewater facilities, hydrology and hydraulic analysis and utility relocation. Our team has established and maintained effective working relationships with numerous local agencies in Southern California, including the Regional Water Quality Board, US Army Corp of Engineers, California Fish and Wildlife, Caltrans, and numerous cities throughout the region. Our team is well -versed in city codes and ordinances, Caltrans, Greenbook, Americans with Disabilities Act, AASHTO, AWWA and APWA standards, as well as LEED, DSA, and OSHPD standards. Some of our team members are already familiar with the City of Santa Ana Municipal Code (SAMC). Since Ardurra works mostly for municipalities, we have extensive familiarity with local, state and federal procedures, both in helping to obtain funding and in delivering the pertinent /�j ARDURRA City of Santa Ana I March 14, 2023 On -Call Engineering Services, RFP No.23-030 15 7 - • , 2 Me Ud \ �� )\)\\�\\k \ \0�) \ \} - rx It,\(\` . \\{«f /A (} ]E •« » cq \ \ \ <\\/\\\ / documentation. We coordinate successfully with these agencies by communicating early and addressing their requirements to achieve a smooth approval process. Our team has worked on many federally funded projects over the years. Caltrans has even used our well -established and proven templates as examples. We have an excellent track record for delivering exception -free federally funded project oversight reviews and federal audits. The team has a keen understanding of the Local Assistance Procedures Manual (LAPM) and Caltrans oversight review process. As a result, we deliver well -organized projects with complete documentation to meet federal compliance requirements. A COMPREHENSIVE TEAM COMMITTED TO YOUR SUCCESS We understand the key issue for providing effective services is to be highly responsive and have the depth of resources locally available to fulfill your project needs. You will see this deep bench of local resources that we offer on the organization chart illustrated on page 3. Our team is comprised of highly competent and experienced professionals who have numerous years of experience and an excellent history of success delivering capital improvement projects —from preliminary planning to construction to post - construction and start-up. Our staff members are well -trained in problem solving. We process all issues with a sense of urgency and present our clients with suggested alternatives, cost and schedule affects, and recommended solutions that best suit the interests of the project and the City. Ardurra's effective and expeditious communication with all parties has enabled our team to identify conflicts, environmental concerns, construction problems, and coordination issues early, thus minimizing delays and reducing cost. Mark Lewis, PE, TIE I Contract Manager/Primary Contact A proven leader with 38 years of engineering experience, Mark's ambitious career began with the City of Fountain Valley and spans 34 of those years commencing as a college intern and advancing as director of public works/ city engineer for 13 years. Mark has extensive familiarity, knowledge, and progressive management expertise in strategic planning, operational efficiency, financial planning, and human resources management. He applies an innovative approach in these key areas in addition to communication, funding procurement, asset management, capital improvement program development and implementation, project management and intergovernmental relations to deliver cost -saving solutions to all his projects. PRIMARY CONTACT I MARK LEWIS, PE, TE // j Ardurra Project Director, Municipal Services 3737 Birch Street, Suite 250 Newport Beach, CA 92660 Cell: 949.677.0391 Email: mlewis@ardurra.com As contract manager, Mark is prepared to respond to a variety of requests from the City to execute each task order to meet your diverse needs. Once a task order is received, Mark will review/ develop the scope with the task leaders and provide the City with resumes of available staff with the best mix of experience and expertise for the task assigned. Anissa Voyiatzes, PE, QSD, ENV SP j Civil Engineering Lead Anissa has 27 years of experience in civil engineering planning, design, program and project management for transportation and public works projects, which have included bikeway, roadway widening, rehabilitation, ADA compliance evaluation and improvements, complete streets and streetscape projects, utility engineering, site grading, traffic engineering, flood control facilities, drainage systems, sewer and water systems, parking lots and retaining walls. She specializes in public works engineering that incorporate sustainable design practices. Anissa's project management approach, which has been key to her success, involves focusing on the needs of her clients while staying flexible and adaptable through the life of the project. Jose Hernandez, PE, QSD/P I Civil/Traffic Engineering With 25 years of experience, Jose has managed the design of numerous projects involving street rehabilitation, ADA improvements, concrete flatwork improvements, restriping, installing road signs, and designing for impacts to utilities. Jose's accomplished projects have won ASCE Project of the Year for Airports and Ports and for Urban and Land Development. He is well -versed with design standards, techniques and analytical methods, bid specifications, and cost estimating. Rob Weber, PE I Civil Engineering Rob has 33 years of civil engineering and project management experience on a variety of municipal and public works water, wastewater, and recycled water projects. Specific project experience includes conveyance pipelines; reservoirs and /\,/ARDURRA City of Santa Ana J March 14, 2023 On -Call Engineering Services, RFP No. 23-030 tanks, water pump stations, and sewer lift stations. He has also successfully managed several as -needed services contracts for municipalities and water/wastewater utilities. Rob is thoroughly familiar with design standards, techniques and analytical methods, bid specifications, and cost estimating. His experience extends beyond civil engineering to include securing required project permits, fostering cooperative inter -agency approvals, and gaining community project acceptance. Bradley Waldrop, PE j Structural Engineer Thirty three years ago Bradley started his career in the development of new design and construction technologies to retrofit California's at -risk bridges after the Loma Prieta Earthquake. As his technical expertise expanded, he provided design leadership in long -span and signature structures such as the Interstate-40 Mississippi River Bridge, the North Viaduct of the Golden Gate Bridge, and the Benicia -Martinez Bridge. Bradley was part of a three -member team to invent a unique eccentrically braced frame system for steel buildings, now called Tru-Frame®. Today, Bradley focuses on delivering clever solutions to local public agencies biggest civil engineering challenges as he continues to deliver award -winning projects. Agata Ristow, PE I Electrical Engineer, Instrumentation/Control Agata has 18 years of electrical engineering experience for the water, wastewater and solid waste, food and beverage, pharmaceuticals, and oil and gas markets. Her expertise encompasses the design, implementation, and project management of electrical system improvement and SCADA projects for water and wastewater treatment plants across the United States. Additionally, she has experience in electrical engineering for transportation applications including project management, light rail, catenary, and signaling. Lori Trotter, AICP CEP I Environmental Lead Lori has 34 years of experience as primary author and environmental project manager for compliance with CEQA and NEPA. Her experience includes a variety of development and infrastructure projects involving master plans for large-scale phased development, roadways and intersections, energy transmission, radio and communication sites, development of residential, commercial, mixed -use, and industrial land uses, regional recreation facilities, General Plans, General Plan Elements and Specific Plans. Lori has managed numerous multidisciplinary teams and been primary author on regionally significant and high -profile CEQA documents involving considerable public input. She is an expert on CEQA compliance, environmental planning, and analysis. Lori's experience extends beyond environmental planning and includes many types of entitlement permits for development, natural resources, and construction. Shyamala Raveendran, PE I Hydraulic Modeling/Planning Shyamala has more than 20 years of civil engineering and project management .: experience encompassing a wide range of water/wastewater master planning and water distribution systems operations projects, assisting clients reach decisions about hydraulic analysis and pump selection, lift station site layouts, and construction phasing. Her experience includes serving on the staff of the California Water Services Company, where she provided technical advisory and support for over 25 operating water systems in California. In this capacity, she provided supply -demand analysis of water distribution systems, support for design of water system facilities, and detailed assessments of water system operational issues including operational risks and optimization of tank, pump, valve, and pipeline infrastructures. Omar Alameddine I Construction Management Lead Omar is the Project and Construction Management Services Group Leader for Ardurra and brings an extensive background in construction management and inspection on public works and Caltrans projects. Clients appreciate Omar's penchant for precision and thorough documentation. He has 16 years of experience in Southern California. He has managed CM and inspection teams working on city water projects and has delivered projects to renew city streets and freeways, applying his knowledge of Caltrans and Greenbook standards. He has also managed and inspected construction of recreational facilities such as soccer fields, public parks and a dog park, public facilities, sewer, and drainage improvements. Omar has managed numerous on -call contracts such as for the Cities of Anaheim, Cypress, Duarte, Burbank, and Lake Forest and Counties of Los Angeles and San Diego, to name a few. Gafur Oyewo I Inspections Manager, Construction Manager Gafur brings 13 years of project and construction management experience, with proficiency in large-scale public works project administrativelmanagement processes such as critical path management, project scope management, paymentlrequisition processing, and safety management. He has extensive knowledge in City of Santa Ana I March 14, 2023 On -Call Engineering Services, RFP No.23-030 /�/ARDURRA commercial and residential property rehabilitation and restoration as well as floating and fixed marine asset dry-docking and repair. His experience spans projects involving a diverse range of installations, which include landscaping, roofing, asbestos abatement, masonry, steel structure erection, concrete, electrical, plumbing, and interior renovation. His experience also entails inspection services on road improvement projects, utility infrastructure, transit centers, and guardrail replacements. He currently serves as Ardurra's Inspection Services Manager coordinating our pool of inspectors. Amy Czajkowski, PE, CCM, QSD/P Construction Manager Amy has 30 years of`experience in _ system planning, design engineering, and construction/project management of public utilities infrastructure projects. She has expertise in contract administration and change order management and knowledge of the roles and responsibilities of complex construction. She shares this knowledge and experience by teaching a Certified Construction Manager (CCM) course in Contract Administration,which specializes in fulfilling contract compliance. Amy is recognized for her project management, thorough design review and plan checking, and ability to work with a variety of contractors and permit applicants. An additional specialty of hers is stormwater management, which includes design services, assisting with permitting compliance, and performing inspection for effectiveness of BMP systems during construction. She has conducted master plans for water and sewer services, assessed impact fees, and developed capital improvement programs to ensure adequate service. She has managed onsite capital improvement projects and served as extension of staff acting on behalf of the client. Team Availability We are there when you need us! Ardurra's wide range of in-house capabilities enables us to provide the right staff at the right time. The Ardurra team is available and ready to start working immediately on any task defined by the City. Our team members have a track record of delivering projects on schedule, and our service is greatly facilitated by the working relationships we have in place with our local specialty subconsultants. If an accelerated project delivery schedule is required, Ardurra has the depth to add more staff to get the work done. Our project managers are adept at allocating the right resources with the best mix of availability and expertise for the task assigned, and they can draw from our deep bench of experienced professionals to serve a large number of concurrent projects as needed. The table on above shows the estimated percentage of time available for our key personnel. TEAM AVAILABILITY Lisa Penna/Principal-in-Charge 20% Mark Lewis/Contract Manager, Civil, 50% Project Management, Traffic Engineering Anissa Voyiatzes/Civil Engineering Lead 40% Jose Hernandez/Civil, Traffic 70% Rob Weber/Civil 40% Bradley Waldrop/Structural 25% Agata Ristow/Electrical Engineer, AC 30% Lori Trottter/Environmental 50% Shyamala Raveendran/Hydraulic Modeling, 60% Planning OmarAlameddine/Construction Manager 30% Gafur Oyewo/Inspections Manager, 40% Construction Manager Amy Czajkowski/Construction Manager 20% *Availability was determined at the time of submittal and is subject to change. Availability for construction management and inspection personnel is dependent upon the timing of the project. Resumes of Key Personnel We have provided resumes for our key personnel as well as our subconsultants in Appendix B. We would be happy to provide resumes for our additional staff upon the City's request. Specialty Services We have augmented our team with specialized subconsultants who are experts in their respective fields. Ardurra has worked extensively with these exceptional firms. This long-standing alliance enables a streamlined approach and smooth coordination. Bucknam Infrastructure Group I Pavement Management and GIS Services Bucknam Infrastructure Group, Inc. (est. 2011, S-Corporation) has a full -service office in Southern California and is committed to building stronger relationships with government organizations through frequent communication and team building. The firm builds long-term partnerships with agencies that expect and require accuracy, efficiency, and integrity in all aspects of community services. Buckram's experienced staff is committed /\/ ARDURRA City of Santa Ana I March 14, 2023 On -Call Engineering Services, RFP No. 23-030 to ensuring that immediate and long-term goals are met and are a top priority in the development of pavement management, infrastructure management, financial, geographic information systems (GIS), and facility management projects. Bucknam's full -service Infrastructure Management - GIS Division provides comprehensive engineering and infrastructure/ GIS management services, as well as database management, pavement/ROW field inspection services, and GIS automation and management. Staff consists of registered civil engineers, former Director of Public Works -City Engineers and maintenance specialists who can help implement s©lutions based upon your specific facility/infrastructure needs and will provide assistance through each step of your project. ■ Pavement-CIP Management ■ Public Works Management (PMP) ■ ADA Self -Evaluation/ ■ Pavement Data Conversion Transition Planning ■ Pavement Condition ■ GASB 34 Compliance/ Surveys Reporting ■ PMP Assessments/Software ■ Intranet GIS Implementation ■ PMP/GIS Deliverables ■ Contract GIS Services ■ ArcGIS Online Apps/Tool ■ Traffic Control Device/Sign Development Inventory ■ Public ROW Inventories ■ Maintenance Management ■ PMP PCTA - Compliance Programs Reporting ■ Record Retention/Scanning ■ Digital Roadway Imaging/ Services Survey ■ Utility GIS Services Regarding Pavement Management Programs, Bucknam is currently assisting 60+ SoCal local agencies comply with the County pavement reporting requirements. In addition to the extensive knowledge and experience of its infrastructure management professionals, Bucknam provides a broad scope of administrative, inspection, construction management, civil engineering, and GIS services to public agencies. The extensive experience of Bucknam's staff, coupled with PMP service to more than 100 cities and other public agencies, assures clients that the firm is a broad based resource with an understanding of today's infrastructure issues and knows how to provide the necessary solutions to public agencies in today's complex governmental environment. Bucknam brings a wealth of experience to the City through our successful track record, pavement management knowledge through application, and relationship building through trust and adherence to schedule. Bucknam is very familiar with the City of Santa Ana, having performed the City's 2022 Pavement Management/OCTA biennial update and has a current contract for Pavement Management - GIS Integration. CL Surveying & Mapping I Surveying CL J SURVEYING PAPPING I , CL Surveying & Mapping, founded in 2007, is a Certified DBE, MBE and SBE Land Surveying Firm with 3 licensed Professional Land Surveyors. CL Surveying's teams of qualified and experienced surveyors provide clients the most cost-efficient, professional and personalized services in the industry. The firm's principals are all experienced, licensed land surveyors; and are signatory to the labor agreement with the Operating Engineers Local 12 allowing the firm to access a large pool of experienced surveyors to staff any size project. Working with clients in the public and private sectors, CL Surveying prepares records of survey, engineering drawings, stake -out services, as -built surveys, parcel maps and parcel map exemption applications (lot line adjustments), tract maps, legal descriptions and ALTA Surveys. Staff is well -versed and proficient in the preparation of legal descriptions and exhibit maps for easements and property descriptions. Staff provides field and office survey services for construction staking of utilities, street construction and site developments; and prepares design surveys as base mapping for street improvement designs, utility routing, drainage studies and site development or redevelopment. CL Surveying is expert in the integration of field survey and record data with digital aerial mapping and orthophotography. Lynn Capouya Inc. I Landscape Architecture LYNN CAPOUYA INC. AND�CAPE AFC,HITP_CTS Lynn Capouya, Inc. (LCI), founded in 1979, is a privately owned, full -service landscape architectural firm specializing in transportation and related infrastructure projects throughout California. Project implementation -design services include preliminary design, development, and delivery of construction documentation (plans, technical specifications, and cost estimation), site evaluation, planning, resource analysis, plant material studies, and coordination of LEED® certification. LCI works with design teams to complement master plan efforts through sustainable site design. This effort encompasses water - efficient plant palettes, weather sensitive irrigation systems and components, environmentally responsible site drainage, reduction of ambient site temperatures, and sustainable maintenance practices. Experience in landscape project development enables the firm to effectively identify and resolve critical issues encountered in a variety of situations, such as unique climatic conditions, potable/reclaimed irrigation water and airlwater/soil quality as these components relate to agronomic suitability. LCI's City of Santa Ana I March 14, 2023 On -Call Engineering Services, RFP No.23-030 /VARDURRA ability to weigh the initial and lifecycle costs against client criteria and budget constraints have been valuable tools in determining practical landscape solutions. Ninyo & Moore I Geotechnical Engineering ,y1*nyo&*QQre Ninyo & Moore Geotechnical and Environmental Sciences Consultants, a California Corporation, was established in 1986 to provide consulting services io.,geotechnical engineering, construction inspection and testing, engineering geology, hydrogeology, hazardous waste remediation, and environmental assessment. The experience of Ninyo & Moore's geotechnical staff encompasses projects including evaluations for roads, highways, storm drains, pipelines, treatment plants, power plants, bridges, municipal and commercial structures, educational, medical and recreational facilities, tunnels, tanks, reservoirs, dams, waste - to -energy facilities, transmission towers, harbors and off -shore structures, railroads, airports, low- and high-rise structures, landfills, and other public and private works. Ninyo & Moore's environmental staff has diverse experience in environmental assessments, water quality evaluations, environmental audits, regulatory compliance studies, water resources development, soil and groundwater contamination studies, and site remediation. Ninyo & Moore has three fully equipped, certified soils and materials testing laboratory facilities in southern California supervised by registered engineers. Ninyo & Moore's laboratories are certified by the American Association of State Highway and Transportation Officials, the Cement and Concrete Reference Laboratory, Caltrans, DSA, the City of Los Angeles, and many other agencies. RA-DA I Architecture RA- DA RA-DA is a boutique design and architecture firm with the background, organizational and technical skills of a large firm. Based in West Hollywood, RA-DA was founded in 2006 by Rania Alomar after a decade of working as a design lead for two prestigious architecture firms. Rania envisioned the firm as a nimble and highly creative entity with a focus on client service, and has since built its reputation into one of the strongest burgeoning design forces in the region. RA-DA's internal team of five architects and designers have consistently performed on all jobs and takes a personal interest in the success of each project. RA-DA personnel are each highly skilled in a variety of the current drafting and 3D tools and excel in presentation and design communication abilities, making it easier for clients to clearly understand all aspects of the proposed design at every stage. RA-DA provides full professional architectural design services, including site assessment, interior planning, concept design, programming, schematic design, design development, interior signage/graphic design, bid documents, construction documents, permitting, and construction administration. BCR Consulting LLC I Archaeology, Paleontology, and Historical Resources BCRCONSULTING LLC BCR Consulting is made up of a highly qualified team of professionals that provide cultural resource compliance services for publicly and privately funded projects pursuant to the California Environmental Quality Act (CEQA), Section 106 of the National Historic Preservation Act (NHPA), and the National Environmental Policy Act (NEPA). BCR Consulting clients are accustomed to receiving excellent results ahead of schedule and within budget limits. Fields of specialization are detailed below and include archaeology (both prehistoric and historic), historic preservation (history and architectural history), paleontology, and geographic information systems (GIS). BCR Consulting is based in Claremont, California, with offices in Napa, Tehachapi, and San Diego, California. This allows the firm to expedite projects throughout the entire state at extremely competitive rates. The BCR Consulting management team exceeds the Secretary of the Interior's Professional Qualification Standards for cultural resource management. The management team quickly and effectively prepares and carries out complex cultural resource scopes of work. Careful maintenance of an in-house database allows seeping for positive findings prior to conducting fieldwork, which minimizes the need for contract augments and helps to expedite production of superior technical reports. BCR Consulting is a certified Small Business Enterprise (SBE), recognized by the Coalition of Southern California Public Agencies. BCR Consulting maintains the necessary permits and insurance to perform all phases of cultural resource work on public and private land. Permits and authorizations include: ■ Small Business Enterprise (NAICS Code 541620; Vendor 217237) ■ Bureau of Land Management (BLM) Cultural Use Permit for California and Nevada (Great Basin) ■ Listed with all 12 Offices of the California Historical Resources Information System (CHRIS) ■ San Bernardino County Museum Curation Agreement ■ Accession Agreement with the San Diego Archaeological Center ■ Arizona State Museum Records Repository Agreement ■ Riverside County Planning Department Certification to Perform Cultural Resource Work ■ Orange County Certified Archaeologist 1� ARDURRA City of Santa Ana I March 14, 2023 On -Call Engineering Services, REP No. 23-030 0® ELMT Consulting I Biology ELMT F*Q= ELMT is the leader in the field CONSuLnN3 of environmental resources and planning, offers full service biological consulting services specializing in endangered species compliance. ■ Biological Inventories ■ Mitigation/Conservation ■ Jurisdictional Planning Delineations ■ Resource Management ■ Vegetation/Sensitive Plans Habitat Mappinrl ■ Revegetation/Restoration ■ Focused Endangered Planning Species Surveys ■ Endangered Species ■ Sensitive Plant Surveys Permitting ■ Impact Assessments ■ Regulatory Permitting ELMT has expert in-house biologists experienced in the Federal and State Endangered Species Acts, the Migratory Bird Treaty Act, the California Department of Fish and Game Code, the Clean Water Act, and biological analysis under CEQA and NEPA. ELMT's relationships with wildlife agencies, regulatory agencies, federal land managers and various conservation groups allow the firm to serve as a liaison between the applicant and these agencies/organizations. ELMT's biological team has decades of experience in the biological consulting process. Valued services provided by ELMT include: conducting habitat assessments to characterize the biological features of an area, rapidly identifying any sensitive biological resources, suggesting a compliance strategy to resolve identified impacts, and working with the client to make sure their planning needs are met while meeting permitting and mitigation requirements. Ganddini Group I Traffic, Air, and Noise Ganddini Group, Inc., is a technical consulting services firm dedicated to helping our clients succeed through a context -sensitive and cost- effective approach to every project. Ganddini Group's team consists of licensed engineers and highly qualified environmental specialists offering expertise in transportation planning, traffic engineering, parking, noise and vibration, air quality, greenhouse gas, and energy, with a strong emphasis in the preparation of technical studies for CEQA compliance. Ganddini Group has serviced over 500 projects since its founding in 2018—a testament to the strong working relationships its staff have developed over previous years with a range of clients, including planners, engineers, architects, developers, landowners, property managers, and public institutions and agencies. Proudly serving California with headquarters in Orange County, Ganddini Group personnel strives to continue building on trusted working relationships by applying our professional expertise with integrity and with every effort to make a positive contribution to the projects and communities in which they are involved. Ganddini Group has the requisite experience, technical capabilities, and licensing to provide the requested services in a professional and timely manner. Senior personnel have over 100 cumulative years of supporting a range of projects at various stages of development, from early planning/due diligence through environmental clearance and entitlements to operational review. The firm's transportation team consists of licensed engineers and experienced transportation planners highly knowledgeable of industry standards such as the Highway Capacity Manual, Caltrans Highway Design Manual, AASHTO Policy on Geometric Design of Highways and Streets, California Manual on Uniform Traffic Control Devices (CA MUTCD), ITE Trip Generation and Parking Generation Manuals, and the Urban Land Institute (ULI) Shared Parking method. Technical knowledge is supplemented with the latest software applications for traffic and parking analysis, such as Vistro, Synchro/SimTraffic, Highway Capacity Software, and the ULI Shared Parking Model. Ganddini Group's noise and air quality team consists of highly educated environmental analysts with a successful history of preparing a comprehensive range of technical analyses, including acoustical modeling, regulatory review and impact assessment, emissions inventories, greenhouse gas/climate change analysis, air dispersion modeling, and energy consumption. Ganddini Group is proficient in the various software programs necessary for noise, air quality, and related analyses, including Sound32, TNM, SoundPLAN, RCNM, FHWA Traffic Noise Prediction Model, CaIEEMod, AERMOD, EMFAC, and CALINE. d. UNDERSTANDING OF NEED We understand the City's goal is to work with an experienced and reliable multidisciplined team with strong leadership to supplement the City's engineering staff by providing full -service turn -key professional civil engineering services for civil works projects, City facilities, parks, and other projects on an as -needed basis. General areas of work may entail the following disciplines: civil design; transportation/traffic; structural; geotechnical; land surveying; architectural; landscape architectural and irrigation; environmental; electrical; mechanical; instrumentation and control systems; fire protection; land surveying; financial and economic consulting engineering; hydraulic modeling; evaluations, studies and recommendations related to water wells, reservoirs, water treatment systems, disinfection systems, pressure control systems, and sewage lift stations; electrical and industrial control systems evaluations, studies, drawings, City of Santa Ana I March 14, 2023 On -Call Engineering Services, RFP No.23-030 /�/ARDURRA documentation and recommendations; mapping services; legal description preparations; grant writing services; environmental/ planning support; construction management support; pavement management; special engineering studies/reports/compliance and investigations; regulatory compliance with federal and state and local agencies; financial/cash flow analysis — public works programs; assessment and district formation services; sustainable infrastructure services; and right-of-way studies. According to the RFP, projects may include water and sewer infrastructure design and rehabilitation improvements, storm drain improvements; sidewalks, bike paths, curb and gutter replacement; slurry seal of residential streets; repair and overlay of asphalt concrete and/or PCC streets; signing, striping, neighborhood traffic studies, traffic signal modifications; landscaping and irrigation systems; park and recreational design, grant application writing, and other related projects as required. This on -call contract consists of an initial 3-year term, with a City option for one 2-year extension. In the team organization chart on page 3, we matched our resources to each element of the scope. As demonstrated in the Relevant Project Experience section (starting on page 15), we have the experience necessary to respond to the City's needs and efficiently deliver projects in accordance with applicable codes and standards such as Title 24 of the California Code of Regulations (California Building Standards Code), American Water Works Association, California Department of Transportation, Americans with Disabilities Act, and City of Santa Ana Municipal Code. Our team also has the administrative management experience for all funding sources used to support your CIP program. Our goal is to be a true partner with the City, and we share your commitment to maintaining Santa Ana's infrastructure and quality of life. This section includes our typical approach to providing on -call engineering services. Our time -tested proactive approach will be incorporated into your projects to ensure quality control from start to finish. SOLVING AGENCIES' BIGGEST CHALLENGES WITH PROVEN SOLUTIONS Based on 30+ years of experience delivering on -call services for agencies like yours, we have developed simple, clever, and proven solutions to issues we see regularly. ■ We use a risk matrix to identify and manage challenges early in the project as they relate to clearing the right-of-way, coordinating utilities, stakeholder involvement, material cost escalations, supply chain disruptions, and mitigating or avoiding environmental impacts. You get a standing meeting in your calendar between your point of contact and our project manager to discuss deliverables, status updates, and information requests. This simple and short meeting means you will have information you need and task order status you can share with your team regularly. Your projects get committed and coordinated staff because our office and regional leaders meet at least every two weeks to discuss deliverables, resources, quality control, and following through on our promises. This gives you a flexible and skilled team focused on hitting deadlines with high -quality work. You get exclusive access to the amazing talent from one of the country's fastest growing engineering firms. We are humbled by being on Zweig's preferred employer's list for the last 5 years. This means we are a magnet for talent! We have been growing consistently, and we are adding amazing people every week. This gives you direct access to more help, more unique solutions, and a small army of professionals that have a heart for client service. APPROACH TO ON -CALL ENGINEERING DESIGN Ardurra has a history of providing services for large on -call contracts to numerous agencies throughout California. Because of this experience, Ardurra has a strong understanding of how to address project issues and the needs of public agencies for multiple, concurring tasks. This experience allows us to provide responsive teams led by experienced task managers to solve the needs of our clients in a timely manner. With a large contingent of local resources to draw from, the Ardurra project team can respond to whatever needs may arise. By effectively managing a balanced client workload among our staff, Ardurra can respond within a day to meet with the City. This helps keep the project momentum moving forward so that the Ardurra team is in place and ready to work within days of receiving a Notice to Proceed. Consistent with our proven long-term approach to large municipal on -call contracts, Ardurra has the technical expertise and experience to provide all project types as requested in the RFP as well as the administrative management experience for all funding sources used to support your CIP program. Ardurra's approach to on -call work provides you streamlined delivery, improved communications, and enhanced project outcomes. We adapt this process to meet your needs and your project types. Our proactive management approach is outlined below and will be incorporated into your projects to ensure quality control from start to finish. /V ARDURRA City of5anta Ana J March 14, 2023 On -Call Engineering Services, RFP No. 23-030 TMI ORDER INITIATION PHASE ahn.awwnn� .xmr xur..re ww, v...n ur. r. e+wnrvu� r ..no...r ,w.r.....n r.m..+. •—.• .r._...�..n....... } Ems..: nxunnlNwuND alas[ S6xdad VforNfloly (Ixvt A Reliable Process for Timely Project Delivery As you can see in the figure above, we have so much experience completing projects as on -call extensions of staff that we mapped out what consistently works for our clients, allowing us to better manage our resources to react to your needs. We broke this process into five simple phases: ■ Task Order Initiation Phase. In this phase we listen to your needs, write a complete scope, negotiate a fair fee, and agree on a delivery schedule. We have a series of checks and balances built in because we want to start right on every task order. ■ PAIED Phase. This phase delivers environmental approval. This phase interacts with the design phase and keeps your project from being derailed by unforeseen mitigation or regulatory roadblocks. ■ Final Engineering Phase. In this phase we work with your team to develop 'ready to list" (RTQ packages from conceptual ideas. In this phase, we use the environmental clearance and mitigation documents as guidance for design constraints. This process is collaborative and provides you and stakeholders an opportunity to express your opinion about the technical solutions we propose. in Construction Phase. This phase is a critical step in interpreting and enforcing the plans, specifications, estimates, environmental mitigation, and contract obligations. With us on your team for this phase, you get a partner in a fast -paced and dynamic environment where we can help provide recommendations and field solutions on the fly. ■ Closeout Phase. We find this phase is sometimes the second most important (next to the Task Order Initiation Phase). It is during this phase that you finally realize the benefits of the hard work it took to complete the project. In this phase, we support your team to close out projects, get reimbursed (depending on funding), open projects to the public, and help celebrate your success. Task Order Procedure Ardurra's keys to success on as -needed contracts include our responsiveness, understanding of the City's needs, capability and availability of qualified staff, and our historically successful comprehensive project management approach for on -call, multiple -task, multiple -year contracts. Arduna will commit sufficient resources to handle varying workloads that may result from multiple task orders progressing simultaneously, but technical strengths and resources are only of value if we manage those resources well. The Arduna approach to effective project management starts with scope, schedule, and budget development, signed contracts, and kickoff meetings. The project manager then organizes the project management concepts for the duration of each task and the overall contract around a core framework of communication, coordination, thorough documentation, and quality control for each submittal on each task. This effort does not end until we complete and file the record drawings. The Ardurra team understands the importance of meeting deadlines in a timely manner. We commit to providing adequate staffing (both as to the number of personnel and their qualifications) for every task. Our approach is flexible and adaptive to each task, and we can also commit to making use of personnel from other offices throughout the company and bringing on additional staff. We can scale up or down as needed with a focus on our unmatched responsiveness. Through our current on -call contracts, we have developed a proven task order process. It is an organized and streamlined City of Santa Ana I March 14, 2023 On -Call Engineering Services, RFP No. 23-030 /VARDURRA approach for requesting, developing, and completing task order assignments. This process provides the City with teams available for multiple tasks off the on -call contract and a formal approach to respond to each task. Below, we summarize our proposed approach for completing the task orders. ■ Step 1— Initial Meeting with City Project Manager and Task Managers: A meeting between the City's Project Manager and the Ardurra task manager to be assigned to the work will be set up. Ardurra's manager will discuss the request with the City's Project Manager and discuss your goals and expectations, key project issues, appropriate personnel from our team to be assigned, services needed, schedule, approximate budget available, and assumptions for completing the work order. ■ Step 2 — Develop Scope of Work and Team: Ardurra's task manager will then coordinate with key people from our team to prepare and submit a proposal for completing the work. Each team member will submit his or her scope to the task manager, who will then combine the individual scope into an overall scope and proposal for review by City. This procedure has worked successfully on our current and past on -call contracts. ■ Step 3 — Notice to Proceed: Once the City reviews, negotiates, and executes the task order, it will provide Ardurra a Notice to Proceed. If applicable, Ardurra will issue a subsequent notice to proceed to our subconsultant(s). ■ Step 4—Monthly Coordination/Progress Meetings: We will hold meetings at a frequency to keep City staff apprised of the progress of the work. We will develop and maintain schedules to identify allowable work windows for completing project tasks and to keep the City's Project Manager aware of the project progress. Critical Technical Elements Our design team's technical approach involves considering the following critical technical elements, depending on the type of project. Pipeline Design Technical Approach • System and pump hydraulics/surge effects • Alignment selection and easement acquisition • Pipeline separation requirements • Utility crossings, summarized on plan and profile sheets • Corrosion issues, specialty coatings and materials • Geotechnical/foundation conditions Environmental constraints • Operation and maintenance issues • Contracting strategies, scheduling, and budget control • Traffic control • Construction impacts (i.e., noise, dust) • Compliance with regulatory requirements • Where trenchless pipe construction is utilized, classification by OSHA • Mining and tunnel unit (>30-inch diameter) • Preparation of SWPPPs and other compliance requirements for the State's General Construction Permit and County • For pipes in the public right-of-way, compliance with local agency municipal codes and ordinances regarding utility installations, traffic control, street resurfacing, and potholing activities Typically, the most challenging aspect of underground pipeline design and construction is definition of existing facilities or utilities, particularly when there is sparse or no information. Czar loam utilizes a methodical and detailed utility research and plotting procedure that provides for a high level of confidence with respect to the locations of subsurface utilities. Our procedure is generally outlined as follows: ✓ Upon authorization by the City, contact USA Dig -Alert to obtain a pre -planning request, which provides a listing of existing utility agencies in the project areas. Establish one point of contact at Ardurra to serve as project utility coordinator and be responsible for tracking and documenting all utility requests and responses. ✓ From the USA Dig -Alert pre -planning list, contact all utility agencies in or around the proposed work area to establish contact information and lines of communication. ✓ Send to each utility agency a Utility Notice of Planned Improvements to formally request their system maps and record drawings. ✓ The project utility coordinator will review information received for responsiveness and completeness, and will follow up with phone calls or in -person visits to agencies as necessary. ✓ Plot the utilities, along with proposed horizontal and vertical alignments (depending on submittal milestone). Send to each agency a set of plans for conflict check at each submittal milestone. Incorporate comments as necessary. ✓ Once the utility base map is established, perform QA/ QC including a field review to determine if all the plotted information is accurate with field conditions. ✓ If necessary, perform potholing to obtain actual field data for key utility crossings or parallel utilities of interest. ✓ Document and track the process at each step. Agencies are sent plans at each milestone regardless of whether or not there are conflicts, or conflicts have been resolved, due to potential changes in alignment, existing utilities, or agency review personnel. ✓ All utility information is plotted in the plan and profile sheets and summarized in a crossing table. Our utility research procedure has resulted in an excellent track record of avoiding conflicts during pipeline construction. AVARDURRA City of Santa Ana I March 14, 2023 On -Call Engineering Services, RFP No.23-030 Sewage Lift Station Technical Approach • Review of system hydraulics and pump selection • Lift station control strategies and integration into SCADA system • Integration into energy management system and time of use pumping • Electrical/instrumentation requirements • Power supply and standby power • Site selection and acquisition • Seismic/structural issues • Corrosion issues, specialty coatings and materials Odor control Operation and maintenance issues Contracting strategies, scheduling, and budget control • Noise, aesthetics, and community concerns • Safety pre -use analysis • Emergency storage Pump Station Technical Approach • Review of system hydraulics and pump selection • Booster station control strategies and integration into SCADA system • Integration into energy management system and time of use pumping • Electrical/instrumentation requirements • Power supply and standby power • Site selection and acquisition • Seismic/structural issues • Corrosion issues, specialty coatings and materials • Operation and maintenance issues • Contracting strategies, scheduling, and budget control • Noise, aesthetics, and community concerns • Safety pre -use analysis Storage Facility Technical Approach • System hydraulics • Tank type • Site configuration • Geotechnical/foundation conditions • Earthwork and grading • Water quality and circulation • Operational and maintenance requirements • Safety features for roof access and confined space entry • Integration into SCADA system • Stormwater control facilities • Visual aesthetics • Traffic and noise impacts during construction Special Considerations for Wastewater Facilities • Pumping of solids and miscellaneous materials such as rags must be addressed in the lift station planning and mechanical design. • Configuring facilities to properly handle planned discharges such as wash down, as well as unplanned discharges like overflows, must respect regulatory constraints and may require special features to control flows (e.g.. discharge to a sewer). Compliance with regulatory requirements, coupled with early coordination with regulators, is paramount to smooth project approval. Maintaining facilities in service during construction. Special Considerations for Non -Potable Facilities • Stored water quality can be more difficult to maintain and therefore requires special attention regarding the tank volume, residence time in the tank and circulation. • A higher degree of settlement in storage facilities can lead to the need for more frequent and special equipment for clean -out operations. • Configuring facilities to properly handle planned discharges such as wash down, as well as unplanned discharges like tank overflows, must respect regulatory constraints and may require special features to control flows (e.g., discharge to a sewer). • Compliance with regulatory requirements, coupled with early coordination with regulators, is paramount to smooth project approval. PROJECT MANAGEMENT APPROACH We've derived our project management approach from many years of experience and proven success, and it includes very specific strategies: coordination, communication, and documentation. COORDINATION: All task orders require coordination. This may include coordination with other City departments, local agencies, and stakeholders. The Ardurra team has years of experience with major on -call contracts with Southern California agencies. These on -call contracts require similar coordination efforts in which Ardurra has established and maintained outside -agency contacts, coordinated the designs with their staff, and received the approvals to move the project forward. This knowledge and understanding of working with other agencies provides great benefit to you for each project. COMMUNICATION: Ardurra has a formal, proactive communication plan to share critical project information as soon as possible and to make sure there are no surprises. We continuously report progress, identify problems, assign priorities, receive feedback, and document progress. From project start-up through project closeout, we will prioritize our communication to make sure we document and address all required actions timely. We assure you that your team and our team will always know the status of your projects. This level of coordination, coupled with the project progress meetings, helps avoid project issues and delays, and ensures that the project is on schedule and within budget. Ardurra has used this management approach with great success on all types and sizes of projects. City of Santa Ana I March 14, 2023 On -Call Engineering Services, RFP No. 23-030 /\/ARDURRA k, i DOCUMENTATION: Proper documentation is critical for all projects. We have a thorough understanding of the document control procedures required for civil engineering and other types of projects for a variety of funding sources. Ardurta's document control management policies comply with the City's requirements. Our typical monthly project progress reports include the status of deliverables, utility and outside -agency efforts, cost and schedule snapshot and analysis, issues discussion, and recommended resolution actions. We will tailor monthly progress reports to the City's needs for each project. In combination, Ardurra's tools and efficiency in coordination, communications, and documentation provide the City with a transparent process for the duration of the contract. Quality Assurance and Quality Control QAIQC is an ongoing task throughout the duration of the project. Ardurra takes seriously the responsibility for the accuracy and completeness of our work products. We base our QAIQC Program upon the belief that nothing is more important than design quality. Quality control refers to quality -related activities associated with the creation of the project deliverables. Quality control is used to verify that deliverables are of acceptable quality and that they are complete and correct. Ardurra quality control activities include deliverable peer reviews and the plan check process. Quality control is the check or analysis that determines the acceptability of the project deliverables. Tasks related to quality control will include documented reviews of reports, drawings, specifications and opinions of cost, independent review of calculations, etc. Quality control reviews will occur with each submittal. The Ardurra quality control program also compares the project deliverables against the original scope of work, project objectives and client expectations, which were developed before the project started. Ardurra quality control is a work product -based approach. We check whether the deliverables satisfy the quality requirements and the scope of work. Depending upon the results, the design team will take suitable corrective action. Quality control begins once the project design begins. Based on the City's requirements and standards developed during the quality assurance process, the quality control team checks whether the work products (reports, plans, specifications, cost estimates, etc.) meet all those requirements with each submittal. Our project manager and quality assurance manager will develop and implement a project -specific QAIQC plan. This plan includes project -specific checklists to verify quality throughout the project. The quality control manager for the project ensures that the project manager addresses all checklist items. Besides quality Ardurra provides several layers n[ quality control, assuring that all project needs are met. control by the project manager, a quality control committee comprising at least two registered engineers who are not involved in the project, will review the project documents. The review committee will do a technical evaluation of the calculations, plans, cost estimate, and the project specifications. The review committee submits comments to the project manager for review during a subsequent meeting. We will make the results of our in-house QAIQC plan available for review by the City and the entire Ardurra team. We have the added benefit of providing constructability review by our construction management group as a standard practice. Their review comes from the contractor's perspective and synchronizes the construction documents to eliminate potential change orders. Schedule Our project manager will prepare and maintain a Microsoft Project schedule. Our project manager will use the schedule, task lists, deliverables, agency review time, and progress reports to list each task in the project. This reinforces accountability throughout our design team. We will provide a summary report regularly that shows tasks completed, items that may have changed, and schedule updates, if needed. Deliverables Ardurra will provide plans, specifications, and estimates for the improvement projects. Upon completion of projects, Ardurra will provide the City with as -built documents for its records. Additional deliverables include topographic maps and/or ALTAs, where necessary, including the raw survey data. For studies, Ardurra will provide the City with technical reports that include all the necessary backup data and citations. /\/ARDURRA City of Santa Ana I March 14, 2023 On -Call Engineering Services, RFP No. 23-030 RELEVANT PROJECT EXPERIENCE Our reputation for providing quality services has been confirmed by our ongoing relationships and extended contracts with agencies throughout the region. Below is a sample of our local relevant experience. On -Call Engineering and Design Services for Public Works Projects j City of Anaheim Contact: Stephen Cruz, Principal Civil Engineer; 714.765.5251; SCruz9anaheim.net Services: Engineering Design Start:06/2014 Complete: Ongoing Team Members: Anissa Voyiatzes (PIC); Jose Hernandez, PE (PM); Bob Merrell (Drainage); Joe Buckner (Project Engineer); Miguel Hurtado (Design Engineer) Under an as -needed engineering contract, Ardurra has provided engineering design services for various street design projects including the following: ■ Lincoln Avenue Improvements. Provided engineering design services for this widening project, which will widen 3,000 feet of Lincoln Avenue from East Street to Evergreen Street. The project widens Lincoln Avenue from a four to six -lane divided street within the project limits. The scope inrli irlpd the rpmnval of existing improvements, clearing and grubbing, excavation, placement of new AC pavement, construction of concrete curb and gutter, driveways, access ramps, sidewalks, bus pads, drainage system improvements, relocation of existing facilities, installation of a traffic signal at the intersection of Lincoln Avenue and La Plaza, traffic signal modifications, signing, striping, landscaping, and a Water Quality Management Plan (WQMP). Landscaped medians along Lincoln Avenue and along the project roadways includes drought -tolerant and low -maintenance plantings and trees. Project successes included streamlining traffic flow, increased drainage capacity and an overall enhanced street appearance. Katella Avenue Widening. Provided PS&E design services to widen the south side of Katella Avenue adjacent to the Anaheim Convention Center. This project included widening Katella; reconstructing a bus turnout; adding water quality structures; reconstructing off -site landscaping, irrigation, fixed bollards, retractable bollards, vehicular maintenance pathway, and decorative handscape; and installation of two new electronic Changeable Message Signs (VMS/CMS) systems located in the median island. Significant coordination is involved with the various Anaheim departments, as well as with the various utility companies and the Anaheim Convention Center staff. Additionally, provided construction support throughout the construction duration of the project. ■ Various Utility Design Projects. Prepared the following water, sewer, and electrical plans: 2,000 linear feet of parallel sewer main in Harbor Boulevard; base mapping and utility design for several undergrounding districts; and 700 linear feet of parallel water main in Tustin Avenue. ■ Tustin Avenue/La Palma Avenue Intersection Improvements. Prepared PS&E for the widening of this key arterial intersection in the City of Anaheim. The $10-million project involved the development of a Precise Alignment Plan, Landscape Concept Plan, and legal descriptions. The project included the design of a raised, landscaped median, parkway landscaping in both the City area as well as a large slope in Caltrans right-of-way, and significant redesign of private property improvements impacted by the roadway widening. The approval process included obtaining an easement and encroachment permit from Caltrans. Other elements of the project included the design of significant water, storm drain and retaining wall improvements. ■ La Palma Avenue and State College Boulevard Intersection. Prepared PS&E for the widening of this key arterial intersection in the City of Anaheim. The final Precise Alignment Plan resulted in significant right-of-way cost savings. The project included the design of a raised, landscaped median, bike lanes, parkway landscaping and redesign of private property improvements impacted by the roadway widening. Other elements of the project included the design of private sign relocations, water quality and utility improvements. Ardurra staff developed an alternate alignment which resulted in maximum use of existing excess right-of-way; minimal impacts to existing development; right-of-way cost savings greater than $500,000; and avoided acquisition from gas station. City of Santa Ana I March 14, 2023 On -Call Engineering Services, RFP No. 23-030 /�/ ARDURRA On -Call Civil Engineering — Street and Storm Drain Design/Rehabilitation Projects I City of Long Beach Contact: Keith Hoey, Senior Civil Engineer; 562.570.6586; Keith.Hoey@longbeach.gov Services: PS&E Start:2009 Complete: Ongoing Team Members: Anissa Voyiatzes (PIC); Lisette Bice (PM); Bob Merrell (Drainage); Joe Buckner (Roadway/SWPPP); Jose Hernandez (Roadway, QA/QC); Miguel Hurtado (Design Engineer) As part of an on -call contract with the City of Long Beach, Ardurra staff has prepared plans, specifications, and cost estimates for more than $15 million in improvements since 2009 and continues to work with the City through additional extensions of the original on -call contract. The projects encompass roadway, storm drain, parking lot improvements, traffic, lighting, and landscape improvements, design of more than 150 ADA-compliant curb and ramps, and focused on many of the major roadways within the city. Ardurra staff has consistently provided the City with well - designed projects facilitating smooth construction. Some recent projects include: Market Street Pedestrian Streetscape Enhancements (LA River to Easterly City Limits). Ardurra is providing engineering and design services for a Complete Street Project on Market Street between the LA River and Cherry Avenue, an approximate 1.9-mile stretch of the corridor. As stated on www.smartgrowthamerica.org, complete streets are designed and operated to enable safe access for all users, including pedestrians, bicyclists, motorists and transit riders of all ages and abilities. Complete streets make it easy to cross the street, walk to shops, and bicycle to work. They allow buses to run on time and make it safe for people to walk to and from train stations. The project consists of complete street improvements including Class IV bike lanes and other new bike/pedestrian facilities, bulb -outs, wayfinding signage, road diet with sidewalk extension, crosswalk and transit stop enhancements, construction/ reconstruction of curb ramps for ADA compliance, repairing sidewalks, curbs, and gutters, reconstructing/resurfacing roadway pavement, landscaping and street trees, removing/ relocating obstructions and utilities, and storm drain relocations. ($7 million) Atlantic Avenue Pedestrian Enhancements. Ardurra provided PS&E for pedestrian enhancement features, including bulb -outs, to minimize pedestrian crossing distances across Atlantic Avenue. The project also included 10 new ADA-compliant curb ramps and additional pedestrian lighting. The project limits are from 56th Street to 59th Street. ■ Delta Bike Boulevard Project. The $3 million project includes Class II and III bike lanes and shared lane markings, traffic circles, a roundabout, pavement repairs, a new traffic signal, anid wayfinding signage from Harbor Avenue from 10th Street to 20th Street, and Delta Avenue from 20th Street to Wardlow Road (an approximate 3-mile corridor). The project is funded through ATP grant and local match. ■ 8 to 80 Project. The City received ATP funding more than $6 million to create facilities aimed at improving safety and removing barriers to walking/cycling for residents, workers, students, schoolchildren, and visitors to Long Beach. The B-80 project will provide bike boulevards along two corridors located within the city (four miles), as well as a road diet (one mile) with buffered bike lanes. Improvements include traffic circles, roundabouts, new traffic signals, bulbouts, bridge ADA upgrade, signing, striping, pavement repairs, and wayfinding signage. Ardurra is responsible for managing the project and grant funding in collaboration with City staff and the design consultant. ■ Atlantic Avenue/Claiborne Drive Bulb -out. Ardurra provided design services for bulb -outs at the southeast corner of Atlantic Avenue and Claiborne Drive. Drainage patterns at this corner were reviewed to determine if a parkway culvert was required. The project also included removal of the existing crosswalks across Atlantic Boulevard. ■ Atherton Street and Magnolia Avenue Street Rehabilitation. Preparation of three separate PS&E packages, totaling over 1.6 miles of roadway and dozens of curb ramps. The plans include roadway rehabilitation, the design of ADA-compliant ramps at numerous intersections, sidewalk repair to eliminate tripping hazards, and traffic signing and striping. ■ Alamitos Avenue Rehabilitation Improvements. Preparation of PS&E for 1.0 mile of roadway rehabilitation and dozens of curb ramps. The plans include roadway rehabilitation, the design of ADA-compliant ramps at /\/ARDURRA City of Santa Ana I March 14, 2023 On -Call Engineering Services, RFP No. 23-030 numerous intersections, road diet, Class II bike lanes, and traffic signing and striping. Seaside Way Storm Drain. Ardurra prepared storm drain construction documents for a deficiency -correction project near the coastal portion of downtown Long Beach. The project was necessitated after severe flooding in 2017, including the flooding of several underground parking structures. In conjunction with this project, Ardurra was successful in obtaining FEMA emergency funding for the project. The project entailed the design of a 48-inch RCP to parallel the existing 57-inch storm drain. A significant amount of potholing was required to identify existing vertical and horizontal utility alignments. 6th Street Storm Drain. This project included the final design of a relief storm drain system to alleviate an existing deficiency on an adjacent storm drain system. Due to the extent of existing utilities within 6th Street, an extensive potholing program was required, which did locate an unknown pipeline that was not identified by USA. A hydrologic and hydraulic (H&H) analysis was completed, and specifications and cost estimates were also prepared. Seal Beach Various Public Works Design Projects j City of Seal Beach Contact: Iris Lee, Deputy Public Works Director/City Engineer; 562.431.2527 ext. 1322; ileegsealbeachca.gov Services: Engineering Design, Project Management, Constructability Review, Staff Augmentation, Plan Checking, Construction Inspection Start:2012 Complete: Ongoing Team Members: Anissa Voyiatzes (PIC); Mark Lewis (Senior Project Manager); Joe Stoakley and Chip Vanderbeek (Inspectors); Joe Buckner (Water and Sewer); Bob Merrell (Hydrology) Ardurra has completed several projects for the City of Seal Beach during the last 5 years. Engineering services have included providing civil engineering, geotechnical, traffic, and survey services for various projects within the city. Improvements have included the design of water and sewer main reconstruction, alley paving, the upgrade or addition of ADA ramps, pavement rehabilitation, H&H calculations, and the preparation of a proposed storm drain report. Plan check services have included review of the hydrology and hydraulic analysis, grading plans, street plans, traffic striping and signing, street lighting, signal plans, storm drain plans, utility plans, landscaping and planting, WQMP, sewer and water plans. A few projects include: ■ Ocean Place Development. Providing plan checking and inspection for grading and construction of the road and utility infrastructure that will support Ocean Place, which is a neighborhood of 30luxury homes in an environmentally sensitive beachfront location. Services are focused on the grading and construction of street improvements, storm drains, domestic water and sanitary sewer lines. Of importance will be ensuring the use of stormwater management best practices and compliance with the terms of a California Coastal Commission development permit since the project is in an environmentally sensitive area. The project will include a 6.5-acre public park to be turned over to the City by the developer. 6th Street Alley Improvement Project. Improvements include the design of water and sewer main reconstruction, alley paving, installation of empty fiber optic conduit for future fiber, and ancillary improvements followed by concrete paving of the entire width of the alley. The Pump Station #35 project provides for upgraded/new dry well and wet well for the pump station. Ocean Avenue Alley Waterline and Sewer Replacements from Main Street to First Street. Prepared the design of over 0.5 miles of alley improvements in the downtown area of Seal Beach. The project included the design of sewer and water mains and pavement. As a part of the project, Ardurra completed an extensive utility investigation including significant potholing and GPR to locate the existing utilities. The design also included solving numerous existing drainage problems within the alleys. 7th Street Alley Waterline and Sewer Replacement. Ardurra prepared complete PS&E for the 7th Street Alley Waterline and Sewer Replacements Project CIP No. WT1607. The project consisted of designing the replacement of approximately 450 LF of existing 6-inch water and sewer mains. In conjunction with the utility replacement, rehabilitation of approximately 6,750 SF of asphalt and concrete pavement was also designed. Westminster Avenue Storm Drain Study Report from Seal Beach Boulevard to Federal Storm Channel C01S06. Ardurra prepared a report to determine the adequate size to replace a trapezoidal open channel drainage facility with a pipe on the north side of Westminster Avenue from Seal Beach Boulevard to the Federal Storm Channel (CO1 S06). The project required conducting hydrologic studies of the tributary area and develop discharges at various concentration points for 5, 10, 25, and 100-year storm events. Preparation of the report involved coordination with Orange County Flood Control District and City of Santa Ana I March 14, 2023 On -Call Engineering Services, RFP No. 23-030 /VARDURRA meeting with Orange County Public Works staff to discuss the most up-to-date planning for the Federal Storm Channel and to identify the interim and ultimate conditions for the confluence with the Federal Storm Channel. Work also included hydraulic analyses of the existing system with the 5, 10, 25, and 100-year storm flows to establish existing level of protection and facility constraints. Ardurra developed alternative enclosed facilities (box culverts and pipes) to handle the runoff from the 100-year storm event. Cost estimates were prepared including design, construction, and contract administration/inspection for each alternative. On -Call Civil Engineering Services for Various Public Works Projects I City of La Habra Contact: Tony An, Principal Engineer; 562.383.4158; tanglahabraca.gov Services: Engineering Design Start:05/2017 Complete: Ongoing Team Members: Anissa Voyiatzes (PIC); Jose Hernandez (PM); Joe Buckner (Roadway); Miguel Hurtado (Design Engineer) Ardurra is providing professional engineering services on an as -needed basis in support of the La Habra Engineering Division on a variety of Public Works Department projects for the FY 2016-2021. Work includes construction of street improvements, waterline improvements, sewer improvements, storm drains improvements, traffic signal improvements, City park improvements, and building facilities improvement. The City has budgeted approximately $26 million in the Capital Improvement Program. The CIP projects will be funded with a variety of funding sources, and in addition to local funding sources, some projects may be funded by Community Development Block Grant, State and Federal -Aid Grant. Typical projects that Ardurra has worked on include residential street rehabilitation; intersection widening; curb, gutter, and sidewalk replacement; storm drain improvement; and waterline upgrades. ■ Residential Streets Rehab (2018119). Provided construction documents for over 8 miles of roadway improvements, street resurfacing, and water main upgrades. Ardurra has prepared all PS&E as required for bidding and construction of the proposed improvements. The plans include roadway rehabilitation, replacement of a significant number of ADA non -compliant ramps at many intersections, and traffic signing and striping. ■ Three Arterial Rehabs (2019/21). Prepared construction documents for 3 miles of arterial street rehabilitations including all PS&E for bidding and construction of the proposed improvements. The intent of this project is to renovate roadway pavement and reconstruct deteriorated concrete improvements. ■ La Habra Boulevard (Valley Home Avenue to Beach Boulevard), Cypress Street (La Habra Boulevard to Whittier Boulevard), and Palm Street (La Habra Boulevard to northerly City limits). Prepared PS&E for approximately 2 miles of street rehabilitation for these three arterial streets. The roadway rehabilitation treatments varied from R&R damaged sections of asphalt concrete pavement; cold mill and fill with base and surface course AC, to Type II slurry. Additionally, Ardurra field -walked the segment to identify PCC R&Rs for curb, gutter, sidewalk ADA ramps, and driveways. Included within the plan set was replacement striping for the three segments. ■ La Habra Boulevard Improvements (Beach Boulevard to Idaho Street). Prepared PS&E for this roadway rehabilitation project to remove and replace damaged sections of asphalt concrete pavement; base paving with an ARHM cap. Additionally, Ardurra Feld -walked the segment to identify PCC R&Rs for curb, gutter, sidewalk ADA ramps, and driveways. Signing and striping plans were prepared, and bike lanes were added for both east and westbound directions. Also, coordinated with and obtained an encroachment permit through Caltrans for replacement of loops at Beach Boulevard. On -Call Municipal Engineering ( City of Lake Forest Contact: Tom Wheeler, Director of Public Works/City Engineer; 949.461.3480; twheeler@lakeforestca.gov Services: Engineering, Program Management, Project Management, Traffic Engineering, Flood Control Start:06/2011 Complete:0612024 Team Members: Lisa Penna (PIC); Dennis Joe (Program Manager); Mark Lewis (Traffic/Transportation Engineering); Joe Buckner and Miguel Hurtado (Project Engineers); Omar Alameddine (Inspections Manager); Keith Forbes, John Dela Cruz, and Chip Vanderbeek (Subdivision Improvements/Grading) Ardurra has a multi -year contract to provide municipal engineering services. Under this on -call contract, Ardurra has performed plan checking and reviews for the following: entitlement review; subdivision maps; hydrology and hydraulics reports; street improvement plans; grading plans; water quality management plans and encroachment permits. Work has included project management for 12 projects and funding analysis for a transportation funding program. Tasks include reviewing land use applications; plan checking development plans and maps; inspecting approved land /\/ARDURRA City of Santa Ana I March 14, 2023 On -Call Engineering Services, RFP No.23-030 development construction; inspecting approved work in the public right-of-way; public works encroachment permit inspection; water quality program management; and providing additional staff on an as -needed basis. Primary services have involved engineering implementation of the City's Opportunity Studies Area (OSA) that comprises five developments totaling over 4,000 housing units; design of the Los Alisos Boulevard resurfacing project; conducting the annual sidewalk survey; and inspection of the catch basin insert project. The OSA projects involve plan check and inspection of all facets 0:k6 of development including map approval; rough grading; precise grading; street and storm drain improvements; park development; and median and parkway improvements. Other land development projects have been approved other than the five OSA projects, including The Meadows, Parkside, Encanto, and residential housing in the Auto Center. There are currently four major residential development projects within the city. Over the course of three years (2021-2024), it is expected that all four projects will be completed. Once completed, approximately 5,000 new residential units would have been constructed. On -Call Engineering I South Coast Water District Contact: Taryn Kjolsing, Engineering Manager; 949.342.1154; tKjolsing@scwd.org Services: Design Engineering Start:2021 Complete: Ongoing Team Members: Aric Gnesa (PM); Viet Duy Vo (Design Engineer); Lori Trottier (Environmental Lead) Ardurra has worked on the following projects under its current on -call contract with South Coast Water District: ■ 30 Acres Site Water and Sewer Facilities. South Coast Water District plans to locate three new portable buildings at the site for District's use as temporary office space. The buildings require new water service, new sewer service, and a new gravity sewer main to connect the site laterals to existing sewer facilities approximately 500 LF south of the building site. The project includes a civil site plan, design of new electrical power service, and communications connection to the District's Groundwater Recover Facility with approximately 2,000 LF of new buried fiber optic. ■ LTM ReplacementlRepair Options at Calle Vista Torito. The LTM is approximately 34,000 linear feet (6.5 miles) of pipeline, ranging in size from 24 to 36 inches in diameter, primarily constructed of concrete cylinder pipe (CCP). Due to several recent leaks, the District identified four potential repair, replacement or rehabilitation alternatives. The project includes engineering services to evaluate these alternatives with all pertinent factors, develop additional alternatives if feasible, and provide recommendations. Via Sacramento Water Main Improvements. This project involves the replacement of approximately 560 LF of B-inch ACP with 8-inch PVC pipe,10 services, 2 fire hydrants, and 1 valve cluster. The existing pipeline is located in the parkway off of Via Sacramento from Camino Capistrano to Via Espinoza in Dana Point. The project includes design, surveying, potholing, and construction phase services. The project also involves developing PS&E for the proposed pipeline replacement. Anaheim Public Utilities Department As -Needed Engineering I City of Anaheim Contact: David Watson, Project Manager; 310.864.2157; dwatsonganaheim.net Services: Design Engineering Start:2019 Complete: Ongoing Team Members: Rob Weber (PM), Patrick Mulvey (PM) Under an as -needed engineering contract, Ardurra is currently working on or recently completed the following projects for the City of Anaheim: Oak Hills Reservoir Recoating and Upgrades Project. This project involves various improvements at the Oak Hills Reservoir site, including recoating of the reservoir exterior roof and spot repair of coating on the exterior walls; reservoir safety upgrades; repairs to the reservoir vents; modifications to the reservoir overflow to meet DOW requirements; modifications to the reservoir cathodic protection system; replacement of the reservoir level sensor; replacement of existing valving and piping on the inlet and outlet pipelines to improve operation of the reservoir and overall water system; installation of new onsite water and sewer connections; and remediation of ground settlement issues in the northwest corner of the site. The project also City of Santa Ana i March 14, 2023 On -Cal) Engineering Services, RFP No. 23-030 AVARDURRA includes other tasks at different sites nearby the Oak Hills Reservoir site, such as replacement of the existing electrical cabinet at the Summit Inlet/Outlet Structure; and coating touch-up of the recovery vessel and associated piping and appurtenances at the Lenain Wash Water Recovery Facility. ■ WRDF Present Worth Analysis 2021201.01. The City tasked Ardurra with the responsibility of reviewing the net present value for three alternative directions moving forward regarding the City of Anaheim Water Recycling Demonstration Facility (WRDF). The three alternatives evaluated include: 1) expanding the facility capacity from 50,000 to 100,000 gpm; 2) shutting down and repurposing the facility; and 3) maintaining the facility as is and proceeding with equipment replacement and maintenance as required for operation. Key project components include evaluating costs in the current climate for capital equipment replacement and additions, maintenance, operations, and labor; determining the fiscal, environmental, political, social, and logistical benefits for each option; and utilizing data from research, analysis, and correspondence with the City to provide a full and accurate picture of the current and possible future status of the City's WRDF. REFERENCES ■ Safety Improvements at 18 Sites. The project included design services for 18 sites requiring safety upgrades. A PDR was prepared as well as final design services including drawings and specifications. Key components of the project included design of safety handrails, ladder anchor posts, sealed block -self retracting lifeline, fixed ladders, safety guardrails, davit arms, and other safety improvements and retrofits at existing sites. e. WILLINGNESS TO COMPLY WITH AGREEMENT TERMS Ardurra accepts the Consultant Agreement as provided in the City's RFP Appendix, Attachment 2. f.REFERENCES Our history of successfully delivering projects efficiently and within budget is the reason clients continually return to Ardurra. We are proud of our track record of providing quality services, to which our references listed below will attest. AgencyAssociated Project City of Anaheim Stephen Cruz, Principal Civil Engineer On -Call Engineering and Design Services 714.765.5251 (ongoing since 2014) SCmzoanaheim.net City of Seal Beach Iris Lee, Deputy Public Works Director/City Engineer Seal Beach Various Public Works Design 562,431.2527 ext.1322 Projects (ongoing since 2012) ileeC@sealbeachca.gov City of Long Beach Keith Hoey, Assistant City Engineer On -Call Civil Engineering — Street and 562.570.6586 Storm Drain Design/Rehabilitation keith.hoey@longbeach.gov Projects (ongoing since 2009) City of Lake Forest Tom Wheeler, Director of Public Works/City Engineer On -Call Municipal Engineering 949.461.3480 (ongoing since 2011) twheeler@lakeforestca.gov /V ARDURRA City of Santa Ana I March 14, 2023 On -Call Engineering Services, RFP No. 23-030 2. SCOPE OF SERVICES AND SCHEDULE A successful project includes solving technical challenges, coordinating all the various engineering disciplines, and meeting the City's goals. The projects assigned under this contract may require their own tailored approach to the specific problem to be solved or need to be addressed. All projects, however, will incorporate proven management and control procedures in order to provide cost-effective and responsive delivery of all technical products. Each project will have a project kickoff meeting and work plan as further described herein. PROJECT KICKOFF MEETING We will initiate each major task assignment with a kickoff meeting. The meeting will be held either virtually or at the City's administrative office and will be attended by key City and project staff. The purpose of the meeting will be to review project objectives, data needs, project scope, and schedule. PROJECT WORK PLAN The foundation of effective project management is established in the project work plan that sets forth the elements of budget and schedule control, project communication protocols, and production management. Immediately following receipt of a Notice to Proceed, we will prepare the project work plan in a standardized format. This document sets the foundation for a project. When completed, the document will be distributed to all members of the project team. This work plan will serve as the coordination and guidance tool throughout the project and will aid in clarifying key elements of the project requiring management attention. ARDURRA INTERNAL REVIEW CYCLE PROJECT IMPLEMENTATION We are committed to effective communication and responsive project delivery. Our project manager is available to meet weekly with the City. Enhancements in project reporting include the implementation of an action items list and monthly status reports. Every month, our project manager and the City will review the status report, which provides the status of each project, with updates highlighted in color; project budget, latest billed amount, and percent complete; schedule and deliverables; issues and concerns; and upcoming meetings. By concisely presenting this level of project information for each open task, these meetings can flow more efficiently. Ardurra's project management approach provides well -structured procedures including the planning, tracking, and executing of the work while communicating effectively with the internal Ardurra team, the City's team, and other project stakeholders. PROJECT MANAGEMENT CONTROLS We have established tried and true project management controls over the years. Project management control procedures will be in effect for the duration of each project. _ n1 I A 11TV s, Five key strategies help keep our projects L�ASSIJRANCE on time and budget: PROJECT PLANNING ■ Planning - Early planning increases the understanding of the CONCEPTUAL DESIGN project, the quality of the solution, �— ownership of the tasks among 30%DESIGN team members, and ultimately the -v— success of the project. SO%DESIGN --1`1111111r— ■ Monitoring - Our project managers use task lists, progress reports, 90%DESIGN 4`1111111111101 critical path management (CPM) schedules, financial data, and 100%DESIGN quality control processes to monitor and control projects. BID SET _ CONSTRUCTION STARTUP OWNER- ---- —-------------------------------------------------------------------- --- REVIEW CYCLE CLARIFICATION IF NEEDED IF NOTADDRESSED J City of Santa Ana I March 14, 2023 On -Call Engineering Services, RFP No. 23-030 /\/ARDURRA Schedule Management— Our team is fluent in scheduling tools. These tools produce a CPM Gantt chart to identify items that are critical in the production of our work so we can be proactive. We will update this schedule regularly and review the schedule, task list, progress reports, and plans at project meetings to be sure that we continue to make progress throughout the project life. ■ Financial Management— Our project team uses financial data in the regular development of invoices and to compare planned project expenditures with our CPM schedule. Upon successful negotiation of a task order, our project manager will develop a projected billings chart "S-curve" to forecast PROJECT IMPLEMENTATION work efforts throughout the assignment. On a monthly basis, we will use this information internally to develop a value analysis. This value analysis helps us understand trends for the project and provides for early identification of potential staffing under- or over -runs. These trends help us stay ahead and provide for better resource management. ■ Quality Management — A Quality Management Plan will be established at the beginning of each project and implemented throughout the duration of the project. Ardurra takes seriously the responsibility for the accuracy and completeness of ouc,wbrk products. ■ Develop detailed scope of services, fee and schedule that meets City expectations. ■ Create a Work Plan identifying major tasks and corresponding staff assignments, budget and schedule. Identify internal progress meetings dates QA/QC reporting dates. Progress meeting includes the status of the work, updates on schedule and budget updates, Z and QA/QC status and actions. A copy of the work plan will be provided at the City's request. a ■ Develop a schedule identifying milestones, critical path tasks (e.g., project refinement analysis), and data collection tasks d (e.g., surveying and geotechnical investigations). ■ Identify lines of communication and points of contact and provide contact list to the team members and City. ■ Establish clear assignments for each team member and project quality staff with appropriate schedule and level of effort. ■ Start the project, and engaging quality review personnel, quickly with a well -organized kickoff meeting that outlines the project goals, W clarifies any initial ambiguities, and assigns immediate responsibilities for Ardurra and the City. t- n ■ Identify and address project issues that are critical to schedule milestones and/or key design decisions. V ■ Establish and implement information management procedures. W ■ Coordinate with Ardurra staff and subconsultants to provide a unified approach to the project. Lu ■ Define QA/QC roles for key staff and confirm requirements with team members and subconsultants. ■ Check progress in terms of meeting project requirements and goals in accordance with scope of services and schedule, and adjust efforts to accommodate unforeseen changes that arise. Y ■ Provide monthly reports to include earned value management tracking of authorized total budget compared to actual dollars spent. V ■ Monitor project documentation and meeting minutes to confirm follow-through on action items and City comments. ■ Regularly check work progress by subconsultants. F ■ Regularly evaluate project progress in terms of production versus expenditures. Identify issues and adjust staff levels and activities accordingly. W ■ Implement routine communication with the City providing current project progresslstatus including weekly email/verbal contacts, Q biweekly progress updates, and monthly progress reports. V ■ Hold conference call or face-to-face meetings with selected City staff when needed for discussion of technical issues and information Zexchange. ■ Hold workshop presentations with City-wide stakeholders for comprehensive project review, interdepartmental coordination, and information exchange. ■ Hold regularly scheduled meetings internally with team members to review project progress, schedule, and outstanding issues. 0 ■ Coordinate closely with subconsultants, and with any other City consultants, to achieve coherent project execution. V /\/ARDURRA City of Santa Ana I March 14, 2023 On -Call Engineering Services, REP No, 23-030 Once a project is identified, the Ardurra team can prepare a detailed scope, schedule, and fee. Below is a sample scope and schedule for a City of Santa Ana project involving improvements to Mile One Street — widening for approximately 1000' on one side of the street to accommodate a new bicycle lane. Mile One Street is classified as a major arterial highway with an existing right-of-way of 120 feet, which can accommodate the proposed widening. The roadway has three (3) traffic lanes of 12', 10' and 11' in each direction with a 14' wide existing median. Work consists of street rehabilitation, bicycle lane and sidewalk replacement and a landscaped parkway. The intersections at each end of the project have been improved as part of a separate project, therefore, the proposed project will join the existing BCRs/ECRs at the intersections. PHASE 1: PRELIMINARY ENGINEERING Research and Field Review A thorough search of the available records will be conducted to acquire relevant data to assist in the design of the project. The information accumulated will include as -built drawings, utility information, and horizontal and vertical control data. The project team will review the project in the field and take photographs of potential problem areas or items that need special attention. Particular emphasis will typically be given to identifying areas where existing improvements are in a deteriorated condition, pose a significant design constraint or could be impacted by the widening (utilities, walls, structures, driveways, etc.). Utility Coordination Information will be collected from all the utility companies. Coordination with the utilities will continue throughout the design of the project. A copy of the utility file will be provided to the City. For this project we have assumed no utility potholing will be required. Survey The Ardurra team will provide the necessary ground survey information required to design the project including topographical features and cross-section data. Cross -sections will be taken at 25-foot intervals for the length of the project from right-of-way to right-of-way. Additionally, we are proposing aerial mapping be performed for use as the base map to minimize survey costs. Geotechnical Investigation Perform review of available geotechnical data on and adjacent to the site. Geologic reconnaissance of the site to establish location and accessibility of planned cores and identify any localized failed pavement areas. Mark boring locations and notify Underground Service Alert 72 hours in advance of drilling. Obtain any necessary (no fee) permits from the City of Santa Ana, Because Mile One Street is a major arterial highway, we have assumed that traffic control will be necessary, but a Traffic Control Plan will not be required. It is assumed that traffic control, per the WATCH Manual or MUTCD, would be sufficient for our investigation. Coring of the existing pavement at twelve (12) locations (6 in each direction of travel) to approximately 2 to 5 feet below existing pavement grades to determine existing pavement and base thickness, general subsurface conditions, and to delineate any other soil parameters that may affect the proposed rehabilitation project. We will obtain representative bulk samples of the excavated matierials from selected borings and relatively undisturbed samples will be obtained at subgrade and two to three feet below subgrade. Upon completion, each of the borings will be backfilled with the native materials from the boring, and patched with cold patch asphalt, as necessary to match existing. We have assumed that the drilling operations can be completed in two (2) days. Appropriate laboratory testing including determination of classification, natural moisture content of soils, field densities of undisturbed samples, laboratory maximum densities, corrosive characteristics and 'R" value of soil and bedrock materials encountered, as necessary. Prepare a single Geotechnical Investigation Report for the subject portion of existing street addressing the geotechnical parameters outlined above and including log of the borings, the laboratory test results, and recommendations for new asphalt pavement construction and pavement rehabilitation. Alternative preliminary pavement strategies will be developed consisting of varying methods of constructing the improvements (overlay, total reconstruction, pavement fabric, asphalt rubber, etc.). A matrix will be prepared for each alternative comparing the advantages, including cost, impacts to existing improvements, duration of construction, and traffic control requirements. Preliminary Design The preliminary design phase will include the following tasks: ■ Attend project scoping meeting with City Staff to review project concept. ■ Develop up to 2 additional alternatives that incorporate the City's Complete Streets policy. ■ Prepare concept plans for plantings in the street parkway. The concept plans will be rendered colored plans and profile views of the proposed new plantings. A plant materials palette will accompany the concept plans. ■ Prepare Preliminary Design Report (PDR) that provides alternative analysis, recommendation for preferred alternative and preliminary cost estimate. We have assumed that the preferred alternative conceptual plan will constitute the 30% design level. City of Santa Ana I March 14, 2023 On -Call Engineering Services, RFP No.23-030 /\/ARDURRA Environmental Task 1- Preliminary Environmental Study (PES) Prepare the PES form in accordance with the Local Assistance Procedures Manual (LAPM). The PES form will be used to consult with Caltrans/FHWA to determine the appropriate NEPA document for the project (in this case, a CE). The LAPM requires the following steps for this process: ■ Step 1: Develop Complete Project Description and Detailed Map. Prepare a description of the project including the location of the project area (including a project map); a brief description of the environmental setting; and identification of environmental effects using the PES. ■ Step 2: Review Relevant Literature, Maps, and Inventories. Review existing environmental and planning information, such as the City's General Plan and General Plan EIR, soil surveys, and the California Natural Diversity Database (CNDDB) and California Native Plant Society Electronic Inventory (CNPSEI). We have also assumed that technical studies prepared for this project will be provided to us for use in the PES, as applicable. ■ Step 3: Request Technical Information from Resource and Regulatory Agencies. This step will be completed concurrently with Step 2. ■ Step 4: Verify Research Findings in the Field (Site Visit). A site visit will be conducted by an Environmental Scientist. ■ Step 5: Complete PES Form. Complete the PES form and provide an electronic copy to the City for internal review. We will revise the PES based on comments from the City prior to submittal to Caltrans. We will complete the PES form and provide an electronic copy to the City for internal review and revise based on comments from the City prior to submittal to Caltrans. It is assumed that since impacts would be minimal, detailed technical studies would not be required and the project would qualify as a Screened Undertaking for cultural resources under Section 106 of the National Historic Preservation Act. Screened undertakings are classes of projects that have the potential to affect historic properties, but may be determined exempt from review under the Section 106 Programmatic Agreement. Exempt classes include (but are not limited to): 1. Minor widening of less than one -half -lane width, adding lanes in the median, or adding paved shoulders. 2. Channelization of intersections or addition of auxiliary lanes. 3. Minor utility installation or relocation. 4. Addition of bicycle lanes or pedestrian walkways. 5. Modification of existing features, such as slopes, ditches, curbs, sidewalks, driveways, dikes, or headwalls, within or adjacent to the right-of-way. Task 2 - NEPA Categorical Exclusion and CEQA Categorical Exemption NEPA Categorical Exclusion Prepare a Draft CE checklist form in the most recent Caltrans format included in Caltrans' Standard Environmental Reference (SER), Chapter 30 - Categorical Exclusions. The Draft CE Checklist will be provided to the City for review. We will make any revisions to the CE Checklist and provide a Revised Draft CE Checklist to the City for submittal to Caltrans. After Caltrans review, we will revise the document and provide the Final document to:thc City for submittal to Caltrans. This scope of work and cost estimate assumes one round of comments and responses for each version of the document (Draft and Revised Draft) and that no additional analysis or technical studies are required to respond to comments. CEQA Categorical Exemption After an initial review, it appears that the proposed project is likely exempt from CEQA under Class 1: minor alteration of existing facilities (CEQA Guidelines Section 15301) or Class 2: replacement or reconstruction (CEQA Guidelines Section 15302). Our subconsultant will prepare the Exemption Form from Appendix E of the CEQA Guidelines. This form will be filed at the County Clerk's office and the State Clearinghouse. A receipt of fling will be obtained from both entities. PHASE 2: CONSTRUCTION DOCUMENTS (PS&E) Plans and cost estimates will be prepared and submitted to the City for review at the 60 and 100 (final) percent levels. Based on feedback from the review from City staff during the preliminary design phase, detailed construction plans will be prepared. Sheets for the street improvements include title sheet, typical section/detail sheet, street plan and profile, signing and striping, and landscape/irrigation. All plans will be prepared in AutoCAD, Digital files and one set of original mylars shall be provided to the City upon final approval. Special provisions will be prepared based on the Standard Specifications for Public Works Construction and the City's boilerplate, supplemented with Caltrans specifications. All submittals will be in Microsoft Word format. Preliminary cost estimates will be prepared for the proposed improvements and included with the first plan check submittal. Final construction cost estimates will be prepared based on the final improvement plans. Street Improvement Plans Twenty -scale street improvement plans will be prepared using the topographic survey data and record utility information for the base sheets. Appropriatejoins will be provided at all side streets, driveways and intersections. Street improvements will show the rehabilitation of the existing pavement and the widening of the existing roadway. The use of cross -sections will be critical to /\/ ARDURRA City of Santa Ana I March 14, 2023 On -Call Engineering Services, RFP No. 23-030 assure that the reasonable cross -falls are maintained for the new roadway surface. For the portion of any roadway to be widened, the key issue is to minimize the impacts to the existing properties byjoining the existing grades at the right-of-way line as closely as possible. As is the case in the rehabilitation areas, the survey cross-section will be critical to the design of the widened curb and new roadway cross -falls. Signing and Striping Plans Signing and striping plans will be prepared at 40-scale showing the replacement of existing striping, raised pavement markers and pavement markings. New signing, striping and pavement markings, including the bicycle lane, will also be shown. The plans will show all driveways, curbs, medians and other features that affect turning movements. The plan will include general, construction notes, and other details necessary to construct the proposed signing and striping and will detail thejoining of the proposed signing and striping features with those existing on either side of the project limits. Signing and striping features will be designed in accordance with the 2014 California Manual on Uniform Traffic Control Devices and the 2015 Caltrans Standard Plans. Landscape/Irrigation The landscape architectural construction documents will be prepared to meet the City prescribed standards including the City's Parkway Improvement Guidelines. Planting and irrigation plans will comply with current water conservation standards. Drainage We have assumed that there are no drainage facilities (existing or proposed) within the project limits. Traffic Control We have assumed that traffic control plans will not be prepared by our team but will be addressed in the project specifications with construction phasing specified in a manner that minimizes traffic disruption, public inconvenience and lost work time. Detailed traffic control plans will be prepared by the contractor, which will detail each phase of construction including construction work hours, maintenance of pedestrian facilities, access to businesses, and emergency vehicle access. The location of construction signs, barricades, delineators and flashing arrow signs will also be detailed on the plans. The contractor -prepared traffic control plans will be prepared in accordance with the most current MUTCD. Meetings Regularly scheduled meetings are a key to keeping projects on schedule, avoiding pitfalls, and keeping the lines of communication open with the City so that surprises do not occur during the final stages of the project. We anticipate monthly PDT meetings throughout the duration of the project. Project Management/ QA/QC The Project Management task is directed at the organization, planning and control of the project team. Activities include scheduling and monitoring of the project team, cost control and an active quality control program. Quality Control will be an ongoing task throughout the duration of the project. The anticipated plan set will consist of the following sheets: Description Title Sheet 1 T ical Sections and Details 1 Roadvdd y Plan and Profile 20-scale 2 Signing and Stripinq 1 Landsca e/Irri ation 5 Cross Sections 1 Total Sheets: 11 PHASE 3: BIDDING STAGE During the bidding stage of the project, Ardurra will assist the City in answering questions from contractors, and prepare any addenda that may be required. Ardurra will also attend the pre -bid conference andjob walks as necessary. Once the bids are received, we will assist the City in analyzing the bids and providing recommendation for award. PHASE 4: CONSTRUCTION STAGE During the construction phase of the projects, Ardurra will typically provide the following services on an as -needed basis: ■ Respond to RFls ■ Visit site for progress and conformance to PS&E ■ Interpret plans and specifications as necessary ■ Analyze changed field conditions ■ Prepare revisions to plans as necessary ■ Review shop drawings and other required submittals ■ Prepare "as -built' drawings Schedule A sample schedule is provided on the following page. 3. FEE PROPOSAL Hourly rates are enclosed in a separate sealed envelope and separate electronic file, per RFP requirements. 4. CERTIFICATIONS The Non -Collusion Affidavit, Non -Lobbying Certification, and Non -Discrimination Certification forms are attached in Appendix A. City of Santa Ana I March 14, 2023 On -Call Engineering Services, RFP No. 23-030 /�/ARDURRA This page intentionally left blank j9L :to oa) s I . {o § § < \ This page intentionally left blank F 1-- SL/1' .1 ,3 .OF 'Md '�:�e ii. i i,2�`{'i�"f r' ,�}�• APPENDIX A: CERTIFICATIONS This page intentionally left blank Appendix ATTACHMENT 3-1- NON -COLLUSION AFFIDAVIT CERTIFICATIONS NON -COLLUSION MEIMM (Titte, 23 United States Code Section 112 and Public Contract Code Section 7106) To the CITY OF SANTA ANA DEPARTMENT OF PUBLIC WORKS In accordance with Title 23 Giiicd States Coale Section 112 and Public Contract Code 7106 the BIDDER declares that the bid is not made in the interest of, or on behalf of, any Undisclosed person, partnership, company, association, organization, or corporation; that the bid is gointine and not collusive or shorn; that the BIDDER has not directly or indirectly induced or solicited any other BIDDER to put in it palse or shorn bill, and has not directly or indirectly colluded, conspired, contrived or agreed with any BIDDER or anyone else to put in a sham bid, or that anyone shall refrain from bidding; that the. BIDDER has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the bid price of tine BIDDER or any BIDDER, or to fix any overhead, profit, or cost cloment of the laid price, or of that of any other BIDDER, or to secure any advantage against the public body awarding the contract of anyone interested inn the proposed contract; that all statements contained in the bid are true; and, further, that the BIDDER has not, directly or indirectly, submitted his or her bid price or any breakdown thorcol; or the contents thereof, or divulged Information or data relative thereto, or paid, and will not pay, any fee to any corporation, partnership, company association, organization, bid depository, or to any mcnnber or agent thereof to effectuate acollnsiveorsham bid, Note: The, above iNmi-collusion Affidavit is part of the Proposal, Signing this Proposal on the signature portion thereof shall also constitute sitmature of this Nan -collusion Affidavit. BIDDERS are cautioned that making a false certification, may subiect the certifier to criminal prosecution, Signed State of Califonria County of ±& e Subscribed and sworn to (or affirmed) before me on this 3 day of MOH 20Z3, by Qcu proved to me on the basis of satisfactory ovidence to be the person(s) who appeared before ore. MATfHEw HSING d Notary Public - California = - Orange County tr s COmmISSlon N 2405619 ° My Comm. Expires May 25, 2026 + Notary Public Sigivikure Notary Public Seal CALIFORNIA ALL-PURPOSE ACKNOwmemaN'r A notary public or other officer comptattn® this ceratiests verities only the Identity of the individual who signed the document to which this ranlllcate is attached, and not the truthfulness, accuracy, or valldlty of that document, City of Santa Ana RFP Page A3-1 This page intentionally left blank Appendix ATTACHMENT 3-2: NON -LOBBYING CERTIFICATION CERTIFICATIONS The prospective participant certifies, by signing and submitting this bid or proposal, to the best of his or her knowledge and belief, that: 1. No federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any federal contract, the making of any federal grant, the making of any federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any federal contract, grant, loan, or cooperative agreement. 2. If any funds other than federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence any officer or employee of any federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this federal contract, grant loan, loan or cooperative agreement, the undersigned shall complete and submit a "Disclosure of Lobbying Activities". This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, U. S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. The prospective participant also agrees by submitting his or her bid or proposal that he or she shall require that the language of this certification be included in all lower tier subcontracts, which exceed $100,000 and that all such sub recipients shall certify and disclose accordingly. Firm Ardurra Group, Inc. Signed and printed Name: Title Vice President, Regional Director Date March 14, 2023 Lisa M. Penna City of Santa Ana RFP Page A3-2 This page intentionally left blank Appendix ATTACHMENT 3-3: NON-DISCRIMINATION CERTIFICATION CERTIFICATIONS The undersigned consultant or corporate officer, during the performance of this contract, certifies as follows: 1. The Consultant shall not discriminate against any employee or applicant for employment because of race, color, religion, sex, or national origin. The Consultant shall take affirmative action to ensure that applicants are employed, and that employees are treated during employment without, regard to their race, color, religion, sex, or national origin, Such action shalt include, but not be limited to, the following: employment, upgrading, demotion, or transfer, recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Consultant agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. 2. The Consultant shall, in all solicitations or advertisements for employees placed by or on behalf of the Consultant, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, or national origin, 3, The Consultant shall send to each labor union or representative of workers with which he/she has a collective bargaining agreement or other contract or understanding; a notice to be provided advising the said labor union or workers' .representatives of the Consultant's commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. 4. The Consultant shall comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. 5. The Consultant shall furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his/her books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation, to ascertain compliance with such Hiles, regulations, and orders. 6. In the event of the Consultant's non-compliance with the nondiscrimination clauses of this contract or with any of the said rules, regulations, or orders, the contract may be canceled, terminated, or suspended in whole or in part and the Consultant may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Execution Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulations, or order of the Secretary of Labor, or as otherwise provided by law. 7. The Consultant shall include the portion of the sentence immediately preceding paragraph (1) and the provisions of paragraphs (1) through (7) in every subcontract or purchase order unless exempted City of Santa Ana RFP Page AM by rules, regulations, or orders of the Secretary of Labor issued pursuant to Section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontract or purchase order as the administering agency may direct as means of enforcing such provisions, including sanctions for noncompliance; provided, however, that in the event the Consultant becomes involved in, or is threatened with, litigation with a sub -consultant or vendor as a result of such direction by the administering agency, the Consultant may request that the United States enter into such litigation to protect the interests of the United States. 8. Pursuant to California Labor Code Section 1735, as added by Chapter 643 Stats. 1939, and as amended, No discrimination shall be made in the employment of persons upon public works because of racy;, religious creed, color, national origin, ancestry, physical handicaps, mental condition, marital status, or sex of such persons, except as provided in Section 1420, and any consultant of public works violating this Section is subject to all the penalties imposed for a violation of the Chapter. Signed: // /� �`f � �'— Lisa M. Penna Title: Vice President, Regional Director Firm: Ardurra Group, Inc. Date: March 14, 2023 City of Santa Ana RFP Page A3-4 This page intentionally left blank WFU wi - :F EXHIBIT C COMPENSATION Consultant's Fee Proposal including hourly rates if applicable California Ardurra Group, Inc. ARDURRA Effective January 1, 2023 Standard Billing Rate Schedule Engineering, Municipal, Environmental & Surveying Staff Services Hourly Rate Principal $320 QA/QC Manager $280 Project Manager IV $280 Project Manager III $240 Project Manager II $220 Project Manager $200 Project Engineer VI $240 Project Engineer V $220 Project Engineer IV $200 Project Engineer III $180 Project Engineer II $160 Project Engineer 1 $140 Project Designer III* $190 Project Designer II* $160 Project Designer l* $130 CADD Drafter III* $145 CADD Drafter II* $125 CADD Drafter I* $110 Public Works Technician I* $110 Administrative Assistant* $120 Plan Check Engineer IV $210 Plan Check Engineer III $185 Plan Check Engineer II $170 Plan Check Engineer I $150 Public Works Technician III* $140 Public Works Technician II* $120 Public Works Technician 1* $100 Senior Code Enforcement Officer/Manager* $120 Code Enforcement Officer II* $90 Code Enforcement Officer 1* $80 Senior Structural Engineer $240 Structural Engineer $180 SUE Technician* $140 SWPPP Practitioner* $150 Specialty Professional/Discipline $280 * Positions noted with an asterisk are subject to overtime rates billed at1.5times regular rates for all time over 8 hours in a single day or work performed on Saturday; and double time rates for work performed on Sundays and Holidays. Engineering, Municipal, Environmental & Surveying Staff (cont'd) Hourly Rate Senior Environmental Scientist $240 Associate Environmental Scientist $170 Assistant Environmental Scientist* $140 Senior Planner $200 Planner II $180 Planner 1 $160 Associate/Assistant Planner $130 Senior Landscape Architect $240 Landscape Architect $180 Principal Architect $240 Senior/Associate Architect $210 Architect $200 3-Person Survey Crew* $380 2-Person Survey Crew* $300 1-Person Survey Crew* $200 Survey Director $240 Assistant Surveyor (not Licensed)* $180 G IS Analyst* $180 GIS Specialist* $160 Graphic Designer* $140 Drone Operator with Camera* $180 Flow Monitoring Field Technician 1* $90 Flow Monitoring Field Technician II* $110 Flow Monitoring Field Technician III* $120 Flow Monitoring Field Supervisor* $145 Flow Monitoring Field Manager $175 Flow Monitoring Project/Data Manager $195 Community Relations Strategic Advisor $280 Community Relations Project Manager $250 Community Relations Assistant Project Manager $220 Community Relations Sr. Account Coordinator $160 Community Relations Account Coordinator $140 Community Relations Sr. Graphic Artist $190 Community Relations Graphic Artist $160 Community Relations Account Assistant $120 Expert Witness Services Data Review and Preparation $320 Testimony & Deposition $475 City of Santa Ana I March 14, 2023 On -Call Engineering Services, RFP No. 23-030 /�/ ARDURRA California Ardurra Group, Inc. ARDURRA Effective January 1, 2023 Standard Billing Rate Schedule Project and Construction Management and Inspection Staff Services Rate i Principal $320 Principal Program Manager $280 Project Executive / QA/QC Manager $280 Senior Program Manager $240 Program Manager $220 Principal Project Manager $280 Senior Project Manager $250 Project Manager $220 Assistant Project Manager $175 Principal Construction Manager $280 Structures Representative $260 Senior Construction Manager $250 Construction Manager $220 Assistant Construction Manager $175 Project Controls Engineer, Labor Compliance $160 Documents Control, Administration $130 Project and Construction Management and Inspection Regular Services (confd) Overtime Time Staff i Rate i Mon — Fri i Sat. Sunday/ Holiday PE Licensed Inspector (Prevailing and Non -Prevailing Wage)''a, s,s $185 $259 $259 $333 PE Licensed Inspector $190 $266 $2fi6 $342 (Prevailing and Non -Prevailing Wage- Special Shift )3'4's's Public Works Inspector $175 $245 $245 $315 (Prevailing Wage)''s's Public Works Inspector $180 $252 $252 $324 (Prevailing Wage- Special Shift)a'a's's Accessibility Expert/ CASp Inspectors $294 $412 $412 $529 DSA/ OSHPD Inspector of Record 6 $205 $287 $287 $369 Deputy Inspection $146 $204 $204 $263 (Prevailing Wage) 3'1'6 NDTTesting ''s's $175 $245 $245 $315 (Prevailing Wage) Public Works Inspector (Non -Prevailing Wag Wage) $155 $217 $217 $279 City of Santa Ana I March 14, 2023 On -Call Engineering Services, RFP No. 23-030 /\ j ARDURRA NoteslAssumptions: 1. The above hourly rates include wages, fringe and general and administrative overhead and fee, as well as typical supplies, tools and equipment required to perform services. 2. Rate applies to the first four hours of overtime during the week and/or first eight hours of overtime on Saturdays; all overtime in excess of four hours during the week or eight hours on Saturdays is paid at the Sunday/holiday rate. 3. Prevailing Wage Rates are subject to increases pursuant to the State of California's Department of Industrial Relations Wage Rate Determinations. Ardurra's Billing Rates will increase in proportion to the DIR increase, plus overhead and profit. The current rates are based on Determination # SC-23-63-2-2021-1 D Issued 8/22/2022. 4. A Special Shift is any shift that starts after 5:00 PM and before 6:00 AM. 5. The following minimum callout applies to Inspection staff, in accordance with Industrial Welfare Commission Order #16-2001: ■ Cancellation of 8 hours scheduled inspection after inspectors arrival on site: 4-hour minimum ■ Cancellation of 4 hours scheduled inspection after inspector's arrival on site: 2-hour minimum 6. For contracts involving public works inspection services, Ardurra requires the awarding public agency to complete DIR form PWC-100 solely for Ardurra as the prime contractor specific to the awarded contract name and amount. A half-hour per week, per inspector labor compliance charge will be billed for all Prevailing Wage inspection assignments. 7. Web -Based Contract Administration: Selected/specified cloud -based service billed at cost plus fifteen percent (15%). For Procore: Billed at $250 per $100,000 in annual construction contract value. 8. Reimbursable Expenses (Other Direct Costs): Ordinary identifiable non -salary costs that are directly attributable to the project, such as regular commuter travel costs, standard equipment, tools and software, etc., are included in the fee estimated above. Extraordinary expenses, such as oversized and/or color reproduction costs, vehicle identification decals, site facility hard phone line and/or internet service charges, non -commuter project miles and/or other travel expenses to remote (over 50 miles one-way) fabrication yards/batch plants, overnight postage/couriers, etc., are billed at actual cost plus 15 percent (15%) to cover overhead and administration. Travel charges to a casting/fabrication yard or batch plant will include the hourly billing rate plus travel expenses as listed in the Caltrans Travel Guide (State rates). Mileage is billed at the current IRS rate. An allowance for extraordinary charges is included as Other Direct Costs (ODC) in the fee table above. Extraordinary charges above and beyond the estimated ODC allowance will not be billed to the client unless specifically included in the contract or requested and approved by the client in writing prior to incurring the additional expense. 9. Fees for Subconsultant Services: Billed at actual cost, plus 15 percent (15%) to cover overhead and administration. 10. Escalation: This rate schedule is effective January 1, 2023 through June 30, 2024, except as noted above for Prevailing Wage covered classifications. Should the contract duration be extended beyond June 30, 2024, rates will be subject to prevailing wage increases as noted above, non -prevailing wage salary increases and overhead increases based on current Los Angeles -Riverside -Orange County Consumer Price Index to accommodate inflationary trends, salary adjustments and the general cost of doing business, as mutually agreeable to the parties and approved via contract amendment prior to implementing higher rates. In the event the contract is subject to delays that are beyond Ardurra's control, a request will be made to increase the billing rates to Ardurra's current standard rates and the client will use all reasonable effort to allow such billing rate increase. 11. Exclusions to Scope and Fee: The following items are specifically excluded: ■ Legal advice ■ Construction labor, materials and/or equipment ■ Copies of plans and specifications or other oversized drawings ■ Additional services not specifically called for in the proposal ■ Expert witness services ■ Standby services City of Santa Ana I March 14, 2023 On -Call Engineering Services, RFP No.23-030 /\ / ARDURRA Burrola, Melissa From: City of Santa Ana <certificate-request@ctrax.jdidata.com> Sent: Thursday, May 25, 2023 3 57 PM To: Burrola, Melissa; admin@amesgough.com; charper@ardurra.com; dspero@ardurra.com; efrankston@santa-ana.com; Gabriel, Jason; Polezhaev, Katerina; Aguirre, Robert Subject: Internal Notice of Compliance NOTICE OF COMPLIANCE CITY STAFF: PRINT THIS PAGE AND INCLUDE WITH AGREEMENT TO THE CLERK OF THE COUNCIL Contractor Ardurra Group, Inc. Name: Project TBD (059) Number: Project Consultant Agreement Between The City Of Santa Ana And Ardurra Name: Group, Inc. For On -Call Engineering Services The Certificate of Insurance (COI) submitted indicates that the coverages are in compliance with the insurance requirements. No further action is required at this time. The compliant coverage(s) are: TYPE OF INSURANCE POLICY EXPIRATION COI DATE FILE NAME NUMBER DATE AUTOMOBILE LIABILITY 6075640236 01/01/2024 05/10/2023 City of Santa Ana#2 COLpdf GENERAL LIABILITY 6075640222 01/01/2024 05/10/2023 City of Santa Ana#2 COLpdf PROFESSIONAL LIABILITY 42EPP30687805 01/01/2024 05/10/2023 City of Santa Ana#2 COI.pdf WORKERS COMPENSATION AND 6075640253 01/01/2024 01/03/2023 City of Santa EMPLOYERS' LIABILITY Ana.pdf Thank you, City of Santa Ana Risk Management Division in partnership with NOTICE OF COMPLIANCE CITY STAFF: PRINT THIS PAGE AND INCLUDE WITH AGREEMENT TO THE CLERK OF THE COUNCIL Contractor Ardurra Group, Inc. Name: Project A-2023-088-07 Number: Project Consultant Agreement Between The City Of Santa Ana And Name: Ardurra Group, Inc. For On-Call Engineering Services The Certificate of Insurance (COI) submitted indicates that the coverages are in compliance with the insurance requirements. No further action is required at this time. The compliant coverage(s) are: POLICY EXPIRATION FILE TYPE OF INSURANCE COI DATE NUMBER DATE NAME City of Santa AUTOMOBILE LIABILITY 8105X558309 01/01/2025 01/02/2024 Ana, CA.pdf City of Santa GENERAL LIABILITY 6305X487435 01/01/2025 01/02/2024 Ana, CA.pdf City of Santa PROFESSIONAL LIABILITY 42EPP30687806 01/01/2025 01/02/2024 Ana, CA.pdf WORKERS COMPENSATION AND City of Santa UB5X489557 01/01/2025 01/02/2024 EMPLOYERS' LIABILITY Ana, CA.pdf Thank you, ARD U RRA-01 KS UTTO N ,4coRO CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DD/YYYY) 12/30/2024 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME: Ames&Gough PHONE 703 827-2277 FAX 703 827-2279 8300 Greensboro Drive (A/C,No,Ext):( ) (A/C,No):( ) Suite 980 ADDRESS:admin@amesgough.com McLean,VA 22102 INSURERS AFFORDING COVERAGE NAIC# INSURER A:Charter Oak Fire Insurance Company A++ XV 25615 INSURED INSURER B:Phoenix Insurance Company A++ XV 25623 Ardurra Group,Inc. INSURER C:Travelers Property Casualty Company of America,A++,XV 25674 1000 N.W.57th Court,Suite 800 INSURER D:National Fire&Marine Insurance Company A++X 20079 Miami,FL 33126 INSURER E INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: 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. INSR TYPE OF INSURANCE ADDL SUBR POLICY NUMBER POLICY EFF POLICY EXP LIMITS LTR INSD WVD MM/DD/YYYY MM/DD/YYYY A X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 CLAIMS-MADE � OCCUR 630-5X487435 1/1/2025 1/1/2026 DAMAGETORENTED 1 000 00� PREMISES Ea occurrence $ X Contractual Liab. MED EXP(Any oneperson) $ 15,000 PERSONAL&ADV INJURY $ 1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 2,000,000 X POLICY ] JECT1:1 LOC PRODUCTS-COMP/OP AGG $ 2,000,000 OTHER: $ B AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT 1,000,000 Ea accident $ X ANY AUTO 810-5X558309 1/1/2025 1/1/2026 BODILY INJURY Perperson) $ OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY Per accident $ HIRED NON-OWNED PROPERTY DAMAGE AUTOS ONLY AUTOS ONLY Per accident $ C X UMBRELLA LIAB X OCCUR EACH OCCURRENCE $ 15,000,000 EXCESS LIAB CLAIMS-MADE CUP-5X642114 1/1/2025 1/1/2026 AGGREGATE $ 15,000,000 DED X RETENTION$ 10,000 $ C WORKERS COMPENSATION X PER OTH- AND EMPLOYERS'LIABILITY STATUTE ER YIN U B-5X489557 1/1/2025 1/1/2026 1,000,000 ANY PROPRIETOR/PARTNER/EXECUTIVE N/A E.L.EACH ACCIDENT $ OFFICER/MEMBER EXCLUDED? (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ 1,000,000 If yes,describe under 1,000,000 DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ D Professional Liab. 42-EPP-306878-07 1/1/2025 1/1/2026 Per Claim/Aggregate 10,000,000 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (ACORD 1D1,Additional Remarks Schedule,may be attached if more space is required) RE: RFP#23-122,On-Call Environmental Planning Services(CALIFORNIA) Umbrella Liability coverage sits excess over General Liability,Automobile Liability and Employers'Liability coverage. The City of Santa Ana,CA,Its Officers,Employees,Agents,and Representatives are included as additional insured with respect to General Liability, Automobile Liability,and Umbrella Liability when required by written contract.General Liability includes Additional Insured coverage for Completed Operations as required by written contract.General Liability,Automobile Liability,and Umbrella Liability are primary and non-contributory over any existing insurance and limited to liability arising out of the operations of the named insured and when required by written contract.General Liability,Automobile SEE ATTACHED ACORD 101 APPROVED CERTIFICATE HOLDER CANCELLATION By Cynthia Mora at 3:42 pm,Jan 13,2025 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Santa Ana,CA THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Y ACCORDANCE WITH THE POLICY PROVISIONS. Risk Management Division 20 Civic Center Plaza Santa Ana,CA 92702 AUTHORIZED REPRESENTATIVE ACORD 25(2016/03) ©1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD AGENCY CUSTOMER ID:ARDURRA-01 KSUTTON LOC#: 2 ACORO ADDITIONAL REMARKS SCHEDULE Page 1 of 1 AGENCY NAMED INSURED Ames&Gough 11000 N W Group, Court,Suite 800 POLICY NUMBER Miami,FL 33126 SEE PAGE 1 CARRIER NAIC CODE SEE PAGE 1 SEE P 1 EFFECTIVE DATE:SEE PAGE 1 ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: ACORD 25 FORM TITLE: Certificate of Liability Insurance Description of Operations/Locations/Vehicles: Liability,Workers Compensation,and Umbrella Liability policies include a waiver of subrogation in favor of the additional insureds where permissible by state law and when required by written contract.30-day Notice of Cancellation will be issued for the General Liability,Automobile Liability, Umbrella Liability,Workers Compensation and Professional Liability policies in accordance with policy terms and conditions. ACORD 101 (2008/01) ©2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD TRAVELERS` WORKERS COMPENSATION AND ONE TOWER SQUARE EMPLOYERS LIABILITY POLICY HARTFORD CT 06183 ENDORSEMENT WC 99 03 76 ( A) - 001 POLICY NUMBER: UB-5X489557 WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT - CALIFORNIA (BLANKET WAIVER) We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. The additional premium for this endorsement shall be % of the California workers' compensation pre- mium. Schedule Person or Organization Job Description ANY PERSON OR ORGANIZATION FOR WHICH THE INSURED HAS AGREED BY WRITTEN CONTRACT EXECUTED PRIOR TO LOSS TO FURNISH THIS WAIVER. This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) Endorsement Effective Policy No. Endorsement No. Insured Premium Insurance Company Countersigned by DATE OF ISSUE: 01-1-25 STASSIGN: Page 1 of 1 Policy Number: 810-5X558309 COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BUSINESS AUTO EXTENSION ENDORSEMENT - FLORIDA This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM GENERAL DESCRIPTION OF COVERAGE—This endorsement broadens coverage. However, coverage for any injury, damage or medical expenses described in any of the provisions of this endorsement may be excluded or limited by another endorsement to the Coverage Part, and these coverage broadening provisions do not apply to the extent that coverage is excluded or limited by such an endorsement. The following listing is a general coverage description only. Limitations and exclusions may apply to these coverages. Read all the provisions of this endorsement and the rest of your policy carefully to determine rights, duties, and what is and is not covered. A. BROAD FORM NAMED INSURED H. HIRED AUTO PHYSICAL DAMAGE— LOSS OF B. BLANKET ADDITIONAL INSURED USE— INCREASED LIMIT C. EMPLOYEE HIRED AUTO I. PHYSICAL DAMAGE — TRANSPORTATION EXPENSES— INCREASED LIMIT D. EMPLOYEES AS INSURED J. PERSONAL PROPERTY E. SUPPLEMENTARY PAYMENTS— K. AIRBAGS INCREASED LIMITS F. HIRED AUTO — LIMITED WORLDWIDE L. NOTICE AND KNOWLEDGE OF ACCIDENT OR COVERAGE—INDEMNITY BASIS LOSS G. WAIVER OF DEDUCTIBLE—GLASS M. BLANKET WAIVER OF SUBROGATION N. UNINTENTIONAL ERRORS OR OMISSIONS PROVISIONS during the policy period, to be named as an A. BROAD FORM NAMED INSURED additional insured is an "insured" for Covered Autos Liability Coverage, but only for damages to The following is added to Paragraph A.1., Who Is which this insurance applies and only to the An Insured, of SECTION II—COVERED AUTOS extent that person or organization qualifies as an LIABILITY COVERAGE: "insured" under the Who Is An Insured provision Any organization you newly acquire or form contained in Section II. during the policy period over which you maintain C. EMPLOYEE HIRED AUTO 50% or more ownership interest and that is not 1. The following is added to Paragraph A.1., separately insured for Business Auto Coverage. Who Is An Insured, of SECTION II — Coverage under this provision is afforded only until the 180th day after you acquire or form the COVERED AUTOS LIABILITY COVERAGE: organization or the end of the policy period, An "employee" of yours is an "insured" while whichever is earlier. operating an "auto" hired or rented under a B. BLANKET ADDITIONAL INSURED contract or agreement in an "employee's" name, with your permission, while performing The following is added to Paragraph c. in A.1., duties related to the conduct of your Who Is An Insured, of SECTION II — COVERED business. AUTOS LIABILITY COVERAGE: 2. The following replaces Paragraph b. in B.5., Any person or organization who is required under Other Insurance, of SECTION IV — a written contract or agreement between you and BUSINESS AUTO CONDITIONS: that person or organization, that is signed and executed by you before the "bodily injury" or b. For Hired Auto Physical Damage "property damage" occurs and that is in effect Coverage, the following are deemed to be covered "autos" you own: CA F2 19 03 21 ©2021 The Travelers Indemnity Company.All rights reserved. Page 1 of 4 Includes copyrighted material of Insurance Services Office, Inc.with its permission COMMERCIAL AUTO (1) Any covered "auto" you lease, hire, days or less and that is not an "auto" you rent or borrow; and lease, hire, rent or borrow from any of your (2) Any covered auto hired or rented by "employees", partners (if you are a your "employee" under a contract in partnership), members (if you are a limited an "employee's" name, with your liability company) or members of their permission, while performing duties households. related to the conduct of your (a) With respect to any claim made or "suit" business. brought outside the United States of However, any "auto" that is leased, hired, America, the territories and possessions rented or borrowed with a driver is not a of the United States of America, Puerto covered "auto". Rico and Canada: D. EMPLOYEES AS INSURED (i) You must arrange to defend the "insured" against, and investigate or The following is added to Paragraph A.1., Who Is settle any such claim or "suit" and An Insured, of SECTION II—COVERED AUTOS keep us advised of all proceedings LIABILITY COVERAGE: and actions. Any "employee" of yours is an "insured" while (ii) Neither you nor any other involved using a covered "auto" you don't own, hire or "insured" will make any settlement borrow in your business or your personal affairs. without our consent. E. SUPPLEMENTARY PAYMENTS — INCREASED (iii)We may, at our discretion, participate LIMITS in defending the "insured" against, or 1. The following replaces Paragraph A.2.a.(2), in the settlement of, any claim or of SECTION II — COVERED AUTOS "suit". LIABILITY COVERAGE: (iv)We will reimburse the "insured" for sums that the "insured" legally must (2) Up to $3,000 for cost of bail bonds pay as damages because of "bodily (including bonds for related traffic law injury" or "property damage" to which violations) required because of an this insurance applies, that the "accident" we cover. We do not have to "insured" pays with our consent, but furnish these bonds. only up to the limit described in 2. The following replaces Paragraph A.2.a.(4), Paragraph C., Limits Of Insurance, of of SECTION II — COVERED AUTOS SECTION II — COVERED AUTOS LIABILITY COVERAGE: LIABILITY COVERAGE. (4) All reasonable expenses incurred by the (v) We will reimburse the "insured" for "insured" at our request, including actual the reasonable expenses incurred loss of earnings up to $500 a day with our consent for your because of time off from work. investigation of such claims and your F. HIRED AUTO — LIMITED WORLDWIDE defense of the "insured" against any COVERAGE—INDEMNITY BASIS such "suit", but only up to and included within the limit described in The following replaces Subparagraph (5) in Paragraph C., Limits Of Insurance, of Paragraph B.7., Policy Period, Coverage SECTION II — COVERED AUTOS Territory, of SECTION IV — BUSINESS AUTO LIABILITY COVERAGE, and not in CONDITIONS: addition to such limit. Our duty to (5) Anywhere in the world, except any country or make such payments ends when we jurisdiction while any trade sanction, have used up the applicable limit of embargo, or similar regulation imposed by the insurance in payments for damages, United States of America applies to and settlements or defense expenses. prohibits the transaction of business with or (b) This insurance is excess over any valid within such country or jurisdiction, for and collectible other insurance available Covered Autos Liability Coverage for any to the "insured" whether primary, excess covered "auto" that you lease, hire, rent or contingent or on any other basis. borrow without a driver for a period of 30 Page 2 of 4 ©2021 The Travelers Indemnity Company.All rights reserved. CA F2 19 03 21 Includes copyrighted material of Insurance Services Office, Inc.with its permission COMMERCIAL AUTO (c) This insurance is not a substitute for J. PERSONAL PROPERTY required or compulsory insurance in any The following is added to Paragraph AA., country outside the United States, its Coverage Extensions, of SECTION III — territories and possessions, Puerto Rico PHYSICAL DAMAGE COVERAGE: and Canada. You agree to maintain all required or Personal Property compulsory insurance in any such We will pay up to $400 for "loss" to wearing country up to the minimum limits required apparel and other personal property which is: by local law. Your failure to comply with (1) Owned by an "insured"; and compulsory insurance requirements will (2) In or on your covered "auto". not invalidate the coverage afforded by this policy, but we will only be liable to the This coverage applies only in the event of a total same extent we would have been liable theft of your covered "auto". had you complied with the compulsory No deductibles apply to this Personal Property insurance requirements. coverage. (d) It is understood that we are not an K. AIRBAGS admitted or authorized insurer outside the The following is added to Paragraph B.3., United States of America, its territories Exclusions, of SECTION III — PHYSICAL and possessions, Puerto Rico and DAMAGE COVERAGE: Canada. We assume no responsibility for the furnishing of certificates of insurance, Exclusion 3.a. does not apply to "loss" to one or or for compliance in any way with the more airbags in a covered "auto" you own that laws of other countries relating to inflate due to a cause other than a cause of"loss" insurance. set forth in Paragraphs A.1.b. and A.1.c., but G. WAIVER OF DEDUCTIBLE—GLASS only: a. If that "auto" is a covered "auto" for The following is added to Paragraph D.,Deductible, of SECTION III — PHYSICAL Comprehensive Coverage under this policy; DAMAGE COVERAGE: b. The airbags are not covered under any No deductible applies under Specified Causes of warranty; and Loss or Comprehensive coverage for "loss" to C. The airbags were not intentionally inflated. glass used in the windshield. We will pay up to a maximum of $1,000 for any H. HIRED AUTO PHYSICAL DAMAGE— LOSS OF one "loss". USE—INCREASED LIMIT L. NOTICE AND KNOWLEDGE OF ACCIDENT OR The following replaces the last sentence of LOSS Paragraph AA.b., Loss Of Use Expenses, of The following is added to Paragraph A.2.a., of SECTION III — PHYSICAL DAMAGE SECTION IV— BUSINESS AUTO CONDITIONS: COVERAGE: Your duty to give us or our authorized However, the most we will pay for any expenses representative prompt notice of the "accident" or for loss of use is $65 per day, to a maximum of "loss"applies only when the"accident"or"loss" is $750 for any one "accident". known to: I. PHYSICAL DAMAGE — TRANSPORTATION (a) You (if you are an individual); EXPENSES— INCREASED LIMIT (b) A partner (if you are a partnership); The following replaces the first sentence in (c) A member (if you are a limited liability Paragraph A.4.a., Transportation Expenses, of company); SECTION III — PHYSICAL DAMAGE COVERAGE: (d) An executive officer, director or insurance We will pay up to $50 per day to a maximum of manager (if you are a corporation or other organization); or $1,500 for temporary transportation expense incurred by you because of the total theft of a (e) Any "employee" authorized by you to give covered "auto" of the private passenger type. notice of the "accident" or"loss". CA F2 19 03 21 ©2021 The Travelers Indemnity Company.All rights reserved. Page 3 of 4 Includes copyrighted material of Insurance Services Office, Inc.with its permission COMMERCIAL AUTO M. BLANKET WAIVER OF SUBROGATION by such contract. The waiver applies only to The following replaces Paragraph A.5., Transfer the person or organization designated in such Of Rights Of Recovery Against Others To Us, contract. of SECTION IV — BUSINESS AUTO N. UNINTENTIONAL ERRORS OR OMISSIONS CONDITIONS: The following is added to Paragraph B.2., 5. Transfer Of Rights Of Recovery Against Concealment, Misrepresentation, Or Fraud, of Others To Us SECTION IV— BUSINESS AUTO CONDITIONS: We waive any right of recovery we may have The unintentional omission of, or unintentional against any person or organization to the error in, any information given by you shall not extent required of you by a written contract prejudice your rights under this insurance. signed and executed prior to any "accident' However this provision does not affect our right to or 'loss", provided that the "accident' or collect additional premium or exercise our right of "loss" arises out of operations contemplated cancellation or non—renewal. Page 4 of 4 ©2021 The Travelers Indemnity Company.All rights reserved. CA F2 19 03 21 Includes copyrighted material of Insurance Services Office, Inc.with its permission Policy Number: 810-5X558309 COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET ADDITIONAL INSURED - PRIMARY AND NON-CONTRIBUTORY WITH OTHER INSURANCE This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM PROVISIONS 2. The following is added to Paragraph B.5., Other 1. The following is added to Paragraph A.1.c., Who Insurance of SECTION IV — BUSINESS AUTO Is An Insured, of SECTION II — COVERED CONDITIONS: AUTOS LIABILITY COVERAGE: Regardless of the provisions of paragraph a. and This includes any person or organization who you paragraph d. of this part S. Other Insurance, this are required under a written contract or insurance is primary to and non-contributory with agreement between you and that person or applicable other insurance under which an organization, that is signed by you before the additional insured person or organization is the "bodily injury" or "property damage" occurs and first named insured when the written contract or that is in effect during the policy period, to name agreement between you and that person or as an additional insured for Covered Autos organization, that is signed by you before the Liability Coverage, but only for damages to which "bodily injury" or "property damage" occurs and this insurance applies and only to the extent of that is in effect during the policy period, requires that person's or organization's liability for the this insurance to be primary and non-contributory. conduct of another"insured". CA T4 74 02 16 ©2016 The Travelers Indemnity Company.All rights reserved. Page 1 of 1 Includes copyrighted material of Insurance Services Office, Inc.with its permission. Policy Number: P-630-5X487435 COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET ADDITIONAL INSURED - AUTOMATIC STATUS IF REQUIRED BY WRITTEN CONTRACT (CONTRACTORS) This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART The following is added to SECTION II—WHO IS AN (a) The Additional Insured — Owners, Les- INSURED: sees or Contractors — Scheduled Person Any person or organization that: or Organization endorsement CG 20 10 a. You agree in a written contract or agreement to 07 04 or CG 20 10 04 13, the Additional include as an additional insured on this Coverage Insured — Owners, Lessees or Contrac- Part; and tors — Completed Operations endorse- ment CG 20 37 07 04 or CG 20 37 04 13, b. Has not been added as an additional insured for or both of such endorsements with either the same project by attachment of an endorse- of those edition dates; or ment under this Coverage Part which includes (b) Either or both of the following: the Addi- such person or organization in the endorsement's tional Insured—Owners, Lessees or Con- schedule; tractors — Scheduled Person Or Organi- is an insured, but: zation endorsement CG 20 10, or the Ad- a. Only with respect to liability for "bodily injury" or ditional Insured — Owners, Lessees or "property damage" that occurs, or for "personal Contractors — Completed Operations en- injury" caused by an offense that is committed, dorsement CG 20 37, without an edition subsequent to the signing of that contract or date of such endorsement specified; agreement and while that part of the contract or the person or organization is an additional in- agreement is in effect; and sured only if the injury or damage is caused, b. Only as described in Paragraph (1), (2) or(3) be- in whole or in part, by acts or omissions of low, whichever applies: you or your subcontractor in the performance (1) If the written contract or agreement specifical- of"your work"to which the written contract or ly requires you to provide additional insured agreement applies; or coverage to that person or organization by (3) If neither Paragraph(1) nor(2)above applies: the use of: (a) The person or organization is an addi- (a) The Additional Insured — Owners, Les- tional insured only if, and to the extent sees or Contractors— (Form B) endorse- that, the injury or damage is caused by merit CG 20 10 11 85; or acts or omissions of you or your subcon- (b) Either or both of the following: the Addi- tractor in the performance of "your work" tional Insured—Owners, Lessees or Con- to which the written contract or agree- tractors — Scheduled Person Or Organi- ment applies; and zation endorsement CG 20 10 10 01, or (b) Such person or organization does not the Additional Insured —Owners, Lessees qualify as an additional insured with re- or Contractors — Completed Operations spect to the independent acts or omis- endorsement CG 20 37 10 01; sions of such person or organization. the person or organization is an additional in- The insurance provided to such additional insured is sured only if the injury or damage arises out subject to the following provisions: of"your work"to which the written contract or a. If the Limits of Insurance of this Coverage Part agreement applies; shown in the Declarations exceed the minimum (2) If the written contract or agreement specifical- limits required by the written contract or agree- ly requires you to provide additional insured ment, the insurance provided to the additional in- coverage to that person or organization by sured will be limited to such minimum required the use of: limits. For the purposes of determining whether CG D6 04 02 19 Page 1 of 2 COMMERCIAL GENERAL LIABILITY this limitation applies, the minimum limits required result in a claim. To the extent possible, such by the written contract or agreement will be con- notice should include: sidered to include the minimum limits of any Um- (a) How, when and where the "occurrence" brella or Excess liability coverage required for the or offense took place; additional insured by that written contract or (b) The names and addresses of any injured agreement. This provision will not increase the persons and witnesses; and limits of insurance described in Section III—Limits Of Insurance. (c) The nature and location of any injury or b. The insurance provided to such additional insured damage arising out of the"occurrence"or does not apply to: offense. ( ) y y 1 An "bodily injury", " ro " (2) If a claim is made or "suit' is brought against "property y damage" or "personal injury" arising out of the providing, the additional insured: or failure to provide, any professional archi- (a) Immediately record the specifics of the tectural, engineering or surveying services, claim or"suit"and the date received; and including: (b) Notify us as soon as practicable and see (a) The preparing, approving, or failing to to it that we receive written notice of the prepare or approve, maps, shop draw- claim or"suit"as soon as practicable. ings, opinions, reports, surveys, field or- (3) Immediately send us copies of all legal pa- ders or change orders, or the preparing, pers received in connection with the claim or approving, or failing to prepare or ap- "suit', cooperate with us in the investigation prove, drawings and specifications; and or settlement of the claim or defense against (b) Supervisory, inspection, architectural or the"suit", and otherwise comply with all policy engineering activities. conditions. (2) Any "bodily injury' or "property damage" (4) Tender the defense and indemnity of any caused by "your work" and included in the claim or "suit" to any provider of other insur- "prod ucts-com pleted operations hazard" un- ance which would cover such additional fin- less the written contract or agreement specifi- sured for a loss we cover. However, this con- cally requires you to provide such coverage dition does not affect whether the insurance for that additional insured during the policy provided to such additional insured is primary period. to other insurance available to such additional c. The additional insured must comply with the fol- insured which covers that person or organiza- lowing duties: tion as a named insured as described in Par- (1) Give us written notice as soon as practicable agraph 4., Other Insurance, of Section IV — of an "occurrence" or an offense which may Commercial General Liability Conditions. Page 2 of 2 CG D6 04 02 19 Policy# P-630-5X487435 COMMERCIAL GENERAL LIABILITY COMMERCIAL GENERAL LIABILITY COVERAGE FORM Various provisions in this policy restrict coverage.Read (1) The "bodily injury' or"property damage" is the entire policy carefullyto determine rights, duties and caused by an"occurrencd'that takes place what is and is not covered. in the"coverage territory"; Throughout this policy the words "you" and "your" refer (2) The "bodily injury' or "property damage" to the Named Insured shown in the Declarations,and occurs during the policy period;and any other person or organization qualifying as a Named (3) Prior to the policy period, no insured listed Insured under this policy. The words "we", "us" and under Paragraph 1. of Section II —Who Is "our'refer to the company providing this insurance. An Insured and no "employee' authorized The word "insured" means any person or organization by you to give or receive notice of an qualifying as such under Section II — Who Is An "occurrence' or claim knew that the"bodily Insured. injury' or"property damage" had occurred, Other words and phrases that appear in quotation in whole or in part If such a listed insured marks have special meaning. Refer to Section V — or authorized"employee' knew, prior to the Definitions. policy period, that the "bodily injury' or "property damage" occurred, then any SECTION I—COVERAGES continuation, change or resumption of such COVERAGE A—BODILY INJURY AND PROPERTY "bodily injury' or"property damage" during DAMAGE LIABILITY or after the policy period will be deemed to 1. Insuring Agreement have been known prior to the policy period. a. We will pay those sums that the insured c. "Bodily injury' or "property damage" which becomes legally obligated to pay as damages occurs during the policy period and was not, because of"bodily injury' or"property damage" prior to the policy period, known to have to which this insurance applies. We will have occurred by any insured listed under Paragraph the right and duty to defend the insured against 1. of Section II — Who Is An Insured or any any "suit" seeking those damages. However, "employee" authorized by you to give or receive we will have no duty to defend the insured notice of an"occurrence'or claim, includes any against any"suit" seeking damages for "bodily continuation, change or resumption of that "bodily injury" or "property injury' or "property damage" to which this damage" after the insurance does not apply. We may, at our end of the policy period. discretion, investigate any "occurrence' and d. "Bodily injury' or "property damage" will be settle anyclaim or"suit"that may result. But: deemed to have been known to have occurred (1) The amount we will pay for damages is at the earliest time when any insured listed limited as described in Section III — Limits under Paragraph 1. of Section II —Who Is An Of Insurance; and Insured or any"employee' authorized by you to give or receive notice of an "occurrencd' or (2) Our right and duty to defend end when we claim: have used up the applicable limit of (1) Reports all, or any part, of the "bodily insurance in the payment of judgments or settlements under Coverages A or B or injury' or "property damage" to us or any medical expenses under CoverageC. other insurer; No other obligation or liability to pay sums or (2) Receives a written or verbal demand or perform acts or services is covered unless claim for damages because of the "bodily explicitly provided for under Supplementary injury"or"property damage'; or Payments. (3) Becomes aware by any other means that b. This insurance applies to "bodily injury' and "bodily injury' or "property damage" has "property damage"only if: occurred or has begun to occur. CG T1 00 0219 ©2017 The Travelers Indemnity Company.All rights reserved. Page 1 of 21 Includes copyrighted material of Insurance Services Office,Inc.with its permission. Policy# P-630-5X487435 COMMERCIAL GENERAL LIABILITY e. Damages because of "bodily injury' include (3) Any statute, ordinance or regulation relating damages claimed by any person or organization to the sale, gift, distribution or use of for care, loss of services or death resulting at alcoholic beverages. anytimefrom the"bodily injury'. This exclusion applies only if you are in the 2. Exclusions business of manufacturing, distributing, selling, This insurance does not applyto: serving or furnishing alcoholic beverages. For a. Expected Or Intended Injury the purposes of this exclusion, permitting a person to bring alcoholic beverages on your "Bodily injury'or"property damage"expected or premises, for consumption on your premises, intended from the standpoint of the insured. whether or not a fee is charged or a license is This exxlusion does not apply to"bodily injury' required for such activity, is not by itself or "property damage" resulting from the use of considered the business of selling, serving or reasonable force to protect persons or property. furnishing alcoholic beverages. b. Contractual Liability d. Workers'Compensation And Similar Laws "Bodily injury' or "property damage" for which Any obligation of the insured under a workers' the insured is obligated to pay damages by compensation, disability benefits or reason of the assumption of liability in a unemployment compensation law or any similar contract or agreement.This exclusion does not law. apply to liability for damages: e. Employer's Liability (1) That the insured would have in the absence "Bodily injury'to: of the contract or agreement; or ( (1) An "employee" of the insured arising out of 2) Assumed in a contract or agreement that is and in the course of: an "insured contract", provided that the "bodily injury' or "property damage" occurs (a) Employment by the insured;or subsequent to the execution of the contract (b) Performing duties related to the or agreement. Solely for the purposes of conduct of the insured's business; or liability assumed in an "insured contract", (2) The spouse, child, parent, brother or sister reasonable attorneys' fees and necessary of that "employee' as a consequence of litigation expenses incurred by or for a party Paragraph(1)above. other than an insured will be deemed to be damages because of "bodily injury' or This exclusion applies whether the insured may "property damage", provided that: be liable as an employer or in any other capacity and to any obligation to share damages with or (a) Liability to such party for, or for the repay someone else who must pay damages cost of, that party's defense has also because of the injury. been assumed in the same "insured contract"; and This exclusion does not apply to liability assumed by the insured under an "insured (b) Such attorneys' fees and litigation contract'. expenses are for defense of that party against a civil or alternati\e dispute f. Pollution resolution proceeding in which (1) "Bodily injury' or"property damage" arising damages to which this insurance out of the actual, alleged or threatened applies are alleged. discharge, dispersal, seepage, migration, c. Liquor Liability release or escape of"pollutants": "Bodily injury' or "property damage" for which (a) At or from any premises, site or any insured maybe held liable by reason of: location which is or was at any time owned or occupied by, or rented or (1) Causing or contributing to the intoxication loaned to, any insured. However, this of any person; subparagraph does not apply to: (2) The furnishing of alcoholic beverages to a (i) "Bodily injury' if sustained within a person under the legal drinking age or building and caused by smoke, under the influence of alcohol; or fumes, vapor or soot produced by or originating from equipment that Page 2 of 21 ©2017 The Travelers Indemnity Company.All rights reserved. CG T1 OO 02 19 Includes copyrighted material of Insurance Services Office,Inc.with its permission. Policy# P-630-5X487435 COMMERCIAL GENERAL LIABILITY is used to heat, cool or dehumidify to perform the normal electrical, the building, or produced by or hydraulic or mechanical functions originating from equipment that is necessary for the operation of used to heat water for personal "mobile equipment' or its parts, if use by the building's occupants or such fuels, lubricants or other their guests; operating fluids escape from a (ii) "Bodily injury' or "property vehicle part designed to hold, store damage" for which you may be or receive them. This exception held liable, if you are a contractor does not apply if the"bodily injury" and the owner or lessee of such or"property damage" arises out of premises, site or location has been the intentional discharge, dispersal added to your policy as an or release of the fuels, lubricants additional insured with respect to or other operating fluids,or if such your ongoing operations performed fuels, lubricants or other operating for that additional insured at that fluids are brought on or to the premises, site or location and such premises, site or location with the premises, site or location is not intent that they be discharged, and never was owned or occupied dispersed or released as part of by, or rented or loaned to, any the operations being performed by insured, other than that additional such insured, contractor or insured;or subcontractor; (iii) "Bodily injury' or "property (ii) "Bodily injury' or "property damage" arising out of heat, damage" sustained within a smoke or fumes from a "hostile building and caused by the release fire"; of gases, fumes or vapors from (b) At or from any premises, site or materials brought into that building location which is or was at any time in connection with operations being used by or for any insured or others for performed by you or on your behalf the handling, storage, disposal, by a contractor or subcontractor; or processing or treatment of waste; (c) If such "pollutants" are or were at any (���) "Bodily injury' or "property time transported, handled, stored, damage" arising out of heat, treated, disposed of, or processed as smoke or fumes from a "hostile fire"; or waste by or for: (i) Any insured;or (e) At or from any premises, site or (ii) Any person or organization for location on which any insured or any whom you may be legally contractors or subcontractors working responsible; directly or indirectly on any insured's behalf are or were at any time (d) At or from any premises, site or performing operations to test for, location on which any insured or any monitor, clean up, remove, contain, contractors or subcontractors working treat, detoAfy or neutralize, or in any directly or indirectly on any insured's way respond to, or assess the effects behalf are performing operations if the of,"pollutants". "pollutants" are brought on or to the premises, site or location in connection (2) Any loss, cost or expense arising out of with such operations by such insured, any: contractor or subcontractor. However, (a) Request, demand, order or statutory or this subparagraph does not applyto: regulatory requirement that any insured (i) "Bodily injury' or "property or others test for, monitor, clean up, damage" arising out of the escape remove, contain, treat, detoxify or of fuels, lubricants or other neutralize, or in anyway respond to, or operating fluids which are needed assess the effects of,"pollutants";or CG T1 00 0219 ©2017 The Travelers Indemnity Company.All rights reserved. Page 3 of 21 Includes copyrighted material of Insurance services Office, Inc.with its permission. Policy# P-630-5X487435 COMMERCIAL GENERAL LIABILITY (b) Claim or suit by or on behalf of any (b) The operation of any of the machinery governmental authority or any other or equipment listed in Paragraph f.(2) person or organization because of or f.(3) of the definition of "mobile testing for, monitoring, cleaning up, equipment"; or removing, containing, treating, (6) An aircraft that is: detoxifying or neutralizing, or in any way responding to, or assessing the (a) Chartered with a pilot to any insured; effects of, "pollutants". (b) Not owned by any insured;and g. Aircraft,Auto Or Watercraft (c) Not being used to carry any person or "Bodily injury" or"property damage" arising out property for a charge. of the ownership, maintenance, use or h. Mobile Equipment entrustment to others of any aircraft, "auto" or "Bodily injury' or"property damage" arising out watercraft owned or operated by or rented or of: loaned to any insured. Use includes operation and"loading or unloading". (1) The transportation of "mobile equipment" by an "auto' owned or operated by or This exclusion applies even if the claims rented or loaned to any insured;or against any insured allege negligence or other wrongdoing in the supervision, hiring, (2) The use of"mobile equipment" in, or while employment, training or monitoring of others by in practice for, or while being prepared for, that insured, if the "occurrencd' which caused any prearranged racing,speed, demolition, the"bodily injury"or"property damage"involved or stunting activity the ownership, maintenance, use or i. War entrustment to others of any aircraft, "auto" or "Bodily injury' or"property damage" arising out watercraft that is owned or operated by or of: rented or loaned to any insured. (1) War, including undeclared or civil war; This exclusion does not applyto: (2) Warlike action by a militaryforce, including (1) A watercraft while ashore on premises you action in hindering or defending against an own or rent; actual or expected attack, by any (2) A watercraft you do not own that is: government, sovereign or other authority (a) 50 feet long or less; and using military personnel or other agents; or (b) Not being used to carry any person or (3) Insurrection, rebellion, revolution, usurped property for a charge; power, or action taken by governmental (3) Paridng an "auto" on, or on the ways next authority in hindering or defending against any of these. to, premises you own or rent, provided the "auto" is not owned by or rented or loaned J. Damage To Property to you or the insured; "Property damage"to: (4) Liability assumed under any "insured (1) Property you own, rent, or occupy, contract"for the ownership, maintenance or including any costs or expenses incurred use of aircraft or watercraft; by you, or any other person, organization or (5) "Bodily injury' or"property damage" arising entity, for repair, replacement, out of: enhancement, restoration or maintenance of such property for any reason, including (a) The operation of machinery or prevention of injury to a person or damage equipment that is attached to, or part to another's property; of, a land vehicle that would qualify as "mobile equipment" under the definition (2) Premises you sell, giveaway or abandon, if of "mobile equipment" if such land the "property damage" arises out of any vehicle were not subject to a part of those premises; compulsory or financial responsibility (3) Property loaned to you; law, or other motor vehicle insurance (4) Personal property in the care, custody or law, where it is licensed or principally control of the insured; garaged; or Page 4 of 21 ©2017 The Travelers Indemnity Company.All rights reserved. CG T1 00 02 19 Includes copyrighted material of Insurance services Office, Inc.with its permission. Policy# P-630-5X487435 COMMERCIAL GENERAL LIABILITY (5) That particular part of real property on accidental physical injury to "your product" or which you or any contractors or "your work" after it has been put to its intended subcontractors working directlyor indirectly use. on your behalf are performing operations, if n. Recall Of Products,Work Or Impaired the "property damage" arises out of those Property operations; or Damages claimed for any loss, cost or expense (6) That particular part of any property that incurred by you or others for the loss of use, must be restored, repaired or replaced withdrawal, recall, inspection, repair, because "your work" was incorrectly replacement, adjustment, removal or disposal performed on it. of: Paragraphs(1), (3) and(4) of this exclusion do (1) "Your product"; not apply to "premises damage". A separate (2) "Your work";or limit of insurance applies to"premises damage" as described in Paragraph 6. of Section III — (3) "Impaired property'; Limits Of Insurance. if such product,work, or property is withdrawn Paragraph(2)of this exclusion does not apply if or recalled from the market or from use by any the premises are "your work" and were never person or organization because of a known or occupied, rented or held for rental by you. suspected defect, deficiency, inadequacy or Paragraphs (3), (4), (5) and (6) of this dangerous condition in it. exclusion do not apply to liability assumed o. Personal And Advertising Injury under a sidetrack agreement. "Bodily injury' arising out of "personal and Paragraph (6) of this exclusion does not apply advertising injury'. to"property damage" included in the"products- p. Electronic Data completed operations hazard". Damages arising out of the loss of, loss of use k. Damage To Your Product of, damage to, corruption of, inability to access, "Property damage"to"your product'arising out or inability to manipulate"electronic data". of it or any part of it. However, this exclusion does not apply to I. Damage To Your Work liability for damages because of"bodily injury'. "Property damage"to"your work" arising out of q. Unsolicited Communication it or any part of it and included in the"products- "Bodily injury' or"property damage" arising out completed operations hazard". of any actual or alleged violation of any law that This exclusion does not apply if the damaged restricts or prohibits the sending, transmitting work or the work out of which the damage or distributing of"unsolicited communication". arises was performed on your behalf by a subcontractor. r. Access Or Disclosure Of Confidential Or Personal Information m. Damage To Impaired Property Or Property Not Physically Injured "Bodily injury' or"property damage" arising out of any access to or disclosure of any person's "Property damage" to "impaired property' or or organization's confidential or personal property that has not been physically injured, information. arising out of: s. Asbestos (1) A defect, deficiency, inadequacy or dangerous condition in "your product" or (1) "Bodily injury' or"property damage" arising "your work"; or out of the actual or alleged presence or (2) A delay or failure by you or anyone acting actual, alleged or threatened dispersal of on your behalf to perform a contract or asbestos, asbestos fibers or products agreement in accordance with its terms. containing asbestos, provided that the "bodily injury" or "property damage" is This exclusion does not apply to the loss of use caused or contributed to by the hazardous of other property arising out of sudden and properties of asbestos. CG T1 00 0219 ©2017 The Travelers Indemnity Company.All rights reserved. Page 5 of 21 Includes copyrighted material of Insurance Services Office, Inc.with its permission. Policy# P-630-5X487435 COMMERCIAL GENERAL LIABILITY (2) "Bodily injury' or"property damage" arising employment-related practices described in out of the actual or alleged presence or Paragraph(a),(b), or(c)above is directed. actual, alleged or threatened dispersal of This exclusion applies whether the insured may any solid, liquid, gaseous or thermal irritant be liable as an employer or in any other capacity or contaminant, including smoke, vapors, and to any obligation to share damages with or soot, fumes, acids, alkalis, chemicals and repay someone else who must pay damages waste, and that are part of any claim or because of the"bodily injury'. "suit" which also alleges any"bodily injury' Exclusions c. through In. do not apply to "premises or "property damage" described in damage". A separate limit of insurance applies to Paragraph(1) above. "premises damage" as described in Paragraph 6. of (3) Any loss, cost or expense arising out of Section III—Limits Of Insurance. any. COVERAGE B—PERSONAL AND ADVERTISING (a) Request, demand, order or statutory or INJURY LIABILITY regulatory requirement that any insured 1. Insuring Agreement or others test for, monitor, clean up, a. We will pay those sums that the insured remove, contain, treat, detoxify or becomes legally obligated to pay as damages neutralize, or in any way respond to, or because of "personal and advertising injury' to assess the effects of, asbestos, which this insurance applies. We will have the asbestos fibers or products containing right and dutyto defend the insured against any asbestos;or "suit"seeking those damages. However,we will (b) Claim or suit by or on behalf of any have no duty to defend the insured against any governmental authority or any other "suit" seeking damages for "personal and person or organization because of advertising injury' to which this insurance does testing for, monitoring, cleaning up, not apply. We may, at our discretion, removing, containing, treating, investigate any offense and settle any claim or detoxifying or neutralizing, or in any "suit"that may result. But: way responding to, or assessing the (1) The amount we will pay for damages is effects of, asbestos, asbestos fibers or limited as described in Section III —Limits products containing asbestos. Of Insurance, and t. Employment-Related Practices (2) Our right and duty to defend end when we "Bodilyinjury'to: have used up the applicable limit of (1) A person arising out of any: insurance in the payment of judgments or (a) Refusal to employ that person; settlements under Coverages A or B or (b) Termination of that person's medical expenses under CoverageC. employment; or No other obligation or liability to pay sums or (c) Employment-related practice, policy, perform acts or services is covered unless act or omission, such as coercion, explicitly provided for under Supplementary demotion, evaluation, reassignment, Payments. discipline, failure to promote or b. This insurance applies to "personal and advance, harassment, humiliation, advertising injury' caused by an offense arising discrimination, libel, slander, violation out of your business but only if the offense was of the person's right of privacy, committed in the"coverage territory' during the malicious prosecution or false arrest, policy period. detention or imprisonment applied to or 2. Exclusions directed at that person, regardless of whether such practice, policy, act or This insurance does not apply to: omission occurs, is applied or is a. Knowing Violation Of Rights Of Another committed before, during or after the "Personal and advertising injury' caused by or time of that person's employment;or at the direction of the insured with the (2) The spouse, child, parent, brother or sister knowledge that the act would violate the rights of that person as a consequence of"bodily of another and would inflict "personal and injury' to that person at whom any of the advertising injury'. Page 6 of 21 ©2017 The Travelers Indemnity Company.All rights reserved. CG T1 OO 02 19 Includes copyrighted material of Insurance Services Office,Inc.with its permission. Policy# P-630-5X487435 COMMERCIAL GENERAL LIABILITY This exclusion does not apply to "personal against a civil or alternative dispute injury"caused by malicious prosecution. resolution proceeding in which b. Material Published With Knowledge Of damages to which this insurance Falsity applies are alleged. "Personal and advertising injury' arising out of f. Breach Of Contract oral or written publication, including publication "Advertising injury' arising out of a breach of by electronic means,of material, if done by or at contract. the direction of the insured with knowledge of its falsity. g• Quality Or Performance Of Goods—Failure To Conform To Statements c. Material Published Or Used Prior To Policy "Advertising injury' arising out of the failure of Period goods, products or services to conform with (1) "Personal and advertising injury'arising out any statement of quality or performance made of oral or written publication, including in your"advertisement". publication by electronic means,of material h. Wrong Description Of Prices whose first publication took place before the beginning of the policy period; or "Advertising injury' arising out of the wrong description of the price of goods, products or (2) "Advertising injury' arising out of services stated in your"advertisement". infringement of copyright, "title"or"slogan" in your "advertisement' whose first i. Intellectual Property infringement in your "advertisement' was "Personal and advertising injury' arising out of committed before the beginning of the any actual or alleged infringement or violation of policy period. any of the following rights or laws, or any other d. Criminal Acts "personal and advertising injury' alleged in any claim or "suit' that also alleges any such "Personal and advertising injury'arising out of a infringement or violation: criminal act committed by or at the direction of the insured. (1) Copyright; e. Contractual Liability (2) Patent; "Personal and advertising injury' for which the (3) Trade dress; insured has assumed liability in a contractor (4) Trade name; agreement. This exclusion does not apply to (5) Trademark; liability for damages: (1) That the insured would have in the absence (6) Trade secret; or of the contract or agreement; or (7) Other intellectual property rights or laws. (2) Because of "personal injury' assumed by This exclusion does not apply to: you in a contract or agreement that is an (1) "Advertising injury'arising out of any actual "insured contracf', provided that the or alleged infringement or violation of "personal injury' is caused by an offense another's copyright, "title" or "slogan" in committed subsequent to the execution of your"advertisement"; or the contract or agreement. Solely for the purposes of liability assumed by you in an (2) Any other "personal and advertising injury' "insured contract", reasonable attorneys' alleged in any claim or "suit' that also fees and necessary litigation expenses alleges any such infringement or violation incurred by or for a party other than an of another's copyright, "title" or"slogan" in insured will be deemed to be damages your"advertisement". because of"personal injury', provided that: j. Insureds In Media And Internet Type (a) Liability to such party for, or for the Businesses cost of, that partys defense has also "Personal and advertising injury' caused by an been assumed by you in the same offense committed by an insured whose "insured contract"; and business is: (b) Such attorneys' fees and litigation expenses are for defense of that party (1) Advertising, "broadcasting"or publishing; CG T1 00 0219 ©2017 The Travelers Indemnity Company.All rights reserved. Page 7 of 21 Includes copyrighted material of Insurance Services Office, Inc.with its permission. Policy# P-630-5X487435 COMMERCIAL GENERAL LIABILITY (2) Designing or determining content of neutralizing,or in anyway responding to, or websites for others;or assessing the effects of, "pollutants". (3) An Internet search, access, content or o. War service provider. "Personal and advertising injury'arising out of: However, this exclusion does not apply to (1) War, including undeclared or civil war; Paragraphs a.(1),(2) and(3)of the definition of "personal injury'. (2) Warlike action by a military force, including action in hindering or defending against an For the purposes of this elusion: actual or expected attack, by any (1) Creating and producing correspondence government, sovereign or other authority written in the conduct of your business, using military personnel or other agents; or bulletins, financial or annual reports, or (3) Insurrection, rebellion, revolution, usurped newsletters about your goods, products or power, or action taken by governmental services will not be considered the authority in hindering or defending against business of publishing;and any of these. (2) The placing of frames, borders or links, or p, Unsolicited Communication advertising, for you or others anywhere on the Internet will not, by itself, be considered "Personal and advertising injury' arising out of the business of advertising, "broadcasting" any actual or alleged violation of any law that or publishing. restricts or prohibits the sending, transmitting or distributing of"unsolicited communication". k. Electronic Chatrooms Or Bulletin Boards q, Access Or Disclosure Of Confidential Or "Personal and advertising injury' arising out of Personal Information an electronic chatroom or bulletin board the "Personal and advertising injury' arising out of insured hosts or owns, or over which the any access to or disclosure of any person's or insured exercises control. organization's confidential or personal I. Unauthorized Use Of Another's Name Or information. Product r. Asbestos "Personal and advertising injury' arising out of (1) "Personal and advertising injury'arising out the unauthorized use of another's name or of the actual or alleged presence or actual, product in your e-mail address,domain name or alleged or threatened dispersal of asbestos, metatag, or any other similar tactics to mislead asbestos fibers or products containing another's potential customers. asbestos, provided that the "personal and m. Pollution advertising injury' is caused or contributed "Personal and advertising injury' arising out of to by the hazardous properties of asbestos. the actual, alleged or threatened discharge, (2) "Personal and advertising injury'arising out dispersal, seepage, migration, release or of the actual or alleged presence or actual, escape of"pollutants"at anytime. alleged or threatened dispersal of any solid, In. Pollution-Related liquid, gaseous or thermal irritant or contaminant, including smoke, vapors, Any loss,cost or expense arising out of any: soot, fumes, acids, alkalis, chemicals and (1) Request, demand, order or statutory or waste, and that are part of any claim or regulatory requirement that any insured or "suit'which also alleges any"personal and others test for, monitor, clean up, remove, advertising injury' described in Paragraph contain, treat, detoxify or neutralize, or in (1) above. any way respond to, or assess the effects (3) Any loss, cost or expense arising out of of, "pollutants";or any. (2) Claim or suit by or on behalf of any (a) Request, demand, order or statutory or governmental authority or any other person regulatory requirement that any insured or organization because of testing for, or others test for, monitor, clean up, monitoring, cleaning up, removing, remove, contain, treat, detoxify or containing, treating, detoxifying or neutralize, or in anyway respond to, or Page 8 of 21 ©2017 The Travelers Indemnity Company.All rights reserved. CG T1 OO 02 19 Includes copyrighted material of Insurance services Office, Inc.with its permission. Policy# P-630-5X487435 COMMERCIAL GENERAL LIABILITY assess the effects of, asbestos, (3) Because of your operations; asbestos fibers or products containing provided that: asbestos; or (a) The accident takes place in the "coverage (b) Claim or suit by or on behalf of any territory'and during the policy period; governmental authority or any other person or organization because of (b) The expenses are incurred and reported to testing for, monitoring, cleaning up, us within one year of the date of the removing, containing, treating, accident;and detoxifying or neutralizing, or in any (c) The injured person submits to examination, way responding to, or assessing the at our expense, by physicians of our choice effects of, asbestos, asbestos fibers or as often as we reasonably require. products containing asbestos. b. We will make these payments regardless of s. Employment-Related Practices fault. These payments will not exceed the "Personal injury'to: applicable limit of insurance. We will pay reasonable expenses for: (1) A person arising out of any: (1) First aid administered at the time of an (a) Refusal to employ that person; accident; (b) Termination of that person's (2) Necessary medical, surgical, X-ray and employment; or dental services, including prosthetic (c) Employment-related practice, policy, devices; and act or omission, such as coercion, (3) Necessary ambulance, hospital, demotion, evaluation, reassignment, professional nursing and funeral services. discipline, failure to promote or advance, harassment, humiliation, 2. Exclusions discrimination, libel, slander, violation We will not pay expenses for"bodily injury": of the person's right of privacy, a. Any Insured malicious prosecution or false arrest, To any insured, except"volunteer workers". detention or imprisonment applied to or directed at that person, regardless of b. Hired Person whether such practice, policy, act or To a person hired to do work for or on behalf of omission occurs, is applied or is any insured or a tenant of any insured. committed before, during or after the c. Injury On Normally Occupied Premises time of that person's employment;or To a person injured on that part of premises (2) The spouse, child, parent, brother or sister you own or rent that the person normally of that person as a consequence of occupies. "personal injury' to that person at whom any of the employment-related practices d. Workers'Compensation And Similar Laws described in Paragraph (a), (b), or (c) To a person, whether or not an "employee" of above is directed. any insured, if benefits for the"bodily injury''are This exclusion applies whether the insured may payable or must be provided under a workers' be liable as an employer or in any other capacity compensation or disability benefits law or a and to any obligation to share damages with or similar law. repay someone else who must pay damages e. Athletics Activities because of the"personal injury'. To a person injured while practicing,instructing COVERAGE C—MEDICAL PAYMENTS or participating in any physical exercises or 1. Insuring Agreement games,sports, or athletic contests. a. We will pay medical expenses as described f. Products-Completed Operations Hazard below for"bodily injury'caused by an accident: Included within the "products-completed (1) On premises you own or rent; operations hazard". (2) On ways next to premises you own or rent; g• Coverage A Exclusions or Excluded under Coverage A. CG T1 00 0219 ©2017 The Travelers Indemnity Company.All rights reserved. Page 9 of 21 Includes copyrighted material of Insurance Services Office, Inc.with its permission. Policy# P-630-5X487435 COMMERCIAL GENERAL LIABILITY SUPPLEMENTARY PAYMENTS assumed by the insured in the same "insured 1. We will pay, with respect to any claim we contract"; investigate or settle, or any"suit'against an insured d. The allegations in the"suit" and the information we defend: we know about the"occurrence" or offense are such that no conflict appears to exist between a. All expenses we incur. the interests of the insured and the interests of b. Up to$2,500 for the cost of bail bonds required the indemnitee; because of accidents or traffic law violations e. The indemnitee and the insured ask us to arising out of the use of any vehicle to which conduct and control the defense of that the Bodily Injury Liability Coverage applies. We indemnitee against such "suit" and agree that do not have to furnish these bonds. we can assign the same counsel to defend the c. The cost of bonds to release attachments, but insured and the indemnitee; and only for bond amounts within the applicable limit f. The indemnitee: of insurance. We do not have to furnish these (1) Agrees in writing to: bonds. (a) Cooperate with us in the investigation, d. All reasonable expenses incurred by the settlement or defense of the"suit'; insured at our request to assist us in the (b) Immediately send us copies of any investigation or defense of the claim or "suit', demands, notices, summonses or legal including actual loss of earnings up to $500 a papers received in connection with the day because of time off from work. "suit'; e. All court costs taxed against the insured in the (c) Notify any other insurer whose "suit'. However, these payments do not include coverage is available to the indemnitee; attorneys' fees or attorneys' expenses taxed and against the insured. (d) Cooperate with us with respect to f. Prejudgment interest awarded against the coordinating other applicable insurance insured on that part of the judgment we pay. If available to the indemnitee;and we make an offer to pay the applicable limit of (2) Provides us with written authorization to: insurance, we will not pay any prejudgment interest based on that period of time after the (a) Obtain records and other information related to the"suit';and offer. g. All interest on the full amount of any judgment (b) Conduct and control the defense of the that accrues after entry of the judgment and indemnitee in such"suit'. before we have paid, offered to pay, or So long as the above conditions are met, attorneys' deposited in court the part of the judgment that fees incurred by us in the defense of that is within the applicable limit of insurance. indemnitee, necessary litigation expenses incurred These payments will not reduce the limits of by us and necessary litigation expenses incurred by insurance. the indemnitee at our request will be paid as Supplementary Payments. Notwithstanding the 2. If we defend an insured against a "suit" and an provisions of Paragraph 2.b.(2) of Section I — indemnitee of the insured is also named as a party Coverages — Coverage A — Bodily Injury And to the "suit", we will defend that indemnitee if all of Property Damage Liability or Paragraph 2.e. of the following conditions are met: Section I — Coverages — Coverage B — Personal a. The "suit" against the indemnitee seeks And Advertising Injury Liability, such payments will damages for which the insured has assumed not be deemed to be damages for "bodily injury', the liability of the indemnitee in a contract or "property damage" or"personal injury', and will not agreement that is an "insured contract"; reduce the limits of insurance. b. This insurance applies to such liability assumed Our obligation to defend an insured's indemnitee by the insured; and to pay for attorneys' fees and necessary c. The obligation to defend, or the cost of the litigation expenses as Supplementary Payments defense of, that indemnitee, has also been ends when: Page 10 of 21 ©2017 The Travelers Indemnity Company.All rights reserved. CG T1 00 02 19 Includes copyrighted material of Insurance Services Office,Inc.with its permission. Policy# P-630-5X487435 COMMERCIAL GENERAL LIABILITY a. We have used up the applicable limit of workers" while performing duties insurance in the payment of judgments, related to the conduct of your settlements or medical expenses;or business; b. The conditions set forth above, or the terms of (b) To the spouse, child, parent, brother or the agreement described in Paragraph f. above, sister of that co-"employee" or are no longer met. "volunteer worker" as a consequence SECTION II—WHO IS AN INSURED of Paragraph(1)(a)above; 1. If you are designated in the Declarations as: (c) For which there is any obligation to a. An individual, you and your spouse are share damages with or repay someone insureds, but only with respect to the conduct else who must pay damages because of a business of which you are the sole owner. of the injury described in Paragraph (1)(a)or(b)above; or b. A partnership or joint venture, you are an (d) Arising out of his or her providing or insured. Your members, your partners, and their spouses are also insureds, but only with failing to provide professional health respect to the conduct of your business. care services. c. A limited liability company, you are an insured. Unless you are in the business or Your members are also insureds, but only with occupation of providing professional health respect to the conduct of your business. Your care services, Paragraphs (1)(a), (b), (c) managers are insureds, but only with respect to and(d)above do not applyto"bodily injury' their duties as your managers. arising out of providing or failing to provide first aid or "Good Samaritan services" by d. An organization other than a partnership, joint any of your "employees" or "volunteer venture or limited liability company, you are an workers", other than an employed or insured. Your"executive officers" and directors volunteer doctor.Any such "employees" or are insureds, but only with respect to their "volunteer workers" providing or failing to duties as your officers or directors. Your provide first aid or "Good Samaritan stockholders are also insureds, but only with services" during their work hours for you respect to their liability as stockholders. will be deemed to be acting within the e. A tnist, you are an insured. Your trustees are scope of their employment by you or also insureds, but only with respect to their performing duties related to the conduct of duties as trustees. your business. 2. Each of the following is also an insured: (2) "Property damage"to property: a. Your "volunteer workers" only while performing (a) Owned,occupied or used by, duties related to the conduct of your business, (b) Rented to, in the care, custody or or your "employees", other than either your control of, or over which physical "executive officers" (if you are an organization control is being exercised for any other than a partnership,joint venture or limited purpose by, liability company)or your managers(if you are a you, any of your "employees", "volunteer limited liability company), but only for acts workers", any partner or member(if you are within the scope of their employment by you or a partnership or joint venture), or any while performing duties related to the conduct member (if you are a limited liability of your business. However, none of these company). "employees" or "volunteer workers" are insureds for: b. Any person (other than your "employee" or "volunteer worker"), or any organization, while (1) "Bodily injury'or"personal injury": acting as your real estate manager. (a) To you, to your partners or members (if c. Any person or organization having proper you are a partnership or joint venture), temporary custody of your property if you die, to your members (if you are a limited but only. liability company), to a co-"employee" while in the course of his or her (1) With respect to liability arising out of the employment or performing duties maintenance or use of that property, and related to the conduct of your (2) Until your legal representative has been business, or to your other "volunteer appointed. CG T1 00 0219 ©2017 The Travelers Indemnity Company.All rights reserved. Page 11 of 21 Includes copyrighted material of Insurance Services Office, Inc.with its permission. Policy# P-630-5X487435 COMMERCIAL GENERAL LIABILITY d. Your legal representative if you die, but only b. Arises out of the ownership, maintenance or with respect to duties as such. That use of that part of any premises leased to you. representative will have all your rights and The insurance provided to such premises owner, duties under this Coverage Part. manager or lessor is subject to the following e. Any person or organization that, with your provisions: express or implied consent, either uses or is a. The limits of insurance provided to such responsible for the use of a watercraft that you premises owner, manager or lessor will be the do not own that is: minimum limits that you agreed to provide in the (1) 50 feet long or less; and written contract or agreement, or the limits (2) Not being used to cant' any person or shown in the Declarations,whichever are less. property for a charge. b. The insurance provided to such premises 3. Any organization you newly acquire or form, other tee', manager or lessor does not apply to: than a partnership, joint venture or limited liability (1) Any "bodily injury' or "property damage" company, and of which you are the sole owner or in that occurs, or "personal and advertising which you maintain an ownership interest of more injury" caused by an offense that is than 50%, will qualify as a Named Insured if there is committed, after you cease to be a tenant in no other similar insurance available to that that premises;or organization. However: (2) Structural alterations, new construction or a. Coverage under this provision is afforded only demolition operations performed by or on until the 180th day after you acquire or form the behalf of such premises owner, manager or organization or the end of the policy period, lessor. whichever is earlier; 5. Any person or organization that is an equipment b. Coverage A does not apply to"bodily injury' or lessor and that you have agreed in a written contract "property damage" that occurred before you or agreement to include as an additional insured on acquired or formed the organization; and this Coverage Part is an insured, but only with c. Coverage B does not apply to "personal and respect to liability for "bodily injury', "property advertising injury' arising out of an offense damage", or"personal and advertising injury'that: committed before you acquired or formed the a. Is "bodily injury' or "property damage" that organization. occurs, or is "personal and advertising injury' For the purposes of Paragraph 1. of Section II — caused by an offense that is committed, Who Is An Insured, each such organization will be subsequent to the signing of that contract or deemed to be designated in the Declarations as: agreement; and b. Is caused, in whole or in part, by your acts or a. An organization, other than a partnership, joint omissions in the maintenance, operation or use venture or limited liability company, or of equipment leased to you by such equipment b. A trust; lessor. as indicated in its name or the documents that The insurance provided to such equipment lessor is govern its structure. subject to the following provisions: a. The limits of insurance provided to such 4. Any person or organization that is a premises equipment lessor will be the minimum limits that owner, manager or lessor and that you have agreed you agreed to provide in the written contract or in a written contract or agreement to include as an agreement, or the limits shown in the additional insured on this Coverage Part is an Declarations,whichever are less. insured, but only with respect to liability for "bodily injury', "property damage" or "personal and b. The insurance provided to such equipment advertising injury'that: lessor does not apply to any "bodily injury' or "property damage" that occurs, or "personal a. Is "bodily injury' or "property damage" that and advertising injury' caused by an offense occurs, or is "personal and advertising injury' that is committed, after the equipment lease caused by an offense that is committed, expires. subsequent to the signing of that contract or No person or organization is an insured with respect to agreement; and the conduct of any current or past partnership, joint Page 12 of 21 ©2017 The Travelers Indemnity Company.All rights reserved. CG T1 00 02 19 Includes copyrighted material of Insurance Services Office, Inc.with its permission. Policy# P-630-5X487435 COMMERCIAL GENERAL LIABILITY venture or limited liability company that is not shown as a. The amount shown for the Damage To a Named Insured in the Declarations. This paragraph Premises Rented To You Limit in the does not apply to any such partnership,joint venture or Declarations of this Coverage Part; or limited liability company that otherwise qualifies as an b. $300,000 if no amount is shown for the insured under Section II—Who Is An Insured. Damage To Premises Rented To You Limit in SECTION III—LIMITS OF INSURANCE the Declarations of this Coverage Part. 1. The Limits of Insurance shown in the Declarations 7. Subject to Paragraph 5. above, the Medical and the rules below fix the most we will pay Expense Limit is the most we will pay under regardless of the number of: Coverage C for all medical expenses because of a. Insureds; "bodily injury'sustained by anyone person. The Limits of Insurance of this Coverage Part apply b. Claims made or"suits"brought;or separately to each consecutive annual period and to any c. Persons or organizations making claims or remaining period of less than 12 months, starting with bringing"suits". the beginning of the policy period shown in the 2. The General Aggregate Limit is the most we will pay Declarations, unless the policy period is extended after for the sum of: issuance for an additional period of less than 12 months. In that case, the additional period will be a. Medical expenses under CoverageC; deemed part of the last preceding period for purposes of b. Damages under Coverage A, except damages determining the Limits of Insurance. because of"bodily injury' or"property damage" SECTION IV—COMMERCIAL GENERAL LIABILITY included in the"products-completed operations CONDffIONS hazard"; and 1. Bankruptcy c. Damages under Coverage B. Bankruptcy or insolvency of the insured or of the 3. The Products-Completed Operations Aggregate insured's estate will not relieve us of our obligations Limit is the most we will pay under Coverage A for under this Coverage Part. damages because of "bodily injury' and "property 2 Duties In The Event Of Occurrence,Offense, damage" included in the "products-completed operations hazard". Claim Or Suit 4. Subject to Paragraph 2. above, the Personal And a. You must see to it that we are notified as soon Advertising Injury Limit is the most we will pay as practicable of an "occurrence' or an offense under Coverage B for the sum of all damages which may result in a claim. To the extent because of all "personal injury' and "advertising possible, noticeshould include: injury'sustained by anyone person or organization. (1) How, when and where the "occurrence" or 5. Subject to Paragraph 2. or 3. above, whichever offense took place; applies, the Each Occurrence Limit is the most we (2) The names and addresses of any injured will pay for the sum of: persons and witnesses;and a. Damages under Coverage A;and (3) The nature and location of any injury or b. Medical expenses under CoverageC; damage arising out of the "occurrence" or offense. because of all"bodily injury'and"property damage" b. If a claim is made or "suit" is brought against arising out of anyone"occurrence'. any insured,you must: For the purposes of determining the applicable Each Occurrence Limit, all related acts or (1) Immediately record the specifics of the omissions committed in providing or failing to claim or"suit"and the date received; and provide first aid or "Good Samaritan services" to (2) Notify us as soon as practicable. any one person will be deemed to be one You must see to it that we receive written notice "occurrence'. of the claim or"suit"as soon as practicable. 6. Subject to Paragraph 5. above, the Damage To c. You and anyother involved insured must: Premises Rented To You Limit is the most we will (1) Immediately send us copies of any pay under Coverage A for damages because of "premises damage" to any one premises. The demands, notices, summonses or legal Damage To Premises Rented To You Limit will be: papers received in connection with the claim or"suit'; CG T1 00 0219 ©2017 The Travelers Indemnity Company.All rights reserved. Page 13 of 21 Includes copyrighted material of Insurance Services Office, Inc.with its permission. Policy# P-630-5X487435 COMMERCIAL GENERAL LIABILITY (2) Authorize us to obtain records and other (iii)An executive officer or director of information; any other organization;or (3) Cooperate with us in the investigation or (iv) A trustee of any trust; settlement of the claim or defense against the"suit"; and that is your partner, joint venture member, manager or trustee;or (4) Assist us, upon our request, in the (b) Any employee authorized by such enforcement of any right against any person or organization which may be liable partnership, joint venture, limited to the insured because of injury or damage liability company, trust or other towhich this insurance may also apply. organization give notice of an "occurrence'orr offense. d. No insured will, except at that insured's own (3) Notice to us of such "occurrence" or cost, voluntarily make a payment, assume any offense will be deemed to be given as soon obligation, or incur any expense, other than for as practicable if it is given in good faith as first aid,without our consent. soon as practicable to your workers' e. The following provisions apply to Paragraph a. compensation insurer. This applies only if above, but only for purposes of the insurance you subsequently give notice to us of the provided under this Coverage Part to you or any "occurrence" or offense as soon as insured listed in Paragraph 1.or 2. of Section II practicable after any of the persons —Who Is An Insured: described in Paragraph e.(1) or (2) above discovers that the "occurrence" or offense (1) Notice to us of such "occurrence" or may result in sums to which the insurance offense must be given as soon as provided under this Coverage Part may practicable only after the "occurrence" or apply. offense is known to you (if you are an However, if this policy includes an endorsement individual), any of your partners or that provides limited coverage for"bodily injury" members who is an individual (if you are a or "property damage" or pollution costs arising partnership or joint venture), any of your out of a discharge, release or escape of managers who is an individual (if you are a "pollutants" which contains a requirement that limited liability company), any of your the discharge, release or escape of"pollutants" "executive officers" or directors(if you are must be reported to us within a specific number an organization other than a partnership, of days after its abrupt commencement, this joint venture, or limited liability company), Paragraph e.does not affect that requirement. any of your trustees who is an individual (if you are a trust) or any "employee' 3. Legal Action Against Us authorized by you to give notice of an No person or organization has a right under this "occurrence"or offense. Coverage Part: (2) If you are a partnership, joint venture, a. To join us as a party or otherwise bring us into limited liability company or trust, and none a"suit"asking for damages from an insured; or of your partners, joint venture members, b. To sue us on this Coverage Part unless all of managers or trustees are individuals, notice its terms have been fully complied with. to us of such"occurrence"or offense must A person or organization may sue us to recover on be given as soon as practicable only after an agreed settlement or on a final judgment against the"occurrence"or offense is known by. an insured; but we will not be liable for damages (a) Any individual who is: that are not payable under the terms of this Coverage Part or that are in excess of the (i) A partner or member of any applicable limit of insurance. An agreed settlement partnership or joint venture; means a settlement and release of liability signed by (ii) A manager of any limited liability us, the insured, and the claimant or the claimant's company; legal representative. Page 14 of 21 ©2017 The Travelers Indemnity Company.All rights reserved. CG T1 00 02 19 Includes copyrighted material of Insurance Services Office, Inc.with its permission. Policy# P-630-5X487435 COMMERCIAL GENERAL LIABILITY 4. Other Insurance (ii) That is insurance for "premises If valid and collectible other insurance is available to damage"; the insured for a loss we cover under Coverages A (iii) If the loss arises out of the or B of this Coverage Part, our obligations are maintenance or use of aircraft, limited as described in Paragraphs a.and b. below. "autos" or watercraft to the extent As used anywhere in this Coverage Part, other not subject to any exclusion in this insurance means insurance, or the funding of Coverage Part that applies to losses, that is provided by,through or on behalf of: aircraft,"autos"or watercraft; (i) Another insurance company, (iv) That is insurance available to a premises owner, manager or (ii) Us or any of our affiliated insurance companies, lessor that qualifies as an insured except when the Non cumulation of Each under Paragraph 4. of Section II— Occurrence Limit provision of Paragraph 5. of Who Is An Insured, except when Section III — Limits Of Insurance or the Non Paragraph d. below applies;or cumulation of Personal and Advertising Injury (v) That is insurance available to an Limit provision of Paragraph 4. of Section III — equipment lessor that qualifies as Limits of Insurance applies because the an insured under Paragraph 5. of Amendment — Non Cumulation Of Each Section II — Who Is An Insured, Occurrence Limit Of Liability And Non except when Paragraph d. below Cumulation Of Personal And Advertising Injury applies. Limit endorsement is included in this policy, i An risk retention group;or (b) Any of the other insurance, whether (ii ii) y g p° primary, excess, contingent or on any (iv)Any self-insurance method or program, in other basis, that is available to the which case the insured will be deemed to be insured when the insured is an the provider of other insurance. additional insured, or is any other Other insurance does not include umbrella insured that does not qualify as a insurance, or excess insurance, that was bought named insured, under such other specifically to apply in excess of the Limits of insurance. Insurance shown in the Declarations of this (2) When this insurance is excess, we will Coverage Part. have no duty under Coverages A or B to As used anywhere in this Coverage Part, other defend the insured against any"suit" if any insurer means a provider of other insurance. As other insurer has a duty to defend the insured against that "suit'. If no other used in Paragraph c. below, insurer means a insurer defends, we will undertake to do so, provider of insurance. but we will be entitled to the insured's rights a. Primary Insurance against all those other insurers. This insurance is primary except when (3) When this insurance is excess over other Paragraph b. below applies. If this insurance is insurance, we will pay only our share of the primary, our obligations are not affected unless amount of the loss, if any,that exceeds the any of the other insurance is also primary. sum of: Then,we will share with all that other insurance (a) The total amount that all such other by the method described in Paragraph c. below, insurance would pay for the loss in the except when Paragraph d. below applies. absence of this insurance; and b. Excess Insurance (b) The total of all deductible and self- insured amounts under all that other (1) This insurance is excess over: insurance. (a) Any of the other insurance, whether (4) We will share the remaining loss, if any, primary, excess, contingent or on any with any other insurance that is not other basis: described in this Excess Insurance provision and was not bought specifically to (i) That is Fire, Extended Coverage, apply In excess of the Limits of Insurance Builder's Risk, Installation Risk or ppy shown in the Declarations of this Coverage similar coverage for"your work"; Part. CG T1 00 0219 ©2017 The Travelers Indemnity Company.All rights reserved. Page 15 of 21 Includes copyrighted material of Insurance Services Office, Inc.with its permission. Policy# P-630-5X487435 COMMERCIAL GENERAL LIABILITY c. Method Of Sharing a. The statements in the Declarations are If all of the other insurance permits contribution accurate and complete; by equal shares, we will follow this method also. b. Those statements are based upon Under this approach each insurer contributes representations you made to us;and equal amounts until it has paid its applicable c. We have issued this policy in reliance upon limit of insurance or none of the loss remains, your representations. whichever comes first. The unintentional omission of, or unintentional error If any of the other insurance does not permit in, any information provided by you which we relied contribution by equal shares, we will contribute upon in issuing this policy will not prejudice your by limits. Under this method, each insurer's rights under this insurance. However, this provision share is based on the ratio of its applicable limit does not affect our right to collect additional of insurance to the total applicable limits of premium or to exercise our rights of cancellation or insurance of all insurers. nonrenewal in accordance with applicable insurance d. Primary And Non-Contributory Insurance If laws or regulations. Required By Written Contract 7. Separation Of Insureds If you specifically agree in a written contract or Except with respect to the Limits of Insurance, and agreement that the insurance afforded to an any rights or duties specifically assigned in this insured under this Coverage Part must apply on Coverage Part to the first Named Insured, this a primary basis, or a primary and non- insurance applies: contributory basis, this insurance is primary to a. As if each Named Insured were the only other insurance that is available to such insured Named Insured; and which covers such insured as a named insured, and we will not share with that other insurance, b. Separately to each insured against whom claim provided that: is made or"suit'is brought. (1) The"bodily injury'or"property damage"for 8. Transfer Of Rights Of Recovery Against Others which coverage is sought occurs; and To Us (2) The "personal and advertising injury" for If the insured has rights to recover all or part of any which coverage is sought is caused by an payment we have made under this Coverage Part, offense that is committed; those rights are transferred to us.The insured must subsequent to the signing of that contract or do nothing after loss to impair them.At our request, agreement by you. the insured will bring "suit' or transfer those rights to us and help us enforce them. 5. Premium Audit 9. When We Do Not Renew a. We will compute all premiums for this Coverage If we decide not to renew this Coverage Part,we will Part in accordance with our rules and rates. mail or deliver to the first Named Insured shown in b. Premium shown in this Coverage Part as the Declarations written notice of the nonrenewal advance premium is a deposit premium only.At not less than 30 days before the expiration date. the close of each audit period we will compute If notice is mailed, proof of mailing will be sufficient the earned premium for that period and send notice to the first Named Insured.The due date proof of notice. for audit and retrospective premiums is the date SECTION V—DEFINITIONS shown as the due date on the bill. If the sum of 1. "Advertisement" means a notice that is broadcast or the advance and audit premiums paid for the published to the general public or specific market policy period is greater than the earned segments about your goods, products or services premium, we will return the excess to the first for the purpose of attracting customers or Named Insured. supporters. For the purposes of this definition: c. The first Named Insured must keep records of a. Notices that are published include material the information we need for premium placed on the Internet or on similar electronic computation, and send us copies at such times means of communication;and as we may request. b. Regarding websites, only that part of a website 6. Representations that is about your goods, products or services By accepting this policy,you agree: for the purposes of attracting customers or supporters is considered an advertisement. Page 16 of 21 ©2017 The Travelers Indemnity Company.All rights reserved. CG T1 OO 02 19 Includes copyrighted material of Insurance Services Office,Inc.with its permission. Policy# P-630-5X487435 COMMERCIAL GENERAL LIABILITY 2. "Advertising injury': b. In, by or with any other electronic means of a. Means injury caused by one or more of the communication, such as the Internet, if that following offenses: material is part of: (1) Oral or written publication, including (1) Radio or television programming being publication by electronic means, of material transmitted; in your "advertisement" that slanders or (2) Other entertainment, educational, libels a person or organization or d instructional, music or news programming disparages a person's or organization's goods, products or services, provided that being transmitted;or the claim is made or the"suit"is brought by (3) Advertising transmitted with any of such a person or organization that claims to have programming. been slandered or libeled, or that claims to have had its goods, products or services 6. "Coverage territory'means: disparaged; a. The United States of America (including its (2) Oral or written publication, including territories and possessions), Puerto Rico and publication by electronic means, of material Canada; in your"advertisement'that: b. International waters or airspace, but only if the (a) Appropriates a person's name, voice, injury or damage occurs in the course of travel photograph or likeness; or or transportation between any places included (b) Unreasonably places a person in a in Paragraph a.above;or false light; or c. All other parts of the world if the injury or (3) Infringement of copyright, "title"or"slogan" damage arises out of: in your "advertisement', provided that the (1) Goods or products made or sold by you in claim is made or the"suit' is brought by a the territory described in Paragraph a. person or organization that claims above; ownership of such copyright, "title" or "slogan". (2) The activities of a person whose home is in the territory described in Paragraph a. b. Includes "bodily injury' caused by one or more above, but is away for a short time on your of the offenses described in Paragraph a. business;or above. (3) "Personal and advertising injury' offenses 3. "Auto"means: that take place through the Intemet or a. A land motor vehicle, trailer or semitrailer similar electronic means of communication; designed for travel on public roads, including provided the insured's responsibility to pay any attached machinery or equipment; or damages is determined in a "suit' on the merits in b. Any other land vehicle that is subject to a the territory described in Paragraph a.above,or in a compulsory or financial responsibility law, or settlement we agree to. other motor vehicle insurance law, where it is licensed or principally garaged. 7. "Electronic data" means information, facts or However, "auto" does not include "mobile programs stored as or on, created or used on, or transmitted to or from computer software(including equipment". systems and applications software), hard or floppy 4. "Bodily injury'means: disks, CD-ROMs, tapes, drives, cells, data a. Physical harm, including sickness or disease, processing devices or any other media which are sustained by person;or used with electronically controlled equipment. b. Mental anguish, injury or illness, or emotional 8. "Employee' includes a"leased worker". "Employee' distress, resulting at any time from such does not include a"temporary worker'. physical harm,sickness or disease. 9. "Executive officer" means a person holding any of S. "Broadcasting" means transmitting any audio or the officer positions created by your charter, visual material for any purpose: constitution, bylaws or any other similar governing a. By radio or television;or document. CG T1 00 0219 ©2017 The Travelers Indemnity Company.All rights reserved. Page 17 of 21 Includes copyrighted material of Insurance Services Office, Inc.with its permission. Policy# P-630-5X487435 COMMERCIAL GENERAL LIABILITY 10. "Good Samaritan services" means any emergency tracks, roadbeds, tunnel, underpass or medical services for which no compensation is crossing; demanded or received. (2) That indemnifies an architect, engineer or 11. "Hostile fire" means a fire which becomes surveyor for injury or damage arising out of: uncontrollable or breaks out from where it was (a) Preparing, approving, or failing to intended to be. prepare or approve, maps, shop 12. "Impaired property' means tangible property, other drawings, opinions, reports, surveys, than "your product" or "your work", that cannot be field orders, change orders or drawings used or is less useful because: and specifications;or a. It incorporates "your product" or "your work" (b) Giving directions or instructions, or that is known or thought to be defective, failing to give them, if that is the deficient, inadequate or dangerous; or primary cause of the injury or damage; b. You have failed to fulfill the terms of a contract or or agreement; (3) Under which the insured, if an architect, if such property can be restored to use by the engineer or surveyor, assumes liability for repair, replacement, adjustment or removal of"your an injury or damage arising out of the product"or"your work'or your fulfilling the terms of insured's rendering or failure to render the contract or agreement. professional services, including those listed in Paragraph (2) above and supervisory, 13. "Insured contract"means: inspection, architectural or engineering a. A contract for a lease of premises. However, activities. that portion of the contract for a lease of 14. "Leased worker" means a person leased to you by a premises that indemnifies any person or labor leasing firm under an agreement between you organization for "premises damage" is not an and the labor leasing firm, to perform duties related "insured contract"; to the conduct of your business. "Leased worker" b. A sidetrack agreement; does not include a"temporary worker". c. Any easement or license agreement, ecept in 15. "Loading or unloading" means the handling of connection with construction or demolition property: operations on or within 50 feet of a railroad; a. After it is moved from the place where it is d. An obligation, as required by ordinance, to accepted for movement into or onto an aircraft, indemnify a municipality, except in connection watercraft or"auto"; with work for a municipality; b. While it is in or on an aircraft, watercraft or e. An elevator maintenance agreement; "auto";or f. That part of any other contract or agreement c. While it is being moved from an aircraft, pertaining to your business (including an watercraft or "auto" to the place where it is indemnification of a municipality in connection finally delivered; with work performed for a municipality) under but "loading or unloading" does not include the which you assume the tort liability of another movement of property by means of a mechanical party to pay for "bodily injury', "property device, other than a hand truck, that is not attached damage" or "personal injury' to a third person to the aircraft,watercraft or"auto". or organization. Tort liability means a liability 16. "Mobile equipment" means any of the following that would be imposed by law in the absence of types of land vehicles, including any attached any contract or agreement. machinery or equipment: Paragraph f. does not include that part of any a. Bulldozers, farm machinery, forklifts and other contract or agreement: vehicles designed for use principally off public (1) That indemnifies a railroad for "bodily roads; injury' or "property damage" arising out of b. Vehicles maintained for use solely on or next to construction or demolition operations, premises you own or rent; within 50 feet of any railroad property and affecting any railroad bridge or trestle, c. Vehicles that travel on crawler treads; Page 18 of 21 ©2017 The Travelers Indemnity Company.All rights reserved. CG T1 00 02 19 Includes copyrighted material of Insurance Services Office, Inc.with its permission. Policy# P-630-5X487435 COMMERCIAL GENERAL LIABILITY d. Vehicles, whether self-propelled or not, b. An act or omission committed in providing or maintained primarily to provide mobility to failing to provide first aid or "Good Samaritan permanently mounted: services" to a person, unless you are in the (1) Power cranes, shovels, loaders, diggers or business or occupation of providing drills; or professional health care services. (2) Road construction or resurfacing 18. "Personal and advertising injury' means "personal equipment such as graders, scrapers or injury'or"advertising injury'. rollers; 19. "Personal injury': e. Vehicles not described in Paragraph a., b., c. or d. above that are not self-propelled and are a. Means injury, other than "advertising injury', maintained primarily to provide mobility to caused by one or more of the following permanently attached equipment of the offenses: following types: (1) False arrest,detention or imprisonment; (1) Air compressors, pumps and generators, including spraying, welding, building (2) Malicious prosecution; cleaning, geophysical e)ploration, lighting (3) The wrongful eviction from, wrongful entry and well servicing equipment;or into, or invasion of the right of private (2) Cherry pickers and similar devices used to occupancy of a room, dwelling or premises raise or lower workers; that a person occupies, provided that the f. Vehicles not described in Paragraph a., b., c. wrongful eviction,wrongful entry or invasion or d. above maintained primarily for purposes of the right of private occupancy is other than the transportation of persons or committed by or on behalf of the owner, cargo. landlord or lessor of that room, dwelling or However, self-propelled vehicles with the premises; following types of permanently attached (4) Oral or written publication, including equipment are not "mobile equipment" but will publication by electronic means, of material be considered"autos": that slanders or libels a person or (1) Equipment designed primarilyfor: organization or disparages a person's or organization's goods, products or services, (a) Snow removal; provided that the claim is made or the"suit" (b) Road maintenance, but not is brought by a person or organization that construction or resurfacing;or claims to have been slandered or libeled, or (c) Street cleaning; that claims to have had its goods, products (2) Cherry pickers and similar devices or services disparaged;or mounted on automobile or truck chassis (5) Oral or written publication, including and used to raise or lower workers; and publication by electronic means, of material (3) Air compressors, pumps and generators, that: including spraying, welding, building (a) Appropriates a person's name, voice, cleaning, geophysical e)ploration, lighting photograph or likeness; or and well servicing equipment. However, "mobile equipment" does not include any (b) Unreasonably places a person in a land vehicle that is subject to a compulsory or false light. financial responsibility law, or other motor vehicle b. Includes "bodily injury' caused by one or more insurance law, where it is licensed or principally of the offenses described in Paragraph a. garaged. Such land vehicles are considered above. "autos". 20. "Pollutants" mean any solid, liquid, gaseous or 17. "Occurrence"means: thermal irritant or contaminant, including smoke, a. An accident, including continuous or repeated vapor, soot, fumes, acids, alkalis, chemicals and e)posure to substantially the same general waste. Waste includes materials to be recycled, harmful conditions; or reconditioned or reclaimed. CG T1 00 0219 ©2017 The Travelers Indemnity Company.All rights reserved. Page 19 of 21 Includes copyrighted material of Insurance Services Office,Inc.with its permission. Policy# P-630-5X487435 COMMERCIAL GENERAL LIABILITY 21. "Premises damage"means: contract calls for work at more than a. With respect to the first paragraph of the onejob site. exceptions in Exclusion j. of Section I — (c) When that part of the work done at a Coverage A — Bodily Injury And Property job site has been put to its intended Damage Liability, "property damage" to any use by any person or organization other premises while rented to you for a period of than another contractor or seven or fewer consecutive days, including the subcontractor working on the same contents of such premises;or project. b. With respect to the exception to Exclusions c. Work that may need service, maintenance, through In. in the last paragraph of Paragraph 2. correction, repair or replacement,but which of Section I — Coverage A — Bodily Injury And is otherwise complete, will be treated as Property Damage Liability,"property damage"to completed. any premises while rented to you for a period of more than seven consecutive days, or while b. Does not include "bodily injury' or "property temporarily occupied by you with permission of damage"arising out of: the owner,caused by: (1) The transportation of property, unless the (1) Fire; injury or damage arises out of a condition in or on a vehicle not owned or operated by (2) Explosion; you, and that condition was created by the (3) Lightning; "loading or unloading"of that vehicle by any (4) Smoke resulting from fire, explosion or insured; lightning; or (2) The existence of tools, uninstalled (5) Water. equipment or abandoned or unused But "premises damage" under this Paragraph materials;or b. does not include "property damage" to any (3) Products or operations for which the premises caused by: classification, listed in the Declarations or in a policy Schedule, states that products- (1) Rupture, bursting, or operation of pressure completed operations are subject to the relief devices; General Aggregate Limit. (2) Rupture or bursting due to expansion or 23. "Property damage" means: swelling of the contents of any building or structure caused byor resulting from water; a. Physical injury to tangible property, including all or resulting loss of use of that property. All such loss of use will be deemed to occur at the time of (3) Explosion of steam boilers, steam pipes, the physical injury that caused it;or steam engines or steam turbines. b. Loss of use of tangible property that is not 22. "Products-completed operations hazard": physically injured. All such loss of use will be a. Includes all "bodily injury' and "property deemed to occur at the time of the"occurrence" damage" occurring away from premises you that caused it. own or rent and arising out of"your product"or For the purposes of this insurance,"electronic data" "your work"except: is not tangible property. (1) Products that are still in your physical 24. "Slogan": possession; or a. Means a phrase that others use for the purpose (2) Work that has not yet been completed or of attracting attention in their advertising. abandoned. However, "your work' will be b. Does not include a phrase used as, or in, the deemed completed at the earliest of the name of: following times: (1) Any person or organization, other than you; (a) When all of the work called for in your or contract has been completed. (2) Any business, or any of the premises, (b) When all of the work to be done at the goods, products, services or work, of any job site has been completed if your person or organization, other than you. Page 20 of 21 ©2017 The Travelers Indemnity Company.All rights reserved. CG T1 00 02 19 Includes copyrighted material of Insurance Services Office, Inc.with its permission. Policy# P-630-5X487435 COMMERCIAL GENERAL LIABILITY 25. "Suit' means a civil proceeding in which damages (a) You; because of "bodily injury', "property damage" or (b) Others trading under your name; or "personal and advertising injury' to which this insurance applies are alleged."Suit"includes: (C) A person or organization whose business or assets you have acquired; a. An arbitration proceeding in which such and damages are claimed and to which the insured must submit or does submit with our consent; (2) Containers (other than vehicles), materials, or parts or equipment furnished in connection with such goods or products. b. Any other alternative dispute resolution b. Includes: proceeding in which such damages are claimed and to which the insured submits with our (1) Warranties or representations made at any consent. time with respect to the fitness, quality, durability, performance or use of "your 26. "Temporary worker" means a person who is product"; furnished to you to substitute for a permanent "employee' on leave or to meet seasonal or short- (2) The providing of or failure to provide term workload conditions. warnings or instructions. 27. "Title"means a name of a literary or artistic work. c. Does not include vending machines or other property rented to or located for the use of 28. "Unsolicited communication" means any others but not sold. communication, in any form, that the recipient of such communication did not specifically request to 31. "Your work": receive. a. Means: 29. "Volunteer worker" means a person who is not your (1) Work or operations performed by you or on "employee', and who donates his or her work and your behalf;and acts at the direction of and within the scope of (2) Materials, parts or equipment furnished in duties determined by you, and is not paid a fee, connection with such work or operations. salary or other compensation by you or anyone else for their work performed for you. b. Includes: 30. "Your product": (1) Warranties or representations made at any time with respect to the fitness, quality, a. Means: durabili ty, performance or use of "your (1) Any goods or products, other than real work"; and property, manufactured, sold, handled, (2) The providing of or failure to provide distributed or disposed of by: warnings or instructions. CG T1 00 0219 ©2017 The Travelers Indemnity Company.All rights reserved. Page 21 of 21 Includes copyrighted material of Insurance Services Office, Inc.with its permission. Policy# P-630-5X487435 COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. XTEND ENDORSEMENT FOR ARCHITECTS, ENGINEERS AND SURVEYORS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITYCOVERAGE PART GENERAL DESCRIPTION OF COVERAGE — This endorsement broadens coverage. However, coverage for any injury, damage or medical expenses described in any of the provisions of this endorsement may be excluded or limited by another endorsement to this Coverage Part, and these coverage broadening provisions do not apply to the extent that coverage is excluded or limited by such an endorsement. The following listing is a general coverage description only. Read all the provisions of this endorsement and the rest of your policy carefully to determine rights, duties,and what is and is not covered. A. Non-Owned Watercraft—75 Feet Long Or Less H. Blanket Additional Insured — Governmental B. Who Is An Insured—Unnamed Subsidiaries Entities—Permits Or Authorizations Relating To C. Who Is An Insured—Retired Partners, Members, Premises Directors And Employees I. Blanket Additional Insured — Governmental D. Who Is An Insured — Employees And Volunteer Entities—Permits Or Authorizations Relating To Workers — Bodily Injury To Co-Employees, Co- Operations Volunteer Workers And Retired Partners, J. Incidental Medical Malpractice Members, Directors And Employees K. Medical Payments—Increased Limit E. Who Is An Insured —Newly Acquired Or Formed L. Amendment Of Excess Insurance Condition — Limited Liability Companies Professional Liability F. Blanket Additional Insured—Controlling Interest M. Blanket Waiver Of Subrogation—When Required G. Blanket Additional Insured — Mortgagees, By Written Contract Or Agreement Assignees, Successors Or Receivers N. Contractual Liability—Railroads PROVISIONS uses or is responsible for the use of a A. NON-OWNED WATERCRAFT — 75 FEET watercraft that you do not own that is: LONG OR LESS (1) 75 feet long or less; and 1. The following replaces Paragraph (2) of (2) Not being used to carry any person Exclusion g., Aircraft, Auto Or Watercraft, or propertyfor a charge; in Paragraph 2. of SECTION I — B. WHO IS AN INSURED — UNNAMED COVERAGES — COVERAGE A — BODILY SUBSIDIARIES INJURY AND PROPERTY DAMAGE The following is added to SECTION II—WHO IS LIABILITY: AN INSURED: (2) A watercraft you do not own that is: Any of your subsidiaries, other than a partnership (a) 75 feet long or less; and or joint venture, that is not shown as a Named (b) Not being used to carry any person Insured in the Declarations is a Named Insured or propertyfor a charge; if: 2. The following replaces Paragraph 2.e. of a. You are the sole owner of, or maintain an SECTION II—WHO IS AN INSURED: ownership interest of more than 50% in, such e. Any person or organization that, with subsidiary on the first day of the policy your express or implied consent, either period; and CG D3 79 02 19 ©2017 The Travelers Indemnity Company.All rights reserved. Page 1 of 6 Includes copyrighted material of Insurance Services Office,Inc.with its permission. COMMERCIAL GENERAL LIABILITY b. Such subsidiary is not an insured under Unless you are in the business or occupation similar other insurance. of providing professional health care No such subsidiary is an insured for "bodily services, Paragraphs (1)(a), (b), (c) and (d) injury" or "property damage" that occurred, or above do not apply to "bodily injury" arising "personal and advertising injury" caused by an out of providing or failing to provide first aid offense committed: or"Good Samaritan services"by any of your retired partners, members, directors or a. Before you maintained an ownership interest "employees", other than a doctor. Any such of more than 50% in such subsidiary;or retired partners, members, directors or b. After the date, if any,during the policy period "employees" providing or failing to provide that you no longer maintain an ownership first aid or"Good Samaritan services"during interest of more than 50% in such subsidiary. their work hours for you will be deemed to be acting within the scope of their employment For purposes of Paragraph 1. of Section II—Who by you or performing duties related to the Is An Insured, each such subsidiary will be conduct of your business. deemed to be designated in the Declarations as: (2) "Personal injury": a. A limited liability company; (a) To you, to your current or retired b. An organization other than a partnership, partners or members (if you are a joint venture or limited liabilitycompany; or partnership or joint venture), to your c. A trust; current or retired members (if you are a as indicated in its name or the documents that limited liability company), to your other govern its structure. current or retired directors or "employees"while in the course of his or C. WHO IS AN INSURED—RETIRED PARTNERS, her employment or performing duties MEMBERS, DIRECTORS AND EMPLOYEES related to the conduct of your business, The following is added to Paragraph 2. of or to your other "volunteer workers" SECTION II—WHO IS AN INSURED: while performing duties related to the conduct of your business; Any person who is your retired partner, member, (b) To the spouse, child, parent, brother or director or"employee"that is performing services sister of that current or retired partner, for you under your direct supervision, but only for member, director, "employee" or acts within the scope of their employment by you "volunteer worker" as a consequence of or while performing duties related to the conduct Paragraph(2)(a)above; of your business. However, no such retired (c) For which there is any obligation to partner, member, director or "employee" is an share damages with or repay someone insured for: else who must pay damages because of the injury described in Paragraph (2)(a) (1) "Bodily injury": or(b)above; or (a) To you, to your current partners or (d) Arising out of his or her providing or members (if you are a partnership or failing to provide professional health care joint venture), to your current members services. (if you are a limited liability company) or to your current directors; (3) "Property damage"to property: (b) To the spouse, child, parent, brother or (a) Owned, occupied or used by;or sister of that current partner, member or (b) Rented to, in the care, custody or control director as a consequence of Paragraph (1)(a)above; of, or over which physical control is being exercised forany purpose by; (c) For which there is any obligation to share damages with or repay someone you, any of your retired partners, members else who must pay damages because of or directors, your current or retired the injury described in Paragraph (1)(a) "employees" or "volunteer workers", any or(b) above;or current partner or member (if you are a (d) Arising out of his or her providing or partnership or joint venture), or any current failing to provide professional health care member (if you are a limited liability services. company)or current director. Page 2 of 6 ©2017 The Travelers Indemnity Company.All rights reserved. CG D3 79 02 19 Includes copyrighted material of Insurance Services Office,Inc.with its permission. COMMERCIAL GENERAL LIABILITY D. WHO IS AN INSURED — EMPLOYEES AND organization will be deemed to be VOLUNTEER WORKERS — BODILY INJURY designated in the Declarations as: TO CO-EMPLOYEES, CO VOLUNTEER a. A limited liability company; WORKERS AND RETIRED PARTNERS, MEMBERS,DIRECTORS AND EMPLOYEES b. An organization other than a partnership, joint venture or limited liability company; The following is added to Paragraph 2.a.(1) of or SECTION II—WHO IS AN INSURED: Paragraphs (1)(a), (b) and (c) above do not c. A trust; apply to "bodily injury" to a current or retired co- as indicated in its name or the documents "employee" while in the course of the co- that govern its structure. "employee's" employment by you or performing F. BLANKET ADDITIONAL INSURED — duties related to the conduct of your business, or CONTROLLING INTEREST to "bodily injury" to your other "volunteer 1. The following is added to SECTION II — workers" or retired partners, members or WHO IS AN INSURED: directors while performing duties related to the conduct of your business. Any person or organization that has financial E. WHO IS AN INSURED—NEWLY ACQUIRED control of you is an insured with respect to OR FORMED LIMITED LIABILITY COMPANIES liability for"bodily injury", "property damage" or "personal and advertising injury" that The following replaces Paragraph 3. of arises out of: SECTION II—WHO IS AN INSURED: a. Such financial control;or 3. Any organization you newly acquire or form, b. Such person's or organization's other than a partnership or joint venture,and ownership, maintenance or use of of which you are the sole owner or in which premises leased to or occupied by you. you maintain an ownership interest of more than 50%, will qualify as a Named Insured if The insurance provided to such person or there is no other similar insurance available organization does not apply to structural to that organization. However: alterations, new construction or demolition a. Coverage under this provision is operations performed by or on behalf of such afforded only: person or organization. (1) Until the 180th day after you acquire 2. The following is added to Paragraph 4. of or form the organization or the end SECTION II—WHO IS AN INSURED: of the policy period, whichever is This paragraph does not apply to any earlier, if you do not report such premises owner, manager or lessor that has organization in writing to us within financial control of you. 180 days after you acquire or form it; G. BLANKET ADDITIONAL INSURED — or MORTGAGEES, ASSIGNEES, SUCCESSORS (2) Until the end of the policy period, OR RECEIVERS when that date is later than 180 days The following is added to SECTION II—WHO IS after you acquire or form such AN INSURED: organization, if you report such organization in writing to us within Any person or organization that is a mortgagee, 180 days after you acquire or form it; assignee, successor or receiver and that you b. Coverage A does not apply to "bodily have agreed in a written contract or agreement injury" or "property damage" that to include as an additional insured on this occurred before you acquired or formed Coverage Part is an insured, but only with the organization; and respect to its liability as mortgagee, assignee, successor or receiver for"bodily injury", "property c. Coverage B does not apply to "personal damage" or "personal and advertising injury" and advertising injury" arising out of an that: offense committed before you acquired or formed the organization. a. Is "bodily injury" or "property damage" that occurs, or is"personal and advertising injury" For the purposes of Paragraph 1. of Section caused by an offense that is committed, II — Who Is An Insured, each such CG D3 79 02 19 ©2017 The Travelers Indemnity Company.All rights reserved. Page 3 of 6 Includes copyrighted material of Insurance Services Office,Inc.with its permission. COMMERCIAL GENERAL LIABILITY subsequent to the signing of that contract or openings, sidewalk vaults, elevators, street agreement;and banners or decorations. b. Arises out of the ownership, maintenance or I. BLANKET ADDITIONAL INSURED — use of the premises for which that GOVERNMENTAL ENTITIES — PERMITS mortgagee, assignee, successor or receiver OR AUTHORIZATIONS RELATING TO is required under that contract or agreement OPERATIONS to be included as an additional insured on The following is added to SECTION II—WHO IS this Coverage Part. AN INSURED: The insurance provided to such mortgagee, Any governmental entity that has issued a permit assignee, successor or receiver is subject to the or authorization with respect to operations following provisions: performed by you or on your behalf and that you a. The limits of insurance provided to such are required by any ordinance, law, building code mortgagee, assignee, successor or receiver or written contract or agreement to include as an will be the minimum limits that you agreed to additional insured on this Coverage Part is an provide in the written contract or agreement, insured, but only with respect to liability for or the limits shown in the Declarations, "bodily injury", "property damage" or "personal whichever are less. and advertising injury" arising out of such b. The insurance provided to such person or operations. organization does not apply to: The insurance provided to such governmental (1) Any"bodily injury' or "property damage" entity does not apply to: that occurs, or any "personal and a. Any "bodily injury", "property damage" or advertising injury" caused by an offense "personal and advertising injury" arising out that is committed, after such contract or of operations performed for the agreement is no longer in effect; or governmental entity; or (2) Any"bodily injury", "property damage" or b. Any "bodily injury" or "property damage" "personal and advertising injury" arising included in the "products-completed out of any structural alterations, new operations hazard". construction or demolition operations J. INCIDENTAL MEDICAL MALPRACTICE performed by or on behalf of such mortgagee, assignee, successor or 1. The following replaces Paragraph b. of the receiver. definition of "occurrence" in the H. BLANKET ADDITIONAL INSURED — DEFINITIONS Section: GOVERNMENTAL ENTITIES — PERMITS OR b. An act or omission committed in AUTHORIZATIONS RELATING TO PREMISES providing or failing to provide "incidental The following is added to SECTION II—WHO IS medical services", first aid or "Good AN INSURED: Samaritan services" to a person, unless you are in the business or occupation of Any governmental entity that has issued a permit providing professional health care or authorization with respect to premises owned services. or occupied by, or rented or loaned to, you and 2. The following replaces the last paragraph of that you are required by any ordinance, law, Paragraph 2.a.(1) of SECTION II —WHO IS building code or written contract or agreement to AN INSURED: include as an additional insured on this Unless you are in the business or occupation Coverage Part is an insured, but only with of providing professional health care respect to liability for "bodily injury", "property services, Paragraphs (1)(a), (b), (c) and (d) damage" or "personal and advertising injury' above do not apply to "bodily injury" arising arising out of the existence, ownership, use, out of providing or failing to provide: maintenance, repair, construction, erection or removal of any of the following for which that (a) "Incidental medical services" by any of governmental entity has issued such permit or your "employees" who is a nurse, authorization: advertising signs, awnings, nurse assistant, emergency medical canopies, cellar entrances, coal holes, technician, paramedic, athletic trainer, driveways, manholes, marquees, hoist away audiologist, dietician, nutritionist, Page 4 of 6 ©2017 The Travelers Indemnity Company.All rights reserved. CG D3 79 02 19 Includes copyrighted material of Insurance Services Office,Inc.with its permission. COMMERCIAL GENERAL LIABILITY occupational therapist or occupational that is available to any of your "employees" therapy assistant, physical therapist or for"bodily injury" that arises out of providing speech-language pathologist; or or failing to provide "incidental medical (b) First aid or "Good Samaritan services" services" to any person to the extent not by any of your"employees"or"volunteer subject to Paragraph 2.a.(1) of Section II — workers", other than an employed or Who Is An Insured. volunteer doctor. Any such "employees" K. MEDICAL PAYMENTS—INCREASED LIMIT or"volunteer workers" providing or failing The following replaces Paragraph 7. of to provide first aid or "Good Samaritan SECTION III—LIMITS OF INSURANCE: services"during their work hours for you will be deemed to be acting within the 7. Subject to Paragraph 5. above, the Medical scope of their employment by you or Expense Limit is the most we will pay under performing duties related to the conduct Coverage C for all medical expenses of your business. because of "bodily injury" sustained by any 3. The following replaces the last sentence of one person,and will be the higher of: Paragraph 5. of SECTION III — LIMITS OF a. $10,000; or INSURANCE: For the purposes of determining the b. The amount shown in the Declarations of applicable Each Occurrence Limit, all related this Coverage Part for Medical Expense acts or omissions committed in providing or Limit. failing to provide "incidental medical L. AMENDMENT OF EXCESS INSURANCE services", first aid or "Good Samaritan CONDITION—PROFESSIONAL LIABILITY services"to any one person will be deemed The following is added to Paragraph 4.b., to be one"occurrence". Excess Insurance, of SECTION IV — 4. The following exclusion is added to COMMERCIAL GENERAL LIABILITY Paragraph 2., Exclusions, of SECTION I — CONDITIONS: COVERAGES — COVERAGE A — BODILY INJURY AND PROPERTY DAMAGE This insurance is excess over any of the other LIABILITY: insurance, whether primary, excess, contingent Sale Of Pharmaceuticals or on any other basis, that is Professional Liability or similar coverage, to the extent the "Bodily injury" or "property damage" arising loss is not subject to the professional services out of the violation of a penal statute or exclusion of Coverage A or Coverage B. ordinance relating to the sale of M. BLANKET WAIVER OF SUBROGATION — pharmaceuticals committed by, or with the WHEN REQUIRED BY WRITTEN CONTRACT knowledge or consent of the insured. OR AGREEMENT 5. The following is added to the DEFINITIONS Section: The following is added to Paragraph 8.,Transfer "Incidental medical services"means: Of Rights Of Recovery Against Others To Us, of SECTION IV — COMMERCIAL GENERAL a. Medical, surgical, dental, laboratory, x- LIABILITY CONDITIONS: ray or nursing service or treatment, If the insured has agreed in a written contract or advice or instruction, or the related furnishing of food or beverages; or agreement to waive that insured's right of recovery against any person or organization, we b. The furnishing or dispensing of drugs or waive our right of recovery against such person medical, dental, or surgical supplies or or organization, but only for payments we make appliances. because of: 6. The following is added to Paragraph 4.b., a. "Bodily injury" or "property damage" that Excess Insurance, of SECTION IV — COMMERCIAL GENERAL LIABILITY occurs; or CONDITIONS: b. "Personal and advertising injury" caused by This insurance is excess over any valid and an offense that is committed; collectible other insurance, whether primary, subsequent to the signing of that contract or excess, contingent or on any other basis, agreement. CG D3 79 02 19 ©2017 The Travelers Indemnity Company.All rights reserved. Page 5 of 6 Includes copyrighted material of Insurance Services Office,Inc.with its permission. COMMERCIAL GENERAL LIABILITY N. CONTRACTUAL LIABILITY—RAILROADS 1. The following replaces Paragraph c. of the definition of "insured contract" in the DEFINITIONS Section: c. Any easement or license agreement; 2. Paragraph f.(1) of the definition of "insured contract' in the DEFINITIONS Section is deleted. Page 6 of 6 ©2017 The Travelers Indemnity Company.All rights reserved. CG D3 79 02 19 Includes copyrighted material of Insurance Services Office,Inc.with its permission. ARDURRA-01 KMCGUFFIN ,d►coRO CERTIFICATE OF LIABILITY INSURANCE DATE(MM/D 2/5/202YYYY) 6 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME: Ames&Gough PHONE 8300 Greensboro Drive (A/C,No,Ext):(703) 827-2277 FAX No):(703)827-2279 Suite 980 E-MAIL-ADDRESS:admin@amesgough.com McLean,VA 22102 INSURERS AFFORDING COVERAGE NAIC# INSURERA:Charter Oak Fire Insurance Company A++(XV) 25615 INSURED INSURERB:Phoenix Insurance Company A++ XV 25623 Ardurra Group,Inc. INSURER C: Travelers Property Casualty Company of America,A++,XV 25674 1000 N.W.57th Court,Suite 800 INSURER D:National Fire&Marine Insurance Company A++X 20079 Miami, FL 33126 INSURER E INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: 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. INSR TYPE OF INSURANCE ADDL SUBR POLICY NUMBER POLICY EFF POLICY EXP LIMITS LTR INSD WVD MM/DD/YYYY MM/DD/YYYY A X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 CLAIMS-MADE X rl OCCUR 630-5X487435 1/1/2026 1/1/2027 DAMAGE TO RENTED 1,000,000 X X PREMISES Ea occurrence $ X Contractual Liab. MED EXP(Any oneperson) $ 15,000 PERSONAL&ADV INJURY $ 1,000,000 GENT AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 2,000,000 X POLICY X 71 PEA LOC PRODUCTS-COMP/OP AGG $ 2,000,000 OTHER: $ B AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT 1,000,000 Ea accident $ X ANY AUTO X X 810-5X558309 1/1/2026 1/1/2027 BODILY INJURY Perperson) $ OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY Per accident $ HIRED NON-OWNED PROPERTY DAMAGE AUTOS ONLY AUTOS ONLY Per accident) ccident $ C X UMBRELLA LIAB X OCCUR EACH OCCURRENCE $ 5,000,000 EXCESS LIAB CLAIMS-MADE X X CUP-5X642114 1/1/2026 1/1/2027 AGGREGATE $ 5,000,000 DED X RETENTION$ 10,000 $ C WORKERS COMPENSATION X PER OTH- AND EMPLOYERS'LIABILITY X STATUTE ER U B5X489557 1/1/2026 1/1/2027 1,000,000 ANY PROPRIETOR/ R/EXECUTIVE N/A E.L.EACH ACCIDENT $ EXCLU OFFICER/MEMBER EXCLUDED? (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ 1,000,000 If yes,describe under 1,000,000 DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ D Professional Liab. X 42-EPP-306878-08 1/1/2026 1/1/2027 Per Claim/Aggregate 2,000,000 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) RE:On-Call Engineering Services A-2023-088-07 The City of Santa Ana,CA,Its Officers,Employees,Agents,and Representatives are included as additional insured with respect to General Liability, Automobile Liability,and Umbrella Liability when required by written contract.General Liability includes Additional Insured coverage for On-Going& Completed Operations as required by written contract.General Liability,Automobile Liability,and Umbrella Liability are primary and non-contributory over any existing insurance and limited to liability arising out of the operations of the named insured and when required by written contract.General Liability, Automobile Liability,Workers Compensation,and Umbrella Liability policies include a waiver of subrogation in favor of the additional insureds where SEE ATTACHED ACORD 101 APPROVED CERTIFICATE HOLDER CANCELLATION By Tu Tran Nguyen at 9:00 am,Feb 06,2026 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Santa Ana,CA THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Y ACCORDANCE WITH THE POLICY PROVISIONS. Risk Management Division 20 Civic Center Plaza Santa Ana,CA 92702 AUTHORIZED REPRESENTATIVE ACORD 25(2016/03) ©1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD AGENCY CUSTOMER ID:ARDURRA-01 KMCGUFFIN LOC#: 0 ACORO ADDITIONAL REMARKS SCHEDULE Page 1 of 1 AGENCY NAMED INSURED Ames&Gough 1000 N W Group, Court,Suite 800 POLICY NUMBER Miami, FL 33126 SEE PAGE 1 CARRIER NAIC CODE SEE PAGE 1 SEE P 1 EFFECTIVE DATE:SEE PAGE 1 ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: ACORD 25 FORM TITLE: Certificate of Liability Insurance Description of Operations/Locations/Vehicles: permissible by state law and when required by written contract. Umbrella Liability coverage sits excess over General Liability, Automobile Liability and Employers' Liability coverage. A 30-day Notice of Cancellation will be issued for the General Liability, Automobile Liability, Umbrella Liability,Workers Compensation and Professional Liability policies in accordance with policy terms and conditions. ACORD 101 (2008/01) ©2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD Policy#630-5X487435 COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET ADDITIONAL INSURED - WRITTEN CONTRACTS (ARCHITECTS, ENGINEERS AND SURVEYORS) This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART 1. The following is added to SECTION II —WHO IS plies only to such "bodily injury" or "property AN INSURED: damage"that occurs before the end of the pe- Any person or organization that you agree in a riod of time for which the "written contract re- written contract requiring insurance"to include as quiring insurance" requires you to provide an additional insured on this Coverage Part, but: such coverage or the end of the pol icy period, whichever is earlier. a. Only with respect to liability for "bodily injury", "property damage" or "personal injury"; and 2. The following is added to Paragraph 4.a. of SEC- TION IV —COMMERCIAL GENERAL LIABILITY b. If, and only to the extent that, the injury or CONDITIONS: damage is caused by acts or omissions of you or your subcontractor in the performance The insurance provided to the additional insured of "your work" to which the "written contract is excess over any valid and collectible "other in- requiring insurance" applies. The person or surance , whether primary, excess, contingent or on any other basis, that is available to the addi- organization does not qualify as an additional insured with respect to the independent acts tional insured for a loss we cover. However, if you or omissions of such person or organization . specifically agree in the "written contract requiring insurance" that this insurance provided to the ad- The insurance provided to such additional insured ditional insured under this Coverage Part must is limited as follows: apply on a primary basis or a primary and non- c. In the event that the Limits of Insurance of contributory basis, this insurance is primary to this Coverage Part shown in the Declarations "other insurance" available to the additional in- exceed the limits of liability required by the sured which covers that person or organization as "written contract requiring insurance", the in- a named insured for such loss, and we will not surance provided to the additional insured share with that "other insurance". But this insur- shall be limited to the limits of liability required ance provided to the additional insured still is ex- by that "written contract requiring insurance". cess over any valid and collectible "other insur- This endorsement shall not increase the li mits ance", whether primary, excess, contingent or on of insurance described in Section III — Limits any other basis, that is available to the additional Of Insurance. insured when that person or organization is an d. This insurance does not apply to the render- additional insured under any "other insurance". ing of or failure to render any "professional 3. The following is added to SECTION IV — COM- services" or construction management errors MERCIAL GENERAL LIABILITY CONDITIONS: or omissions. Duties Of An Additional Insured e. This insurance does not apply to "bodily in- As a condition of coverage provided to the addi- jury" or "property damage" caused by "your tional insured: work" and included in the "products- completed operations hazard" unless the a. The additional insured must give us written "written contract requiring insurance" specifi- notice as soon as practicable of an "occur- cally requires you to provide such coverage rence" or an offense which may result in a for that additional insured, and then the insur- claim. To the extent possible, such notice ance provided to the additional insured ap- should include: CG D4 14 04 08 C 2008 The Travelers Companies, Inc. Page 1 of 2 Policy#630-5X487435 COMMERCIAL GENERAL LIABILITY i. How, when and where the 'occurrence" any provider of other insurance which would or offense took place; cover the additional insured for a loss we ii. The names and addresses of any injured cover. However, this condition does not affect persons and witnesses; and whether this insurance provided to the addi- iii. The nature and location of any injury or tional insured is primary to that other insur- damage arising out of the 'occurrence" or ance available to the additional insured which offense. covers that person or organization as a named insured. b. If a claim is made or "suit' is brought against Sec- the additional insured, the additional insured 4. The following is added to the DEFINITIONS Sec- m tion: must: i. Immediately record the specifics of the "Written contract requiring insurance" means that claim or"suit' and the date received; and part of any written contract or agreement under ii. Notify us as soon as practicable. which you are required to include a person or or- ganization as an additional insured on this Cover- The additional insured must see to it that we age Part, provided that the "bodily injury" and receive written notice of the claim or "suit' as "property damage" occurs and the "personal in- soon as practicable. jury" is caused by an offense committed: c. The additional insured must immediately send a. After the signing and execution of the contract us copies of all legal papers received in con- or agreement by you; nection with the claim or "suit', cooperate with b. While that part of the contract or agreement is us in the investigation or settlement of the in effect; and claim or defense against the "suit', and oth- erwise comply with all policy conditions. c. Before the end of the policy period. d. The additional insured must tender the de- fense and indemnity of any claim or "suit' to Page 2 of 2 ©2008 The Travelers Companies, Inc. CG D4 14 04 08 Policy#630-5X487435 COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. XTEND ENDORSEMENT FOR ARCHITECTS, ENGINEERS AND SURVEYORS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITYCOVERAGE PART GENERAL DESCRIPTION OF COVERAGE — This endorsement broadens coverage. However, coverage for any injury, damage or medical expenses described in any of the provisions of this endorsement may be excluded or limited by another endorsement to this Coverage Part, and these coverage broadening provisions do not apply to the extent that coverage is excluded or limited by such an endorsement. The following listing is a general coverage description only. Read all the provisions of this endorsement and the rest of your policy carefullyto determine rights, duties,and what is and is not covered. A. Non-Owned Watercraft—75 Feet Long Or Less H. Blanket Additional Insured — Governmental B. Who Is An Insured—Unnamed Subsidiaries Entities—Permits Or Authorizations Relating To C. Who Is An Insured—Retired Partners, Members, Premises Directors And Employees I. Blanket Additional Insured — Governmental D. Who Is An Insured — Employees And Volunteer Entities—Permits Or Authorizations Relating To Workers— Bodily Injury To Co-Employees, Co- Operations Volunteer Workers And Retired Partners, J. Incidental Medical Malpractice Members, Directors And Employees K. Medical Payments—Increased Limit E. Who Is An Insured —Newly Acquired Or Formed L. Amendment Of Excess Insurance Condition — Limited Liability Companies Professional Liability F. Blanket Additional Insured—Controlling Interest M. Blanket Waiver Of Subrogation—When Required G. Blanket Additional Insured — Mortgagees, By Written Contract Or Agreement Assignees, Successors Or Receivers N. Contractual Liability—Railroads PROVISIONS uses or is responsible for the use of a A. NON-OWNED WATERCRAFT — 75 FEET watercraft that you do not own that is: LONG OR LESS (1) 75 feet long or less; and 1. The following replaces Paragraph (2) of (2) Not being used to carry any person Exclusion g., Aircraft, Auto Or Watercraft, or propertyfor a charge; in Paragraph 2. of SECTION I — B. WHO IS AN INSURED — UNNAMED COVERAGES — COVERAGE A — BODILY SUBSIDIARIES INJURY AND PROPERTY DAMAGE The following is added to SECTION II—WHO IS LIABILITY: AN INSURED: (2) A watercraft you do not own that is: Any of your subsidiaries, other than a partnership (a) 75 feet long or less; and or joint venture, that is not shown as a Named (b) Not being used to carry any person Insured in the Declarations is a Named Insured or propertyfor a charge; if: 2. The following replaces Paragraph 2.e. of a. You are the sole owner of, or maintain an SECTION II—WHO IS AN INSURED: ownership interest of more than 50% in, such e. Any person or organization that, with subsidiary on the first day of the policy your express or implied consent, either period,-and CG D3 79 02 19 ©2017 The Travelers Indemnity Company.All rights reserved. Page 1 of 6 Includes copyrighted material of Insurance Services Office,Inc.with its permission. Policy#630-5X487435 COMMERCIAL GENERAL LIABILITY b. Such subsidiary is not an insured under Unless you are in the business or occupation similar other insurance. of providing professional health care No such subsidiary is an insured for "bodily services, Paragraphs (1)(a), (b), (c) and (d) injury" or "property damage" that occurred, or above do not apply to "bodily injury" arising "personal and advertising injury" caused by an out of providing or failing to provide first aid offense committed: or"Good Samaritan services"by any of your retired partners, members, directors or a. Before you maintained an ownership interest "employees", other than a doctor. Any such of more than 50% in such subsidiary;or retired partners, members, directors or b. After the date, if any,during the policy period "employees" providing or failing to provide that you no longer maintain an ownership first aid or"Good Samaritan services"during interest of more than 50% in such subsidiary. their work hours for you will be deemed to be acting within the scope of their employment For purposes of Paragraph 1.of Section II—Who by you or performing duties related to the Is An Insured, each such subsidiary will be conduct of your business. deemed to be designated in the Declarations as: (2) "Personal injury": a. A limited liability company; b. An organization other than a partnership, (a) To you, to your current or retired 9 p p, partners or members (if you are a joint venture or limited liability company; or partnership or joint venture), to your c. A trust; current or retired members (if you are a as indicated in its name or the documents that limited liability company), to your other govern its structure. current or retired directors or "employees"while in the course of his or C. WHO IS AN INSURED—RETIRED PARTNERS, her employment or performing duties MEMBERS, DIRECTORS AND EMPLOYEES related to the conduct of your business, The following is added to Paragraph 2. of or to your other "volunteer workers" SECTION II—WHO IS AN INSURED: while performing duties related to the conduct of your business,- Any person who is your retired partner, member, (b) To the spouse, child, parent, brother or director or"employee"that is performing services sister of that current or retired partner, for you under your direct supervision,but only for member, director, "employee" or acts within the scope of their employment by you "volunteer worker" as a consequence of or while performing duties related to the conduct Paragraph(2)(a)above; of your business. However, no such retired (c) For which there is any obligation to partner, member, director or "employee" is an share damages with or repay someone insured for: else who must pay damages because of the injury described in Paragraph (2)(a) (1) "Bodily injury': or(b) above; or (a) To you, to your current partners or (d) Arising out of his or her providing or members (if you are a partnership or failing to provide professional health care joint venture), to your current members (if you are a limited liability company) or services. to your current directors; (3) "Property damage"to property: (b) To the spouse, child, parent, brother or (a) Owned, occupied or used by;or sister of that current partner, member or (b) Rented to, in the care,custody or control director as a consequence of Paragraph (1)(a)above; of, or over which physical control is being exercised forany purpose by; (c) For which there is any obligation to share damages with or repay someone you, any of your retired partners, members else who must pay damages because of or directors, your current or retired the injury described in Paragraph (1)(a) "employees" or "volunteer workers", any or(b) above;or current partner or member (if you are a (d) Arising out of his or her providing or partnership or joint venture), or any current failing to provide professional health care member (if you are a limited liability services. company)or current director. Page 2 of 6 ©2017 The Travelers Indemnity Company.All rights reserved. CG D3 79 02 19 Includes copyrighted material of Insurance Services Office,Inc.with its permission. Policy#630-5X487435 COMMERCIAL GENERAL LIABILITY D. WHO IS AN INSURED — EMPLOYEES AND organization will be deemed to be VOLUNTEER WORKERS — BODILY INJURY designated in the Declarations as: TO CO-EMPLOYEES, CO VOLUNTEER a. A limited liability company; WORKERS AND RETIRED PARTNERS, MEMBERS,DIRECTORS AND EMPLOYEES b. An organization other than a partnership, The following is added to Paragraph 2.a.(1) of joint venture or limited liability company; or SECTION II—WHO IS AN INSURED: Paragraphs (1)(a), (b) and (c) above do not c. Atrust" apply to "bodily injury" to a current or retired co- as indicated in its name or the documents "employee" while in the course of the co- thatgovern itsstructure. "employee's" employment by you or performing F. BLANKET ADDITIONAL INSURED — duties related to the conduct of your business, or CONTROLLING INTEREST to "bodily injury' to your other "volunteer 1. The following is added to SECTION II — workers" or retired partners, members or WHO IS AN INSURED: directors while performing duties related to the conduct of your business. Any person or organization that has financial E. WHO IS AN INSURED—NEWLY ACQUIRED control of you is an insured with respect to OR FORMED LIMITED LIABILITY COMPANIES liability for"bodily injury", "property damage" or "personal and advertising injury" that The following replaces Paragraph 3. of arises out of: SECTION II—WHO IS AN INSURED: a. Such financial control;or 3. Any organization you newly acquire or form, b. Such person's or organization's other than a partnership or joint venture, and ownership, maintenance or use of of which you are the sole owner or in which premises leased to or occupied by you. you maintain an ownership interest of more than 50%, will qualify as a Named Insured if The insurance provided to such person or there is no other similar insurance available organization does not apply to structural to that organization. However: alterations, new construction or demolition a. Coverage under this provision is operations performed by or on behalf of such afforded only: person or organization. (1) Until the 180th day after you acquire 2. The following is added to Paragraph 4. of or form the organization or the end SECTION II—WHO IS AN INSURED: of the policy period, whichever is This paragraph does not apply to any earlier, if you do not report such premises owner, manager or lessor that has organization in writing to us within financial control of you. 180 days after you acquire or form it; G. BLANKET ADDITIONAL INSURED — or MORTGAGEES, ASSIGNEES, SUCCESSORS (2) Until the end of the policy period, OR RECEIVERS when that date is later than 180 days The following is added to SECTION II—WHO IS after you acquire or form such AN INSURED: organization, if you report such organization in writing to us within Any person or organization that is a mortgagee, 180 days after you acquire or form it; assignee, successor or receiver and that you b. Coverage A does not apply to "bodily have agreed in a written contract or agreement injury" or "property damage" that to include as an additional insured on this occurred before you acquired or formed Coverage Part is an insured, but only with the organization; and respect to its liability as mortgagee, assignee, successor or receiverfor"bodily injury","property c. Coverage B does not apply to "personal damage" or "personal and advertising injury" and advertising injury" arising out of an that: offense committed before you acquired or formed the organization. a. Is "bodily injury" or "property damage" that occurs, or is"personal and advertising injury" For the purposes of Paragraph 1. of Section caused by an offense that is committed, II — Who Is An Insured, each such CG D3 79 02 19 ©2017 The Travelers Indemnity Company.All rights reserved. Page 3 of 6 Includes copyrighted material of Insurance Services Office,Inc.with its permission. Policy#630-5X487435 COMMERCIAL GENERAL LIABILITY subsequent to the signing of that contract or openings, sidewalk vaults, elevators, street agreement;and banners or decorations. b. Arises out of the ownership, maintenance or I. BLANKET ADDITIONAL INSURED — use of the premises for which that GOVERNMENTAL ENTITIES — PERMITS mortgagee, assignee, successor or receiver OR AUTHORIZATIONS RELATING TO is required under that contract or agreement OPERATIONS to be included as an additional insured on The following is added to SECTION II—WHO IS this Coverage Part. AN INSURED: The insurance provided to such mortgagee, Any governmental entity that has issued a permit assignee, successor or receiver is subject to the or authorization with respect to operations following provisions: performed by you or on your behalf and that you a. The limits of insurance provided to such are required by any ordinance, law, building code mortgagee, assignee, successor or receiver or written contract or agreement to include as an will be the minimum limits that you agreed to additional insured on this Coverage Part is an provide in the written contract or agreement, insured, but only with respect to liability for or the limits shown in the Declarations, "bodily injury", "property damage" or "personal whichever are less. and advertising injury' arising out of such b. The insurance provided to such person or operations. organization does not apply to: The insurance provided to such governmental (1) Any"bodily injury' or "property damage" entity does not apply to: that occurs, or any "personal and a. Any "bodily injury", "property damage" or advertising injury" caused by an offense "personal and advertising injury" arising out that is committed, after such contract or of operations performed for the agreement is no longer in effect; or governmental entity; or (2) Any"bodily injury", "property damage" or b. Any "bodily injury" or "property damage" "personal and advertising injury" arising included in the "products-completed out of any structural alterations, new operations hazard". construction or demolition operations J. INCIDENTAL MEDICAL MALPRACTICE performed by or on behalf of such mortgagee, assignee, successor or 1. The following replaces Paragraph b. of the receiver. definition of "occurrence" in the H. BLANKET ADDITIONAL INSURED — DEFINITIONS Section: GOVERNMENTAL ENTITIES — PERMITS OR b. An act or omission committed in AUTHORIZATIONS RELATING TO PREMISES providing or failing to provide "incidental The following is added to SECTION II—WHO IS medical services", first aid or "Good AN INSURED: Samaritan services"to a person, unless you are in the business or occupation of Any governmental entity that has issued a permit providing professional health care or authorization with respect to premises owned services. or occupied by, or rented or loaned to, you and 2. The following replaces the last paragraph of that you are required by any ordinance, law, Paragraph 2.a.(1) of SECTION II —WHO IS building code or written contract or agreement to AN INSURED: include as an additional insured on this Unless you are in the business or occupation Coverage Part is an insured, but only with of providing professional health care respect to liability for "bodily injury", "property services, Paragraphs (1)(a), (b), (c) and (d) damage" or "personal and advertising injury" above do not apply to "bodily injury" arising arising out of the existence, ownership, use, out of providing or failing to provide: maintenance, repair, construction, erection or removal of any of the following for which that (a) "Incidental medical services" by any of governmental entity has issued such permit or your "employees" who is a nurse, authorization: advertising signs, awnings, nurse assistant, emergency medical canopies, cellar entrances, coal holes, technician, paramedic, athletic trainer, driveways, manholes, marquees, hoist away audiologist, dietitian, nutritionist, Page 4 of 6 ©2017 The Travelers Indemnity Company.All rights reserved. CG D3 79 02 19 Includes copyrighted material of Insurance Services Office,Inc.with its permission. Policy#630-5X487435 COMMERCIAL GENERAL LIABILITY occupational therapist or occupational that is available to any of your "employees" therapy assistant, physical therapist or for"bodily injury" that arises out of providing speech-language pathologist; or or failing to provide "incidental medical (b) First aid or "Good Samaritan services" services" to any person to the extent not by any of your"employees"or"volunteer subject to Paragraph 2.a.(1) of Section II — workers", other than an employed or Who Is An Insured. volunteer doctor. Any such "employees" K. MEDICAL PAYMENTS—INCREASED LIMIT or"volunteer workers" providing or failing The following replaces Paragraph 7. of to provide first aid or "Good Samaritan SECTION III—LIMITS OF INSURANCE: services"during their work hours for you will be deemed to be acting within the 7. Subject to Paragraph 5. above, the Medical scope of their employment by you or Expense Limit is the most we will pay under performing duties related to the conduct Coverage C for all medical expenses of your business. because of "bodily injury" sustained by any 3. The following replaces the last sentence of one person,and will be the higher of: Paragraph 5. of SECTION III — LIMITS OF a. $10,000; or INSURANCE: For the purposes of determining the b. The amount shown in the Declarations of applicable Each Occurrence Limit, all related this Coverage Part for Medical Expense acts or omissions committed in providing or Limit. failing to provide "incidental medical L. AMENDMENT OF EXCESS INSURANCE services", first aid or "Good Samaritan CONDITION—PROFESSIONAL LIABILITY services"to any one person will be deemed to be one"occurrence". The following is added to Paragraph 4.b., Excess Insurance, of SECTION IV — 4. The following exclusion is added to COMMERCIAL GENERAL LIABILITY Paragraph 2., Exclusions, of SECTION I — CONDITIONS: COVERAGES — COVERAGE A — BODILY INJURY AND PROPERTY DAMAGE This insurance is excess over any of the other LIABILITY: insurance, whether primary, excess, contingent Sale Of Pharmaceuticals or on any other basis, that is Professional Liability or similar coverage, to the extent the "Bodily injury" or "property damage" arising loss is not subject to the professional services out of the violation of a penal statute or exclusion of Coverage A or Coverage B. ordinance relating to the sale of M. BLANKET WAIVER OF SUBROGATION — pharmaceuticals committed by, or with the WHEN REQUIRED BY WRITTEN CONTRACT knowledge or consent of the insured. OR AGREEMENT 5. The following is added to the DEFINITIONS Section: The following is added to Paragraph 8.,Transfer "Incidental medical services"means: Of Rights Of Recovery Against Others To Us, of SECTION IV — COMMERCIAL GENERAL a. Medical, surgical, dental, laboratory, x- LIABILITY CONDITIONS: ray or nursing service or treatment, advice or instruction, or the related If the insured has agreed in a written contract or furnishing of food or beverages; or agreement to waive that insured's right of recovery against any person or organization, we b. The furnishing or dispensing of drugs or waive our right of recovery against such person medical, dental, or surgical supplies or or organization, but only for payments we make appliances. because of: 6. The following is added to Paragraph 4.b., a. "Bodily injury" or "property damage" that Excess Insurance, of SECTION IV — COMMERCIAL GENERAL LIABILITY occurs; or CONDITIONS: b. "Personal and advertising injury" caused by This insurance is excess over any valid and an offense that is committed; collectible other insurance, whether primary, subsequent to the signing of that contract or excess, contingent or on any other basis, agreement. CG D3 79 02 19 ©2017 The Travelers Indemnity Company.All rights reserved. Page 5 Of 6 Includes copyrighted material of Insurance Services Office,Inc.with its permission. Policy#630-5X487435 COMMERCIAL GENERAL LIABILITY N. CONTRACTUAL LIABILITY—RAILROADS 1. The following replaces Paragraph c. of the definition of "insured contract" in the DEFINITIONS Section: c. Any easement or license agreement; 2. Paragraph f.(1) of the definition of "insured contract" in the DEFINITIONS Section is deleted. Page 6 of 6 ©2017 The Travelers Indemnity Company.All rights reserved. CG D3 79 02 19 Includes copyrighted material of Insurance Services Office,Inc.with its permission. POLICY NUMBER: 630-5x487435 ISSUE DATE: THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED PERSON OR ORGANIZATION - NOTICE OF CANCELLATION, NONRENEWAL OR MATERIAL LIMITATION OF COVERAGE PROVIDED BY US This endorsement modifies insurance provided under the following: ALL COVERAGE PARTS INCLUDED IN THIS POLICY SCHEDULE CANCELLATION: Number of Days Notice: 30 WHEN WE DO NOT RENEW(Nonrenewal): Number of Days Notice: 30 MATERIAL LIMITATION OF COVERAGE: Number of Days Notice: 30 PERSON OR AS REQUIRED BY WRITTEN CONTRACT ORGANIZATION: ADDRESS: AS REQUIRED BY WRITTEN CONTRACT PROVISIONS in such Schedule. We will mail such notice to the A. If we cancel this policy for any legally permitted address shown in the Schedule above at least the reason other than nonpayment of premium, and a number of days shown for When We Do Not number of days is shown for Cancellation in the Renew (Nonrenewal) in such Schedule before the Schedule above, we will mail notice of effective date of nonrenewal. cancellation to the person or organization shown C. If we add a material limitation on the coverage in such Schedule. We will mail such notice to the provided by this policy, and a number of days is address shown in the Schedule above at least the shown for Material Limitation Of Coverage in the number of days shown for Cancellation in such Schedule above, we will mail notice of such Schedule before the effective date of cancellation. limitation to the person or organization shown in B. If we do not renew this policy for any legally such Schedule. We will mail such notice to the permitted reason other than nonpayment of address shown in the Schedule above at least the premium, and a number of days is shown for number of days shown for Material Limitation Of When We Do Not Renew (Nonrenewal) in the Coverage in such Schedule before the effective Schedule above, we will mail notice of date of such limitation. nonrenewal to the person or organization shown IL T3 54 05 19 ©2019 The Travelers Indemnity Company. All rights reserved. Page 1 of 1 Policy Number: 810-5X558309 COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BUSINESS AUTO EXTENSION ENDORSEMENT - FLORIDA This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM GENERAL DESCRIPTION OF COVERAGE—This endorsement broadens coverage. However, coverage for any injury, damage or medical expenses described in any of the provisions of this endorsement may be excluded or limited by another endorsement to the Coverage Part, and these coverage broadening provisions do not apply to the extent that coverage is excluded or limited by such an endorsement. The following listing is a general coverage description only. Limitations and exclusions may apply to these coverages. Read all the provisions of this endorsement and the rest of your policy carefully to determine rights, duties, and what is and is not covered. A. BROAD FORM NAMED INSURED H. HIRED AUTO PHYSICAL DAMAGE— LOSS OF B. BLANKET ADDITIONAL INSURED USE— INCREASED LIMIT C. EMPLOYEE HIRED AUTO I. PHYSICAL DAMAGE — TRANSPORTATION EXPENSES—INCREASED LIMIT D. EMPLOYEES AS INSURED J. PERSONAL PROPERTY E. SUPPLEMENTARY PAYMENTS— K. AIRBAGS INCREASED LIMITS F. HIRED AUTO — LIMITED WORLDWIDE L. NOTICE AND KNOWLEDGE OF ACCIDENT OR COVERAGE—INDEMNITY BASIS LOSS G. WAIVER OF DEDUCTIBLE—GLASS M. BLANKET WAIVER OF SUBROGATION N. UNINTENTIONAL ERRORS OR OMISSIONS PROVISIONS during the policy period, to be named as an A. BROAD FORM NAMED INSURED additional insured is an "insured" for Covered Autos Liability Coverage, but only for damages to The following is added to Paragraph A.1., Who Is which this insurance applies and only to the An Insured, of SECTION II—COVERED AUTOS extent that person or organization qualifies as an LIABILITY COVERAGE: "insured" under the Who Is An Insured provision Any organization you newly acquire or form contained in Section II. during the policy period over which you maintain C. EMPLOYEE HIRED AUTO 50% or more ownership interest and that is not 1. The following is added to Paragraph A.1., separately insured for Business Auto Coverage. Who Is An Insured, of SECTION II — Coverage under this provision is afforded only until the 180th day after you acquire or form the COVERED AUTOS LIABILITY COVERAGE: organization or the end of the policy period, An "employee" of yours is an "insured" while whichever is earlier. operating an "auto" hired or rented under a B. BLANKET ADDITIONAL INSURED contract or agreement in an "employee's" name, with your permission, while performing The following is added to Paragraph c. in A.1., duties related to the conduct of your Who Is An Insured, of SECTION II — COVERED business. AUTOS LIABILITY COVERAGE: 2. The following replaces Paragraph b. in B.5., Any person or organization who is required under Other Insurance, of SECTION IV — a written contract or agreement between you and BUSINESS AUTO CONDITIONS: that person or organization, that is signed and executed by you before the "bodily injury" or b. For Hired Auto Physical Damage "property damage" occurs and that is in effect Coverage, the following are deemed to be covered "autos" you own: CA F2 19 03 21 ©2021 The Travelers Indemnity Company.All rights reserved. Page 1 of 4 Includes copyrighted material of Insurance Services Office, Inc.with its permission COMMERCIAL AUTO (1) Any covered "auto" you lease, hire, days or less and that is not an "auto" you rent or borrow; and lease, hire, rent or borrow from any of your (2) Any covered auto hired or rented by "employees", partners (if you are a your "employee" under a contract in partnership), members (if you are a limited an "employee's" name, with your liability company) or members of their permission, while performing duties households. related to the conduct of your (a) With respect to any claim made or "suit" business. brought outside the United States of However, any "auto" that is leased, hired, America, the territories and possessions rented or borrowed with a driver is not a of the United States of America, Puerto covered "auto". Rico and Canada: D. EMPLOYEES AS INSURED (i) You must arrange to defend the "insured" against, and investigate or The following is added to Paragraph A.1., Who Is settle any such claim or "suit" and An Insured, of SECTION II—COVERED AUTOS keep us advised of all proceedings LIABILITY COVERAGE: and actions. Any "employee" of yours is an "insured" while (ii) Neither you nor any other involved using a covered "auto" you don't own, hire or "insured" will make any settlement borrow in your business or your personal affairs. without our consent. E. SUPPLEMENTARY PAYMENTS — INCREASED (iii)We may, at our discretion, participate LIMITS in defending the "insured" against, or 1. The following replaces Paragraph A.2.a.(2), in the settlement of, any claim or of SECTION II — COVERED AUTOS "suit". LIABILITY COVERAGE: (iv)We will reimburse the "insured" for sums that the "insured" legally must (2) Up to $3,000 for cost of bail bonds pay as damages because of "bodily (including bonds for related traffic law injury" or "property damage" to which violations) required because of an this insurance applies, that the "accident" we cover. We do not have to "insured" pays with our consent, but furnish these bonds. only up to the limit described in 2. The following replaces Paragraph A.2.a.(4), Paragraph C., Limits Of Insurance, of of SECTION II — COVERED AUTOS SECTION II — COVERED AUTOS LIABILITY COVERAGE: LIABILITY COVERAGE. (4) All reasonable expenses incurred by the (v) We will reimburse the "insured" for "insured" at our request, including actual the reasonable expenses incurred loss of earnings up to $500 a day with our consent for your because of time off from work. investigation of such claims and your F. HIRED AUTO — LIMITED WORLDWIDE defense of the "insured" against any COVERAGE—INDEMNITY BASIS such "suit", but only up to and included within the limit described in The following replaces Subparagraph (5) in Paragraph C., Limits Of Insurance, of Paragraph B.7., Policy Period, Coverage SECTION II — COVERED AUTOS Territory, of SECTION IV — BUSINESS AUTO LIABILITY COVERAGE, and not in CONDITIONS: addition to such limit. Our duty to (5) Anywhere in the world, except any country or make such payments ends when we jurisdiction while any trade sanction, have used up the applicable limit of embargo, or similar regulation imposed by the insurance in payments for damages, United States of America applies to and settlements or defense expenses. prohibits the transaction of business with or (b) This insurance is excess over any valid within such country or jurisdiction, for and collectible other insurance available Covered Autos Liability Coverage for any to the "insured" whether primary, excess covered "auto" that you lease, hire, rent or contingent or on any other basis. borrow without a driver for a period of 30 Page 2 of 4 ©2021 The Travelers Indemnity Company.All rights reserved. CA F2 19 03 21 Includes copyrighted material of Insurance Services Office, Inc.with its permission COMMERCIAL AUTO (c) This insurance is not a substitute for J. PERSONAL PROPERTY required or compulsory insurance in any The following is added to Paragraph AA., country outside the United States, its Coverage Extensions, of SECTION III — territories and possessions, Puerto Rico PHYSICAL DAMAGE COVERAGE: and Canada. You agree to maintain all required or Personal Property compulsory insurance in any such We will pay up to $400 for "loss" to wearing country up to the minimum limits required apparel and other personal property which is: by local law. Your failure to comply with (1) Owned by an "insured"; and compulsory insurance requirements will (2) In or on your covered "auto". not invalidate the coverage afforded by this policy, but we will only be liable to the This coverage applies only in the event of a total same extent we would have been liable theft of your covered "auto". had you complied with the compulsory No deductibles apply to this Personal Property insurance requirements. coverage. (d) It is understood that we are not an K. AIRBAGS admitted or authorized insurer outside the The following is added to Paragraph B.3., United States of America, its territories Exclusions, of SECTION III — PHYSICAL and possessions, Puerto Rico and DAMAGE COVERAGE: Canada. We assume no responsibility for the furnishing of certificates of insurance, Exclusion 3.a. does not apply to "loss" to one or or for compliance in any way with the more airbags in a covered "auto" you own that laws of other countries relating to inflate due to a cause other than a cause of"loss" insurance. set forth in Paragraphs A.1.b. and A.1.c., but G. WAIVER OF DEDUCTIBLE—GLASS only: a. If that "auto" is a covered "auto" for The following is added to Paragraph D.,Deductible, of SECTION III — PHYSICAL Comprehensive Coverage under this policy; DAMAGE COVERAGE: b. The airbags are not covered under any No deductible applies under Specified Causes of warranty; and Loss or Comprehensive coverage for "loss" to c. The airbags were not intentionally inflated. glass used in the windshield. We will pay up to a maximum of $1,000 for any H. HIRED AUTO PHYSICAL DAMAGE— LOSS OF one "loss". USE—INCREASED LIMIT L. NOTICE AND KNOWLEDGE OF ACCIDENT OR The following replaces the last sentence of LOSS Paragraph A.4.b., Loss Of Use Expenses, of The following is added to Paragraph A.2.a., of SECTION III — PHYSICAL DAMAGE SECTION IV— BUSINESS AUTO CONDITIONS: COVERAGE: Your duty to give us or our authorized However, the most we will pay for any expenses representative prompt notice of the "accident" or for loss of use is $65 per day, to a maximum of "loss"applies only when the"accident"or"loss" is $750 for any one "accident". known to: I. PHYSICAL DAMAGE — TRANSPORTATION (a) You (if you are an individual); EXPENSES—INCREASED LIMIT (b) A partner(if you are a partnership); The following replaces the first sentence in (c) A member (if you are a limited liability Paragraph A.4.a., Transportation Expenses, of company); SECTION III — PHYSICAL DAMAGE COVERAGE: (d) An executive officer, director or insurance We will pay up to $50 per day to a maximum of manager (if you are a corporation or other organization); or $1,500 for temporary transportation expense incurred by you because of the total theft of a (e) Any "employee" authorized by you to give covered "auto" of the private passenger type. notice of the "accident" or"loss". CA F2 19 03 21 ©2021 The Travelers Indemnity Company.All rights reserved. Page 3 of 4 Includes copyrighted material of Insurance Services Office, Inc.with its permission COMMERCIAL AUTO M. BLANKET WAIVER OF SUBROGATION by such contract. The waiver applies only to The following replaces Paragraph A.5., Transfer the person or organization designated in such Of Rights Of Recovery Against Others To Us, contract. of SECTION IV — BUSINESS AUTO N. UNINTENTIONAL ERRORS OR OMISSIONS CONDITIONS: The following is added to Paragraph B.2., 5. Transfer Of Rights Of Recovery Against Concealment, Misrepresentation, Or Fraud, of Others To Us SECTION IV— BUSINESS AUTO CONDITIONS: We waive any right of recovery we may have The unintentional omission of, or unintentional against any person or organization to the error in, any information given by you shall not extent required of you by a written contract prejudice your rights under this insurance. signed and executed prior to any "accident' However this provision does not affect our right to or 'loss", provided that the "accident' or collect additional premium or exercise our right of "loss" arises out of operations contemplated cancellation or non—renewal. Page 4 of 4 ©2021 The Travelers Indemnity Company.All rights reserved. CA F2 19 03 21 Includes copyrighted material of Insurance Services Office, Inc.with its permission Policy Number: 810-5X558309 COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET ADDITIONAL INSURED - PRIMARY AND NON-CONTRIBUTORY WITH OTHER INSURANCE This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM PROVISIONS 2. The following is added to Paragraph B.S., Other 1. The following is added to Paragraph A.1.c., Who Insurance of SECTION IV — BUSINESS AUTO Is An Insured, of SECTION II — COVERED CONDITIONS: AUTOS LIABILITY COVERAGE: Regardless of the provisions of paragraph a. and This includes any person or organization who you paragraph d. of this part S. Other Insurance, this are required under a written contract or insurance is primary to and non-contributory with agreement between you and that person or applicable other insurance under which an organization, that is signed by you before the additional insured person or organization is the "bodily injury" or "property damage" occurs and first named insured when the written contract or that is in effect during the policy period, to name agreement between you and that person or as an additional insured for Covered Autos organization, that is signed by you before the Liability Coverage, but only for damages to which "bodily injury" or "property damage" occurs and this insurance applies and only to the extent of that is in effect during the policy period, requires that person's or organization's liability for the this insurance to be primary and non-contributory. conduct of another"insured". CA T4 74 02 16 ©2016 The Travelers Indemnity Company.All rights reserved. Page 1 of 1 Includes copyrighted material of Insurance Services Office, Inc.with its permission. POLICY NUMBER: 810-5x558309 ISSUE DATE: THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED PERSON OR ORGANIZATION - NOTICE OF CANCELLATION, NONRENEWAL OR MATERIAL LIMITATION OF COVERAGE PROVIDED BY US This endorsement modifies insurance provided under the following: ALL COVERAGE PARTS INCLUDED IN THIS POLICY SCHEDULE CANCELLATION: Number of Days Notice: 30 WHEN WE DO NOT RENEW(Nonrenewal): Number of Days Notice: 30 MATERIAL LIMITATION OF COVERAGE: Number of Days Notice: 30 PERSON OR AS REQUIRED BY WRITTEN CONTRACT ORGANIZATION: ADDRESS: AS REQUIRED BY WRITTEN CONTRACT TAMPA FL 33634 PROVISIONS in such Schedule. We will mail such notice to the A. If we cancel this policy for any legally permitted address shown in the Schedule above at least the reason other than nonpayment of premium, and a number of days shown for When We Do Not number of days is shown for Cancellation in the Renew (Nonrenewal) in such Schedule before the Schedule above, we will mail notice of effective date of nonrenewal. cancellation to the person or organization shown C. If we add a material limitation on the coverage in such Schedule. We will mail such notice to the provided by this policy, and a number of days is address shown in the Schedule above at least the shown for Material Limitation Of Coverage in the number of days shown for Cancellation in such Schedule above, we will mail notice of such Schedule before the effective date of limitation to the person or organization shown in cancellation. such Schedule. We will mail such notice to the B. If we do not renew this policy for any legally address shown in the Schedule above at least the permitted reason other than nonpayment of number of days shown for Material Limitation Of premium, and a number of days is shown for Coverage in such Schedule before the effective When We Do Not Renew (Nonrenewal) in the date of such limitation. Schedule above, we will mail notice of nonrenewal to the person or organization shown IL T3 54 05 19 ©2019 The Travelers Indemnity Company.All rights reserved. Page 1 of 1 TRAVELERS JW WORKERS COMPENSATION AND ONE TOWER SQUARE EMPLOYERS LIABILITY POLICY HARTFORD CT 06183 ENDORSEMENT WC 99 06 R3 (00) - 001 POLICY NUMBER: UB-5x489557 NOTICE OF CANCELLATION TO DESIGNATED PERSONS OR ORGANIZATIONS The following is added to PART SIX—CONDITIONS : Notice Of Cancellation To Designated Persons Or Organizations If we cancel this policy for any reason other than non-payment of premium by you, we will provide notice of such cancellation to each person or organization designated in the Schedule below. We will mail or deliver such notice to each person or organization at its listed address at least the number of days shown for that person or organiza- tion before the cancellation is to take effect. You are responsible for providing us with the information necessary to accurately complete the Schedule below. If we cannot mail or deliver a notice of cancellation to a designated person or organization because the name or address of such designated person or organization provided to us is not accurate or complete, we have no responsibility to mail, deliver or otherwise notify such designated person or organization of the cancellation. SCHEDULE Name and Address of Designated Persons or Organizations: Number of Days Notice ANY PERSON OR ORGANIZATION WITH WHOM YOU HAVE AGREED IN A WRITTEN CONTRACT THAT NOTICE OF CANCELLATION OF THIS POLICY WILL BE GIVEN 30 BUT ONLY IF: 1. YOU SEE TO IT THAT WE RECEIVE A WRITTEN REQUEST TO PROVIDE SUCH NOTICE, INCLUDING THE NAME AND ADDRESS OF SUCH PE RSON OR ORGANIZATION, AFTER THE FIRST NAMED INSURED RECEIVES NOTI CE FROM US OF THE CANCELLATION OF THIS POLICY; AND 2 . WE RECEIVE SUCH WRITTEN REQUEST AT LEAST 14 DAYS BEFORE THE BE GINNING OF THE APPLICABLE NUMBER OF DAYS SHOWN IN THIS ENDORSEMEN T. ADDRESS: THE ADDRESS FOR THAT PERSON OR ORGANIZATION INCLUDED IN SUCH WRITTEN REQUEST FROM YOU TO US. All other terms and conditions of this policy remain unchanged. This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) Endorsement Effective Policy No. Endorsement No. Insured Premium $ Insurance Company Countersigned by DATE OF ISSUE: ST ASSIGN: Page 1 of 1 ©2013 The Travelers Indemnity Company.All rights reserved. _TRAVELERS WORKERS COMPENSATION AND ONE TOWER SQUARE EMPLOYERS LIABILITY POLICY HARTFORD CT 06183 ENDORSEMENT WC 99 03 76 ( A) - 001 POLICY NUMBER: UB-5X489557 WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT - CALIFORNIA (BLANKET WAIVER) We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. The additional premium for this endorsement shall be % of the California workers' compensation pre- mium. Schedule Person or Organization Job Description ANY PERSON OR ORGANIZATION FOR WHICH THE INSURED HAS AGREED BY WRITTEN CONTRACT EXECUTED PRIOR TO LOSS TO FURNISH THIS WAIVER. This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) Endorsement Effective Policy No. Endorsement No. Insured Premium Insurance Company Countersigned by DATE OF ISSUE: ST ASSIGN: Page 1 of 1 POLICY NUMBER: CUP-5X642114 ISSUE DATE: THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED PERSON OR ORGANIZATION - NOTICE OF CANCELLATION, NONRENEWAL OR MATERIAL LIMITATION OF COVERAGE PROVIDED BY US This endorsement modifies insurance provided under the following: ALL COVERAGE PARTS INCLUDED IN THIS POLICY SCHEDULE CANCELLATION: Number of Days Notice: 30 WHEN WE DO NOT RENEW(Nonrenewal): Number of Days Notice: 30 MATERIAL LIMITATION OF COVERAGE: Number of Days Notice: 30 PERSON OR AS PER WRITTEN CONTRACT ORGANIZATION: ADDRESS: AS REQUIRED BY WRITTEN CONTRACT PROVISIONS in such Schedule. We will mail such notice to the A. If we cancel this policy for any legally permitted address shown in the Schedule above at least the reason other than nonpayment of premium, and a number of days shown for When We Do Not number of days is shown for Cancellation in the Renew (Nonrenewal) in such Schedule before the Schedule above, we will mail notice of effective date of nonrenewal. cancellation to the person or organization shown C. If we add a material limitation on the coverage in such Schedule. We will mail such notice to the provided by this policy, and a number of days is address shown in the Schedule above at least the shown for Material Limitation Of Coverage in the number of days shown for Cancellation in such Schedule above, we will mail notice of such Schedule before the effective date of limitation to the person or organization shown in cancellation. such Schedule. We will mail such notice to the B. If we do not renew this policy for any legally address shown in the Schedule above at least the permitted reason other than nonpayment of number of days shown for Material Limitation Of premium, and a number of days is shown for Coverage in such Schedule before the effective When We Do Not Renew (Nonrenewal) in the date of such limitation. Schedule above, we will mail notice of nonrenewal to the person or organization shown IL T3 54 05 19 ©2019 The Travelers Indemnity Company.All rights reserved. Page 1 of 1 Policy Number: CUP-5X642114 UMBRELLA EXCESS FOLLOW-FORM AND UMBRELLA LIABILITY INSURANCE THIS POLICY, IN PART, PROVIDES FOLLOW-FORM LIABILITY COVERAGE. COVERAGE WILL APPLY ON A CLAIMS-MADE BASIS WHEN FOLLOWING CLAIMS-MADE UNDERLYING INSURANCE. COVERAGE WILL APPLY ON A DEFENSE-WITHIN-LIMITS BASIS WHEN FOLLOWING UNDERLYING INSURANCE UNDER WHICH DEFENSE EXPENSES ARE PAYABLE WITHIN, AND NOT IN ADDITION TO, THE LIMITS OF INSURANCE. WHEN FOLLOWING SUCH UNDERLYING INSURANCE, PAYMENT OF DEFENSE EXPENSES UNDER THIS POLICY WILL REDUCE, AND MAY EXHAUST, THE LIMITS OF INSURANCE OF THIS POLICY. PLEASE READ THE ENTIRE POLICY CAREFULLY. Various provisions in this policy restrict coverage. Read the entire policy carefully to determine rights, duties and what is and is not covered. Throughout this policy, the words "you" and "your" refer to the Named Insured shown in the Declarations and any other person or organization qualifying as a Named Insured under this policy. The words "we", "us" and 'bur" refer to the company providing this insurance. The word "insured" means any person or organization qualifying as such under SECTION II — WHO IS AN INSURED. Other words and phrases that appear in quotation marks have special meaning. Refer to SECTION VI — DEFINITIONS. SECTION I —COVERAGES provisions to the contrary contained in this insurance. A. COVERAGE A — EXCESS FOLLOW-FORM LIABILITY 3. The amount we will pay for damages is limited as described in SECTION III — LIMITS OF 1. We will pay on behalf of the insured those INSURANCE. sums, in excess of the "applicable underlying limit", that the insured becomes legally 4. For the purposes of Paragraph 1. above: obligated to pay as damages to which a. The applicable limit of insurance stated Coverage A of this insurance applies, provided for the policies of "underlying insurance" that the "underlying insurance" would apply to in the Schedule Of Underlying Insurance such damages but for the exhaustion of its will be considered to be reduced or applicable limits of insurance. If a sublimit is exhausted only by the following specified in any "underlying insurance", payments: Coverage A of this insurance applies to (1) Payments of judgments or damages that are in excess of that sublimit only settlements for damages that are if such sublimit is shown for that "underlying covered by that "underlying insurance" in the Schedule Of Underlying insurance". However, if such Insurance. "underlying insurance" has a policy 2. Coverage A of this insurance is subject to the period which differs from the policyperiod of this Excess Follow-Form same terms, conditions, agreements, And Umbrella Liability Insurance, any exclusions and definitions as the "underlying such payments for damages that insurance", except with respect to any would not be covered by this Excess Follow-Form And Umbrella Liability EU 00 01 07 16 ©2016 The Travelers Indemnity Company.All rights reserved. Page 1 of 22 Policy Number: CUP-5X642114 UMBRELLA Insurance because of its different policy date provision, the retroactive date for period will not reduce or exhaust the Coverage A of this insurance is the same as applicable limit of insurance stated for the retroactive date of that "underlying such "underlying insurance"; insurance". (2) Payments of "medical expenses" that B. COVERAGE B—UMBRELLA LIABILITY are covered by that "underlying 1. We will pay on behalf of the insured those insurance" and are incurred for "bodily injury" caused by an accident that takes that the insured becomes sums in excess of the "self-insured gallyeobligated to place during the policy period of this pay as damages because of "bodily injury", Excess Follow-Form And Umbrella "property damage", "personal injury" or Liability Insurance; or advertising injury to which Coverage B of (3) Payments of defense expenses that this insurance applies. are covered by that "underlying 2. Coverage B of this insurance applies to insurance", only if such "underlying "bodily injury" or"property damage" only if: insurance" includes such payments within the limits of insurance. However, a. The "bodily injury" or "property damage" is if such "underlying insurance" has a caused by an 'occurrence" that takes policy period which differs from the place anywhere in the world; policy period of this Excess Follow- b. The "bodily injury" or "property damage" Form And Umbrella Liability Insurance, occurs during the policy period; and any such payments for defense c. Prior to the policy period, no insured listed expenses that would not be covered by under Paragraph 1. in Paragraph B., this Excess Follow-Form And Umbrella COVERAGE B — UMBRELLA Liability Insurance because of its LIABILITY, of SECTION II — WHO IS AN different policy period will not reduce or INSURED and no "employee" authorized exhaust the applicable limit of by you to give or receive notice of an insurance stated for such "underlying 'occurrence" or claim, knew that the insurance". "bodily injury" or "property damage" had If the applicable limit of insurance stated for occurred, in whole or in part. If such a the policies of "underlying insurance" in the listed insured or authorized "employee" Schedule Of Underlying Insurance is knew, prior to the policy period, that the actually reduced or exhausted by other "bodily injury" or "property damage" payments, Coverage A of this insurance is occurred, in whole or in part, then any not invalidated. However, in the event of a continuation, change or resumption of loss, we will pay only to the extent that we such "bodily injury" or "property damage" would have paid had such limit not been during or after the policy period will be actually reduced or exhausted by such deemed to have been known prior to the other payments. policy period. b. If any "underlying insurance" has a limit of 3. Coverage B of this insurance applies to insurance greater than the amount shown "personal injury" or "advertising injury" caused for that insurance in the Schedule of by an offense arising out of your business, but Underlying Insurance, this insurance will only if the offense was committed during the apply in excess of that greater amount. If policy period anywhere in the world. any "underlying insurance" has a limit of 4. The amount we will pay for damages is limited insurance, prior to any reduction or as described in SECTION III — LIMITS OF exhaustion by payment of damages, INSURANCE. medical expenses or defense expenses described in Paragraph a. above, that is S. "Bodily injury" or"property damage": less than the amount shown for that a. Which occurs during the policy period; and insurance in the Schedule Of Underlying b. Which was not prior to, but was during, the Insurance, this insurance will apply in policy period known to have occurred by excess of the amount shown for such any insured listed under Paragraph 1. in insurance in the Schedule Of Underlying Paragraph B., COVERAGE B — Insurance. UMBRELLA LIABILITY of SECTION II — S. When the "underlying insurance" applies on a WHO IS AN INSURED, or any "employee" claims-made basis and includes a retroactive authorized by you to give notice of an "occurrence" or claim; Page 2 of 22 ©2016 The Travelers Indemnity Company.All rights reserved. EU 00 01 07 16 Policy Number: CUP-5X642114 UMBRELLA includes any continuation, change or Management Service Expenses Limit has resumption of the "bodily injury" or "property been exhausted, whichever occurs first. damage" after the end of the policy period. 4. The amount we will pay for "crisis 6. "Bodily injury" or "property damage" will be management service expenses" is limited as deemed to have been known to have occurred described in SECTION III — LIMITS OF at the earliest time when any insured listed INSURANCE. under Paragraph 1. in Paragraph B., 5. A "self-insured retention" does not apply to COVERAGE B — UMBRELLA LIABILITY, of "crisis management service expenses". SECTION II — WHO IS AN INSURED or any "employee" authorized by you to give or receive 6. Any payment of "crisis management service notice of an "occurrence" or claim: expenses" that we make will not be determinative of our obligations under this a. Reports all, or any part, of the "bodily injury" insurance with respect to any claim or "suit" or or "property damage" to us or any other create any duty to defend or indemnify any insurer; insured for any claim or"suit". b. Receives a written or verbal demand or D. DEFENSE AND SUPPLEMENTARY PAYMENTS claim for damages because of the "bodily 1 We will have the right and duty to defend the injury or property damage"; or insured: c. Becomes aware by any other means that the "bodily injury" or "property damage" has a. Under Coverage A, against a "suit" occurred or has begun to occur. seeking damages to which such coverage applies, if: 7. Damages because of "bodily injury" include (1) The "applicable underlying limit" is the damages claimed by any person or applicable limit of insurance stated for organization for care, loss of services or death a policy of "underlying insurance" in resulting at any time from the "bodily injury". the Schedule Of Underlying 8. Coverage B of this insurance does not apply to Insurance and such limit has been damages covered by any "underlying exhausted solely due to payments as insurance" or that would have been covered by permitted in Paragraphs 4.a.(1), (2) any "underlying insurance" but for the and (3) of COVERAGE A — EXCESS exhaustion of its applicable limit of insurance. FOLLOW-FORM LIABILITY of C. COVERAGE C — CRISIS MANAGEMENT SECTION I —COVERAGES; or SERVICE EXPENSES (2) The "applicable underlying limit" is the 1. We will reimburse the insured, or pay on the applicable limit of any "other insured's behalf, "crisis management service insurance" and such limit has been expenses" to which Coverage C applies. exhausted by payments of judgments, settlements or medical expenses, or 2. Coverage C of this insurance applies to "crisis related costs or expenses (if such management service expenses" that: costs or expenses reduce such a. Arise out of a "crisis management event" limits). that first commences during the policy For any "suit" for which we have the right period; and duty to defend the insured under b. Are incurred by the insured, after a "crisis Coverage A, defense expenses will be management event" first commences and within the limits of insurance of this policy before such event ends; and when such expenses are within the limits c. Are submitted to us within 180 days after of insurance of the applicable "underlying the "crisis management advisor" advises insurance"; or you that the "crisis management event" no b. Under Coverage B, against a "suit" longer exists. seeking damages to which such coverage 3. A"crisis management event" will be deemed to: applies. 2. We have no duty to defend any insured a. First commence at the time when any against any "suit": "executive officer" first becomes aware of an "event" or "occurrence" that leads to that a. Seeking damages to which this insurance "crisis management event"; and does not apply; or b. End when we decide that the crisis no b. If any other insurer has a duty to defend. longer exists or when the Crisis EU 00 01 07 16 ©2016 The Travelers Indemnity Company.All rights reserved. Page 3 of 22 Policy Number: CUP-5X642114 UMBRELLA 3. When we have the duty to defend, we may, at With respect to a claim we investigate or our discretion, investigate and settle any claim settle, or "suit" against an insured we defend or "suit". In all other cases, we may, at our under COVERAGE A — EXCESS FOLLOW- discretion, participate in the investigation, FORM LIABILITY, these payments will not defense and settlement of any claim or "suit" for reduce the applicable limits of insurance, but damages to which this insurance may apply. If only if the applicable "underlying insurance" we exercise such right to participate, all provides for such payments in addition to its expenses we incur in doing so will not reduce limits of insurance. With respect to a claim we the applicable limits of insurance. investigate or settle, or "suit" against an 4. Our duty to defend ends when we have used up insured we defend under COVERAGE B — the applicable limit of insurance in the payment UMBRELLA LIABILITY, these payments will of judgments or settlements, or defense not reduce the applicable limits of insurance. expenses if such expenses are within the limits SECTION II —WHO IS AN INSURED of insurance of this policy. A. COVERAGE A — EXCESS FOLLOW-FORM S. We will pay, with respect to a claim we LIABILITY investigate or settle, or "suit" against an insured With respect to Coverage A, the following persons we defend: and organizations qualify as insureds: a. All expenses we incur. 1. The Named Insured shown in the b. The cost of: Declarations; and (1) Bail bonds required because of 2. Any other person or organization qualifying as accidents or traffic law violations arising an insured in the "underlying insurance". If out of the use of any vehicle to which you have agreed to provide insurance for that this insurance applies; or person or organization in a written contract or (2) Appeal bonds and bonds to release agreement: attachments; a. The limits of insurance afforded to such but only for bond amounts within the person or organization will be: applicable limit of insurance. We do not (1) The amount by which the minimum have to furnish these bonds. limits of insurance you agreed to c. All reasonable expenses incurred by the provide such person or organization insured at our request to assist us in the in that written contract or agreement investigation or defense of such claim or exceed the total limits of insurance of "suit", including actual loss of earnings up all applicable "underlying insurance"; to $1,000 a day because of time off from or work. (2) The limits of insurance of this policy; d. All court costs taxed against the insured in whichever is less; and the "suit". However, these payments do not b. Coverage under this policy does not apply include attorneys' fees or attorneys' to such person or organization if the expenses taxed against the insured. minimum limits of insurance you agreed e. Prejudgment interest awarded against the to provide such person or organization in insured on that part of the judgment we that written contract or agreement are pay. If we make an offer to pay the wholly within the total limits of insurance applicable limit of insurance, we will not pay of all available applicable "underlying any prejudgment interest based on that insurance". period of time after the offer. B. COVERAGE B—UMBRELLA LIABILITY f. All interest that accrues on the full amount With respect to Coverage B: of any judgment after entry of the judgment and before we have paid, offered to pay or 1. The Named Insured shown in the deposited in court the part of the judgment Declarations is an insured. that is within the applicable limit of 2. If you are: insurance. If we do not pay part of the judgment for any reason other than it is a. An individual, your spouse is also an more than the applicable limit of insurance, insured, but only with respect to the conduct of a business of which you are we will not pay any interest that accrues on the sole owner. that portion of the judgment. Page 4 of 22 ©2016 The Travelers Indemnity Company.All rights reserved. EU 00 01 07 16 Policy Number: CUP-5X642114 UMBRELLA b. A partnership or joint venture, your damages because of the injury members, your partners and their spouses described in Paragraph (1)(a) or are also insureds, but only with respect to (b) above; or the conduct of your business. (d) Arising out of his or her providing c. A limited liability company, your members or failing to provide professional are also insureds, but only with respect to health care services. the conduct of your business. Your Unless you are in the business or managers are also insureds, but only with occupation of providing professional respect to their duties as your managers. health care services, Paragraphs d. An organization other than a partnership, (1)(a), (b), (c) and (d) above do not joint venture or limited liability company, apply to "bodily injury" arising out of your "officers" and directors are also providing or failing to provide first aid insureds, but only with respect to their or "Good Samaritan services" by any duties as your "officers" or directors. Your of your "employees" or "volunteer stockholders are also insureds, but only workers other than an employed or volunteer doctor. Any such with respect to their liability as "employees" or "volunteer workers" stockholders. providing or failing to provide first aid e. A trust, your trustees are also insureds, but or "Good Samaritan services" during only with respect to their duties as trustees. their work hours for you will be 3. Each of the following is also an insured: deemed to be acting within the scope of their employment by you or a. Your "volunteer workers" only while performing duties related to the performing duties related to the conduct of conduct of your business. your business, or your "employees", other (2) "Property damage" to property: than either your "officers" (if you are an organization other than a partnership, joint (a) Owned, occupied or used by; or venture or limited liability company) or your (b) Rented to, in the care, custody or managers (if you are a limited liability control of, or over which physical company), but only for acts within the control is being exercised for any scope of their employment by you or while purpose by; performing duties related to the conduct of you, any of your "employees" or your business. However, none of these "volunteer workers", any of your "employees" or "volunteer workers" are partners or members (if you are a insureds for: partnership or joint venture), or any of OBodilY injury" personal injury":1 " " " u " your members (if you are a limited Y or (a) To you, to your partners or liability company). members (if you are a partnership b. Any person (other than your "employee" or joint venture), to your members or "volunteer worker"), or any (if you are a limited liability organization, while acting as your real company), to a co-"employee" estate manager. while in the course of his or her c. Any person or organization having proper employment or performing duties temporary custody of your property if you related to the conduct of your die, but only: business, or to your other (1) With respect to liability arising out of "volunteer workers" while the maintenance or use of that performing duties related to the property; and conduct of your business; (2) Until your legal representative has (b) To the spouse, child, parent, been appointed. brother or sister of that co- d. Your legal representative if you die, but "employee" or "volunteer worker" only with respect to duties as such. That as a consequence of Paragraph representative will have all your rights and (1)(a) above; duties under this insurance. (c) For which there is any obligation to 4. Any organization, other than a partnership, share damages with or repay joint venture or limited liability company, of someone else who must pay which you are the sole owner, or in which you EU 00 01 07 16 ©2016 The Travelers Indemnity Company.All rights reserved. Page 5 of 22 Policy Number: CUP-5X642114 UMBRELLA maintain an ownership interest of more than the date, if any, during the policy period, that 50%, on the first day of the policy period is an you no longer maintain an ownership interest insured and will qualify as a Named Insured. No of more than 50% in such organization. such organization is an insured or will qualify as 3. Any organization you newly acquire or form, a Named Insured for "bodily injury" or "property other than a partnership, joint venture or damage" that occurred, or "personal injury" or limited liability company, and of which you are "advertising injury" caused by an offense the sole owner, or in which you maintain an committed after the date, if any, during the ownership interest of more than 50%, if there policy period, that you no longer maintain an is no other similar insurance available to that ownership interest of more than 50% in such organization. However: organization. a. Coverage under this provision is afforded S. Any organization you newly acquire or form, only until the 180th day after you acquire other than a partnership, joint venture or limited or form the organization or the end of the liability company, and of which you are the sole policy period, whichever is earlier; and owner, or in which you maintain an ownership interest of more than 50%, is an insured and b. Coverage for such organization does not will qualify as a Named Insured if there is no apply to "crisis management service other similar insurance available to that expenses" arising out of a "crisis organization. However: management event" that occurred before you acquired or formed the organization, a. Coverage under this provision is afforded even if an "executive officer" only first only until the 180th day after you acquire or becomes aware of an "event" or form the organization or the end of the "occurrence" that leads to such "crisis policy period, whichever is earlier; and management event" after the date you b. Coverage for such organization does not acquired or formed the organization. apply to: No person or organization is an insured or will (1) "Bodily injury" or "property damage" qualify as a Named Insured with respect to the that occurred; or conduct of any current or past partnership, joint venture or limited liability company that is not (2) Personal injury or advertising injury shown as a Named Insured in the Declarations. arising out of an offense committed; before you acquired or formed the SECTION III —LIMITS OF INSURANCE organization. A. The Limits of Insurance shown in the Declarations No person or organization is an insured or will and the rules below fix the most we will pay for the qualify as a Named Insured with respect to the amounts described below to which this insurance conduct of any current or past partnership, joint applies regardless of the number of: venture or limited liability company that is not shown 1. Insureds; as a Named Insured in the Declarations. This 2. Claims made or"suits" brought; paragraph does not apply to any such partnership, joint venture or limited liability company that 3. Number of vehicles involved; otherwise qualifies as an insured under Paragraph 4. Persons or organizations making claims or B. of SECTION II —WHO IS AN INSURED. bringing "suits"; or C. COVERAGE C — CRISIS MANAGEMENT 5. Coverages provided under this insurance. SERVICE EXPENSES As indicated in Paragraph D.1. of SECTION I — With respect to Coverage C, the following persons COVERAGES, for any "suit" for which we have and organizations are insureds and will qualify as the right and duty to defend the insured under Named Insureds: Coverage A, defense expenses will be within the 1. The Named Insured shown in the Declarations. limits of insurance of this policy when such 2. Any organization, other than a partnership, joint expenses are within the limits of insurance of the venture or limited liability company, of which applicable "underlying insurance". you are the sole owner, or in which you B. The General Aggregate Limit is the most we will maintain an ownership interest of more than pay for the sum of all: 50%, on the first day of the policy period. No such organization is an insured or will qualify as 1. Damages; and a Named Insured for "crisis management 2. Defense expenses if such expenses are service expenses" arising out of a "crisis within the limits of insurance of this policy; management event" that first commences after except: Page 6 of 22 ©2016 The Travelers Indemnity Company.All rights reserved. EU 00 01 07 16 Policy Number: CUP-5X642114 UMBRELLA 1. Damages and defense expenses because of 1. Asbestos "bodily injury" or "property damage" included in a. Damages arising out of the actual or the "auto hazard"; alleged presence or actual, alleged or 2. Damages and defense expenses because of threatened dispersal of asbestos, "bodily injury" or "property damage" included in asbestos fibers or products containing the "products-completed operations hazard", or asbestos, provided that the damages are 3. Damages and defense expenses for which caused or contributed to by the hazardous insurance is provided under any Aircraft Liability properties of asbestos. coverage included as "underlying insurance" to b. Damages arising out of the actual or which no aggregate limit applies. alleged presence or actual, alleged or C. The Products-Completed Operations Aggregate threatened dispersal of any solid, liquid, Limit is the most we will pay for the sum of all: gaseous or thermal irritant or 1. Damages; and contaminant, including smoke, vapors, 2. Defense expenses if such expenses are within soot, fumes, acids, alkalis, chemicals and the limits of insurance of this policy; waste, and that are part of any claim or because of "bodily injury" or "property damage" "suit" which also alleges any damages included in the "products-completed operations described in Paragraph a. above. hazard". c. Any loss, cost or expense arising out of D. Subject to Paragraph B. or C. above, whichever any: applies, the Occurrence Limit is the most we will (1) Request, demand, order or statutory pay for the sum of all: or regulatory requirement that any 1. Damages, and defense expenses if such insured or others test for, monitor, expenses are within the limits of insurance of clean up, remove, contain, treat, this policy, under Coverage A arising out of any detoxify or neutralize, or in any way one "event" to which the "underlying insurance" respond to, or assess the effects of, applies a limit of insurance that is separate asbestos, asbestos fibers or products from any aggregate limit of insurance; and containing asbestos; or 2. Damages under Coverage B because of all (2) Claim or "suit" by or on behalf of any "bodily injury", "property damage", "personal governmental authority or any other injury" or "advertising injury" arising out of any person or organization because of one "occurrence". testing for, monitoring, cleaning up, For the purposes of determining the applicable removing, containing, treating, Occurrence Limit, all related acts or omissions detoxifying or neutralizing, or in any committed in the providing or failing to provide first way responding to, or assessing the aid or"Good Samaritan services" to any one person effects of, asbestos, asbestos fibers will be considered one "occurrence". or products containing asbestos. E. The Crisis Management Service Expenses Limit is 2. Employment-Related Practices the most we will pay for the sum of all "crisis Damages because of injury to: management service expenses" arising out of all a. A person arising out of any: crisis management events". Payment of such "crisis management service expenses" is in addition (1)Refusal to employ that person; to, and will not reduce, any other limit of insurance (2)Termination of that person's of this policy. employment; or F. The limits of insurance of this policy apply separately to each consecutive annual period and (3) Employment-related practice, policy, to any remaining period of less than 12 months, act or omission, such as coercion, starting with the beginning of the policy period demotion, evaluation, reassignment, shown in the Declarations. If the policy period is discipline, failure to promote or extended after issuance for an additional period of advance, harassment, humiliation, less than 12 months, the additional period will be of discrimination, libel, slander, violation deemed part of the last preceding period for the persons right of privacy, m purposes of determining the limits of insurance. malicious prosecution or false arrest, detention or imprisonment, applied to SECTION IV—EXCLUSIONS or directed at that person, regardless This insurance does not apply to: of whether such practice, policy, act A. With respect to Coverage A and Coverage B: or omission occurs, is applied or is EU 00 01 07 16 ©2016 The Travelers Indemnity Company.All rights reserved. Page 7 of 22 Policy Number: CUP-5X642114 UMBRELLA committed before, during or after the c. Auto no-fault or other first-party personal time of that person's employment; or injury protection (PIP); b. The spouse, child, parent, brother or sister d. Supplementary uninsured/underinsured of that person as a consequence of injury motorists (New York); or to that person as described in Paragraphs e. Medical expense benefits and income a.(1), (2) or(3) above. loss benefits (Virginia). This exclusion applies: 7. War a. Whether the insured may be liable as an Damages arising out of: employer or in any other capacity; and b a. War, including undeclared or civil war; or . To any obligation to share damages with or repay someone else who must pay b. Warlike action by a military force, damages because of the injury. including action in hindering or defending 3. ERISA, COBRA And Similar Laws against an actual or expected attack, by any government, sovereign or other Any obligation of the insured under: authority using military personnel or other a. The Employees Retirement Income agents; or Security Act Of 1974 (ERISA) or any of its c. Insurrection, rebellion, revolution, usurped amendments; power or action taken by governmental b. The Consolidated Omnibus Budget authority in hindering or defending against Reconciliation Act of 1985 (COBRA) or any any of these. of its amendments; or 8. Workers Compensation And Similar Laws c. Any similar common or statutory law of any Any obligation of the insured under a workers jurisdiction. compensation, disability benefits or 4. Medical Expenses Or Payments unemployment compensation law or any similar law. Any obligation of the insured under any B. With respect to Coverage B: medical expenses or medical payments coverage. 1. Expected Or Intended Bodily Injury Or S. Nuclear Material Property Damage Damages arising out of: "Bodily injury" or "property damage" expected or intended from the standpoint of the insured. a. The actual, alleged or threatened exposure This exclusion does not apply to "bodily injury" of any person or property to; or or"property damage" resulting from the use of b. The "hazardous properties" of; reasonable force to protect persons or any "nuclear material". property. As used in this exclusion: 2• Contractual Liability a. "Hazardous properties" includes "Bodily injury", "property damage", "personal radioactive, toxic or explosive properties; injury" or "advertising injury" for which the insured is obligated to pay damages by b. "Nuclear material" means "source reason of the assumption of liability in a material", "special nuclear material" or "by- contract or agreement. This exclusion does product material"; and not apply to liability for damages that the c. "Source material", "special nuclear insured would have in the absence of the material" and "by-product material" have contract or agreement. the meanings given them in the Atomic 3. Liquor Liability Energy Act of 1954 or any of its amendments. "Bodily injury" or "property damage" for which any insured may be liable by reason of: 6. Uninsured or Underinsured Motorists, No- a. Causing or contributing to the intoxication Fault And Similar Laws of any person, including causing or Any liability imposed on the insured, or the contributing to the intoxication of any insured's insurer, under any of the following person because alcoholic beverages were laws: permitted to be brought on your premises a. Uninsured motorists; for consumption on your premises; b. Underinsured motorists; Page 8 of 22 ©2016 The Travelers Indemnity Company.All rights reserved. EU 00 01 07 16 Policy Number: CUP-5X642114 UMBRELLA b. The furnishing of alcoholic beverages to a This exclusion applies even if the claims person under the legal drinking age or against any insured allege negligence or other under the influence of alcohol; or wrongdoing in the supervision, hiring, c. Any statute, ordinance or regulation relating employment, training or monitoring of others to the sale, gift, distribution or use of by that insured, if the "occurrence" which alcoholic beverages. caused the "bodily injury" or "property damage" involved the ownership, 4. Employers Liability maintenance, use or entrustment to others of "Bodily injury" to: any aircraft that is owned or operated by or a. An "employee" of the insured arising out of rented or loaned to any insured. and in the course of: 7. Auto (1) Employment by the insured; or "Bodily injury" or "property damage" arising (2) Performing duties related to the out of the ownership, maintenance, use or conduct of the insured's business; or entrustment to others of any "auto". Use b. The spouse, child, parent, brother or sister includes operation and "loading or unloading". of that "employee" as a consequence of This exclusion applies even if the claims "bodily injury" described in Paragraph a. against any insured allege negligence or other above. wrongdoing in the supervision, hiring, employment, training or monitoring of others This exclusion applies: by that insured, if the "occurrence" which a. Whether the insured may be liable as an caused the "bodily injury" or "property employer or in any other capacity; and damage" involved the ownership, b. To any obligation to share damages with or maintenance, use or entrustment to others of repay someone else who must pay any "auto". damages because of the "bodily injury". This exclusion does not apply to "bodily injury" S. Pollution or "property damage" caused by an a. "Bodily injury", "property damage", occurrence that takes place outside of the "personal injury" or "advertising injury" United States of America (including its arising out of the actual, alleged or territories and possessions), Puerto Rico and threatened discharge, dispersal, seepage, Canada. migration, release or escape of"pollutants". 8. Watercraft b. Any loss, cost or expense arising out of "Bodily injury" or "property damage" arising any: out of the ownership, maintenance, use or (1) Request, demand, order or statutory or entrustment to others of any watercraft owned regulatory requirement that any insured or operated by or rented or loaned to any or any other person or organization test insured. Use includes operation and "loading for, monitor, clean up, remove, contain, or unloading". treat, detoxify or neutralize, or in any This exclusion applies even if the claims way respond to, or assess the effects against any insured allege negligence or other of, "pollutants"; or wrongdoing in the supervision, hiring, (2) Claim or "suit" by or on behalf of any employment, training or monitoring of others governmental authority or any other by that insured, if the "occurrence" which person or organization because of caused the "bodily injury" or "property testing for, monitoring, cleaning up, damage" involved the ownership, removing, containing, treating, maintenance, use or entrustment to others of detoxifying or neutralizing, or in any any watercraft that is owned or operated by or way responding to, or assessing the rented or loaned to any insured. effects of, "pollutants". This exclusion does not apply to a watercraft: 6. Aircraft a. While ashore on premises owned by or "Bodily injury" or "property damage" arising out rented to any insured; or of the ownership, maintenance, use or b. That is 50-feet long or less and that: entrustment to others of any aircraft owned or (1) You own; or operated by or rented or loaned to any insured. Use includes operation and "loading or unloading". EU 00 01 07 16 ©2016 The Travelers Indemnity Company.All rights reserved. Page 9 of 22 Policy Number: CUP-5X642114 UMBRELLA (2) You do not own and is not being used "your work" after it has been put to its to carry any person or property for a intended use. charge. 12. Recall Of Products, Work Or Impaired 9. Electronic Data Property Damages claimed for the loss of, loss of use of, Damages claimed for any loss, cost or damage to, corruption of, inability to access, or expense incurred by you or others for the loss inability to manipulate "electronic data". of use, withdrawal, recall, inspection, repair, 10. Damage To Property, Products Or Work replacement, adjustment, removal or disposal of: "Property damage" to: a. "Your product"; a. Property you own, rent or occupy, including b. "Your work"; or any costs or expenses incurred by you, or any other person or organization, for repair, c. "Impaired property"; replacement, enhancement, restoration or if such product, work or property is withdrawn maintenance of such property for any or recalled from the market or from use by reason, including prevention of injury to a any person or organization because of a person or damage to another's property; known or suspected defect, deficiency, b. Premises you sell, give away or abandon if inadequacy or dangerous condition in it. the "property damage" arises out of any 13. Violation Of Consumer Financial part of those premises; Protection Laws c. Property loaned to you; "Bodily injury", "property damage", "personal d. Personal property in the care, custody or injury" or"advertising injury" arising out of any control of the insured; actual or alleged violation of a consumer financial protection law", or any other "bodily e. That particular part of real property on injury", "property damage", "personal injury" or which you or any contractors or "advertising injury" alleged in any claim or subcontractors working directly or indirectly "suit" that also alleges any such violation. on your behalf are performing operations if 14. Unsolicited Communication the "property damage" arises out of those operations; "Bodily injury", "property damage", "personal injury" or"advertising injury" arising out of any f. That particular part of any property that actual or alleged violation of any law that must be restored, repaired or replaced restricts or prohibits the sending, transmitting because "your work" was incorrectly or distributing of"unsolicited communication". performed on it; 15. Access Or Disclosure Of Confidential Or g. "Your product" arising out of "your product" Personal Information or any part of it; or "Bodily injury", "property damage", "personal h. "Your work" arising out of "your work" or injury" or"advertising injury" arising out of any any part of it and included in the "products- access to or disclosure of any person's or completed operations hazard". organization's confidential or personal 11. Damage To Impaired Property Or Property information. Not Physically Injured 16. Knowing Violation Of Rights Of Another "Property damage" to "impaired property", or "Personal injury" or"advertising injury" caused property that has not been physically injured, by or at the direction of the insured with the arising out of: knowledge that the act would violate the rights a. A defect, deficiency, inadequacy or of another and would inflict "personal injury" dangerous condition in "your product" or or"advertising injury". "your work"; or 17. Material Published With Knowledge Of b. A delay or failure by you, or anyone acting Falsity on your behalf, to fulfill the terms of a "Personal injury" or "advertising injury" arising contract or agreement. out of oral or written publication, including This exclusion does not apply to the loss of use publication by electronic means, of material, if of other property arising out of sudden and done by or at the direction of the insured with accidental physical injury to "your product" or knowledge of its falsity. Page 10 of 22 ©2016 The Travelers Indemnity Company.All rights reserved. EU 00 01 07 16 Policy Number: CUP-5X642114 UMBRELLA 18. Material Published Or Used Prior To Policy b. Any other "personal injury" or "advertising Period injury" alleged in any claim or "suit" that a. "Personal injury" or "advertising injury" also alleges any such infringement or arising out of oral or written publication, violation of another's copyright, "title" or including publication by electronic means, "slogan" in your"advertisement". of material whose first publication took 24. Insureds In Media And Internet Type place before the beginning of the policy Business period; or "Personal injury" or "advertising injury" arising b. "Advertising injury" arising out of out of an offense committed by an insured infringement of copyright, "title" or "slogan" whose business is: in your "advertisement" whose first a. Advertising, "broadcasting" publishing; infringement in your "advertisement" was g or p g' committed before the beginning of the b. Designing or determining content of web- policy period. sites for others; or 19. Criminal Acts c. An Internet search, access, content or "Personal injury" or "advertising injury" arising service provider. out of a criminal act committed by or at the This exclusion does not apply to Paragraphs direction of the insured. a.(1), (2) and (3) of the definition of "personal 20. Breach Of Contract injury". "Personal injury" or "advertising injury" arising For the purposes of this exclusion: out of a breach of contract. a. Creating and producing correspondence 21. Quality Or Performance Of Goods — Failure written in the conduct of your business, To Conform To Statements bulletins, financial or annual reports, or newsletters about your goods, products or "Advertising injury" arising out of the failure of services will not be considered the goods, products or services to conform with any business of publishing; and statement of quality or performance made in your"advertisement". b. The placing of frames, borders or links, or advertising, for you or others anywhere on 22. Wrong Description Of Prices the Internet will not, by itself, be "Advertising injury" arising out of the wrong considered the business of advertising, description of the price of goods, products or "broadcasting" or publishing. services stated in your"advertisement". 25. Electronic Chatrooms Or Bulletin Boards 23. Intellectual Property "Personal injury" or "advertising injury" arising "Personal injury" or "advertising injury" arising out of an electronic chatroom or bulletin board out of any actual or alleged infringement or the insured hosts, owns or over which the violation of any of the following rights or laws, or insured exercises control. any other "personal injury" or "advertising injury" 26. Unauthorized Use Of Another's Name Or alleged in any claim or "suit" that also alleges Product any such infringement or violation: "Personal injury" or "advertising injury" arising a. Copyright; out of the unauthorized use of another's name b. Patent; or product in your e-mail address, domain c. Trade dress; name or metatag, or any other similar tactics to mislead another's potential customers. d. Trade name; C. With respect to Coverage C: e. Trademark; Newly Acquired, Controlled Or Formed f. Trade secret; or Entities g. Other intellectual property rights or laws. "Crisis management service expenses" arising out This exclusion does not apply to: of a "crisis management event" that involves any a. "Advertising injury" arising out of any actual organization you newly acquire or form and that or alleged infringement or violation of occurred prior to the date you acquired or formed another's copyright, "title" or "slogan" in that organization, even if an "executive officer" only first becomes aware of an "event" or your"advertisement"; or "occurrence" that leads to such "crisis EU 00 01 07 16 ©2016 The Travelers Indemnity Company.All rights reserved. Page 11 of 22 Policy Number: CUP-5X642114 UMBRELLA management event" after the date you acquired or D. CHANGES formed such organization. This policy contains all the agreements between SECTION V—CONDITIONS you and us concerning the insurance afforded. No A. APPEALS change can be made in the terms of this insurance except with our consent. The terms of 1. If the insured or the insured's "underlying this insurance can be amended or waived only by insurer" elects not to appeal a judgment which endorsement issued by us and made a part of this exceeds the "applicable underlying limit" or policy. "self-insured retention", we may do so. E. CURRENCY 2. If we appeal such a judgment, we will pay all costs of the appeal. These payments will not Payments for damages or expenses described in reduce the applicable limits of insurance. In no Paragraph S. of Paragraph D., DEFENSE AND SUPPLEMENTARY PAYMENTS, of SECTION I event will our liability exceed the applicable limit of insurance. — COVERAGES will be in the currency of the United States of America. At our sole option, we B. BANKRUPTCY may make these payments in a different currency. 1. Bankruptcy or insolvency of the insured or of Any necessary currency conversion for such the insured's estate will not relieve us of our payments will be calculated based on the rate of obligations under this insurance. exchange published in the Wall Street Journal 2. In the event of bankruptcy or insolvency of any immediately preceeding the date the payment is processed. underlying insurer", this insurance will not F. DUTIES REGARDING AN EVENT, replace such bankrupt or insolvent "underlying insurers policy, and this insurance will apply as OCCURRENCE, CLAIM OR SUIT if such "underlying insurer" had not become 1. You must see to it that we are notified as bankrupt or insolvent. soon as practicable of an "event" or C. CANCELLATION "occurrence" which may result in a claim under this insurance. To the extent possible, 1. The first Named Insured shown in the notice should include: Declarations may cancel this insurance by mailing or delivering to us advance written a. How, when and where the "event" or "occurrence" took place; notice of cancellation. 2. We may cancel this insurance by mailing or b. The names and addresses of any delivering to such first Named Insured written persons or organizations sustaining injury, notice of cancellation at least: damage or loss, and the names and addresses of any witnesses; and a. 10 days before the effective date of c. The nature and location of any injury or cancellation if we cancel for nonpayment of damage arising out of the "event" or premium; or "occurrence". b. 60 days before the effective date of 2. If a claim is made or "suit" is brought against cancellation if we cancel for any other any insured which may result in a claim under reason. this insurance, you must see to it that we 3. We will mail or deliver our notice to such first receive written notice of the claim or "suit" as Named Insured's last mailing address known to soon as practicable. us. 3. With respect to Coverage A, the insured 4. Notice of cancellation will state the effective must: date of cancellation. The policy period will end a. Cooperate with us in the investigation, on that date. settlement or defense of any claim or S. If this insurance is cancelled, we will send such "suit"; first Named Insured any premium refund due. If b. Comply with the terms of the "underlying we cancel, the refund will be pro rata. If such insurance"; and first Named Insured cancels, the refund may be c. Pursue all rights of contribution or less than pro rata. The cancellation will be indemnity against any person or effective even if we have not made or offered a organization who may be liable to the refund. insured because of the injury, damage or 6. If notice is mailed, proof of mailing will be loss for which insurance is provided under sufficient proof of notice. Page 12 of 22 ©2016 The Travelers Indemnity Company.All rights reserved. EU 00 01 07 16 Policy Number: CUP-5X642114 UMBRELLA this policy or any policy of "underlying c. The nature and location of any injury or insurance". damage arising out of that "crisis 4. With respect to Coverage B, the insured must: management event"; and a. Immediately send us copies of any d. The reason that "crisis management demands, notices, summonses or legal event" is likely to involve damages papers received in connection with the covered by this insurance in excess of the claim or"suit"; "applicable underlying limit" or "self- insured retention" and involve regional or b. Authorize us to obtain necessary records national media coverage. and other information; c. Cooperate with us in the investigation, H. EXAMINATION OF YOUR BOOKS AND settlement or defense of any claim or "suit"; RECORDS and We may examine and audit your books and d. Assist us, upon our request, in the records as they relate to this insurance: enforcement of any right against any 1. At any time during the policy period; person or organization which may be liable 2. Up to three years after the end of the policy to the insured because of injury or damage period; and to which Coverage B may apply. 3. Within one year after final settlement of all S. No insured will, except at that insured's own claims under this insurance. expense, voluntarily make a payment, assume I. EXTENDED REPORTING PERIOD OPTION any obligation, make any admission or incur any expense, other than for first aid for "bodily 1. When the "underlying insurance" applies on a injury" covered by this insurance, without our claims-made basis, any automatic or basic consent. "extended reporting period" in such 6. Knowledge of an "event", "occurrence", claim or "underlying insurance" will apply to this "suit" by your agent, servant or "employee" will insurance. not constitute knowledge by you, unless your 2. When the "underlying insurance" applies on a insurance or risk manager, or anyone working claims-made basis and you elect to purchase in the capacity as your insurance or risk an optional or supplemental "extended manager, or anyone you designate with the reporting period" in such "underlying responsibility of reporting an "event", insurance," that "extended reporting period" "occurrence", claim or"suit": will apply to this insurance only if: a. Has received notice of such "event", a. A written request to purchase an "occurrence", claim or "suit" from such Extended Reporting Period endorsement agent, servant or"employee", or for this insurance is made by you and received by us within 90 days after the b. Otherwise has knowledge of such "event", end of the policy period; "occurrence", claim or"suit". b. You have paid all premiums due for this G. DUTIES REGARDING A CRISIS MANAGEMENT policy at the time you make such request; EVENT c. You promptly pay the additional premium You must: we charge for the Extended Reporting 1. Notify us within 30 days of a "crisis Period endorsement for this insurancewhen due. We will determine that management event" that may result in "crisis additional premium after we have management service expenses". received your request for the Extended 2. Provide written notice of the "crisis Reporting Period endorsement for this management event" as soon as practicable. To insurance. That additional premium is not the extent possible, notice should include: subject to any limitation stated in the a. How, when and where that "crisis "underlying insurance" on the amount or management event" took place; percentage of additional premium that may be charged for the extended b. The names and addresses of any persons reporting period" in such "underlying or organizations sustaining injury, damage insurance"; and or loss, and the named and addresses of any witnesses; EU 00 01 07 16 ©2016 The Travelers Indemnity Company.All rights reserved. Page 13 of 22 Policy Number: CUP-5X642114 UMBRELLA d. That Extended Reporting Period the full policy period of this Excess Follow- endorsement is issued by us and made a Form And Umbrella Liability Insurance. This part of this policy. provision does not apply to the reduction or 3. Any Extended Reporting Period endorsement exhaustion of the aggregate limit or limits of for this insurance will not reinstate or increase such "underlying insurance" solely by the Limits of Insurance or extend the policy payments as permitted in Paragraphs 4.a.(1), period. (2) and (3) of COVERAGE A — EXCESS 4. Except with respect to any provisions to the FOLLOW-FORM LIABILITY of SECTION I — contrary contained in Paragraphs 1., 2. or 3. COVERAGES. As such policies expire, you above, all provisions of any option to purchase will renew them at limits and with coverage at an "extended reporting period" granted to you in least equal to the expiring limits of insurance. the "underlying insurance" apply to this If you fail to comply with the above insurance. requirements, Coverage A is not invalidated. However, in the event of a loss, we will pay J. INSPECTIONS AND SURVEYS only to the extent that we would have paid had 1. We have the right but are not obligated to: you complied with the above requirements. a. Make inspections and surveys at any time; 2. The first Named Insured shown in the b. Give you reports on the conditions we find; Declarations must give us written notice of and any change in the "underlying insurance" as c. Recommend changes. respects: 2. Any inspections, surveys, reports or a. Coverage; recommendations relate only to insurability and b. Limits of insurance; the premiums to be charged. We do not make c. Termination of any coverage; or safety inspections. We do not undertake to perform the duty of any person or organization d. Exhaustion of aggregate limits. to provide for the health or safety of workers or 3. If you are unable to recover from any the public. We do not warrant that conditions: "underlying insurer" because you fail to a. Are safe or healthful; or comply with any term or condition of the b. Comply with laws, regulations, codes or "underlying insurance", Coverage A is not standards. invalidated. However, we will pay for any loss only to the extent that we would have paid had K. LEGAL ACTION AGAINST US you complied with that term or condition in 1. No person or organization has a right under this that"underlying insurance". insurance: M. OTHER INSURANCE a. To join us as a party or otherwise bring us This insurance is excess over any valid and into a "suit" asking for damages from an collectible "other insurance" whether such "other insured; or insurance" is stated to be primary, contributing, b. To sue us on this insurance unless all of its excess, contingent or otherwise. This provision terms have been fully complied with. does not apply to a policy bought specifically to 2. A person or organization may sue us to recover apply as excess of this insurance. on an agreed settlement or on a final judgment However, if you specifically agree in a written against an insured. We will not be liable for contract or agreement that the insurance provided damages that: to any person or organization that qualifies as an a. Are not payable under the terms of this insured under this insurance must apply on a insurance; or primary basis, or a primary and non-contributory b. Are in excess of the applicable limit of basis, then insurance provided under Coverage A insurance. is subject to the following provisions: An agreed settlement means a settlement and release of liability signed by us, the insured and the claimant or the claimant's legal representative. L. MAINTENANCE OF UNDERLYING INSURANCE 1. The insurance afforded by each policy of "underlying insurance" will be maintained for Page 14 of 22 ©2016 The Travelers Indemnity Company.All rights reserved. EU 00 01 07 16 Policy Number: CUP-5X642114 UMBRELLA 1. This insurance will apply before any "other provide insurance in such country or insurance" that is available to such additional jurisdiction; or insured which covers that person or b. The furnishing of certificates or other organization as a named insured, and we will evidence of insurance in any country or not share with that "other insurance", provided jurisdiction in which we are not licensed to that the injury or damage for which coverage is provide insurance. sought is caused by an "event" that takes place Q. PROHIBITED COVERAGE — TRADE OR or is committed subsequent to the signing of ECONOMIC SANCTIONS that contract or agreement by you. We will provide coverage for any loss, or 2. This insurance is still excess over any valid and otherwise will any benefit, onlyto the collectible "other insurance", whether primary, p y extent that providing such coverage or benefit excess, contingent or otherwise, which covers does not expose us or any of our affiliated or that person or organization as an additional parent companies to: insured or as any other insured that does not qualify as a named insured. 1. Any trade or economic sanction under any law or regulation of the United States of America; N. PREMIUM or 1. The first Named Insured shown in the 2. Any other applicable trade or economic Declarations is responsible for the payment of sanction, prohibition or restriction. all premiums and will be the payee for any R. REPRESENTATIONS return premiums. 2. If the premium is a flat charge, it is not subject By accepting this insurance, you agree: to adjustment except as provided in Paragraph 1. The statements in the Declarations and any 4. below. subsequent notice relating to "underlying 3. If the premium is other than a flat charge, it is insurance" are accurate and complete; an advance premium only. The earned 2. Those statements are based upon premium will be computed at the end of the representations you made to us; and policy period, or at the end of each year of the 3. We have issued this insurance in reliance policy period if the policy period is two years or upon your representations. longer, at the rate shown in the Declarations, S. SEPARATION OF INSUREDS subject to the Minimum Premium. Except with respect to the Limits of Insurance, 4. Additional premium may become payable when and any rights or duties specifically assigned in coverage is provided for additional insureds this policy to the first Named Insured shown in the under the provisions of SECTION II — WHO IS Declarations, this insurance applies: AN INSURED. 1. As if each Named Insured were the only O. PREMIUM AUDIT Named Insured; and The premium for this policy is the amount stated in 2. Separately to each insured against whom Item 5. of the Declarations. The premium is a flat claim is made or"suit" is brought. charge unless it is specified in the Declarations as T. WAIVER OR TRANSFER OF RIGHTS OF adjustable. RECOVERY AGAINST OTHERS TO US P. PROHIBITED COVERAGE — UNLICENSED 1. If the insured has rights to recover all or part INSURANCE of any payment we have made under this 1. With respect to loss sustained by any insured in insurance, those rights are transferred to us a country or jurisdiction in which we are not and the insured must do nothing after loss to licensed to provide this insurance, this impair them. At our request, the insured will insurance does not apply to the extent that bring suit or transfer those rights to us and insuring such loss would violate the laws or help us, and with respect to Coverage A, the regulations of such country or jurisdiction. "underlying insurer", enforce them. 2. We do not assume responsibility for: If the insured has agreed in a contract or a. The payment of any fine, fee, penalty or agreement to waive that insured's right of other charge that may be imposed on any recovery against any person or organization, we waive our right of recovery against that person or organization in any country or person or organization, but only for payments jurisdiction because we are not licensed to we make because of an "event" that takes place or is committed subsequent to the EU 00 01 07 16 ©2016 The Travelers Indemnity Company.All rights reserved. Page 15 of 22 Policy Number: CUP-5X642114 UMBRELLA execution of that contract or agreement by such SECTION VI —DEFINITIONS insured. A. With respect to all coverages of this insurance: 2. Reimbursement of any amount recovered will 1. "Applicable underlying limit" means the sum of: be made in the following order: a. First, to any person or organization a. The applicable limit of insurance stated (including us or the insured) who has paid for the policies of underlying insurance any amount in excess of the applicable limit in the Schedule Of Underlying Insurance of insurance; subject to the provisions in Paragraphs 4.a.(1), (2) and (3) of COVERAGE A — b. Next, to us; and EXCESS FOLLOW-FORM LIABILITY of c. Then, to any person or organization SECTION I —COVERAGES; and (including the insured and with respect to b. The applicable limit of insurance of any Coverage A, the "underlying insurer") that "other insurance" that applies. is entitled to claim the remainder, if any. The limits of insurance in any policy of 3. Expenses incurred in the process of recovery underlying insurance will apply even if: will be divided among all persons or organizations receiving amounts recovered a. The "underlying insurer" claims the according to the ratio of their respective insured failed to comply with any term or recoveries. condition of the policy; or U. TRANSFER OF YOUR RIGHTS AND DUTIES b. The "underlying insurer" becomes UNDER THIS INSURANCE bankrupt or insolvent. 1. Your rights and duties under this insurance may 2. "Auto hazard" means all "bodily injury" and not be transferred without our written consent "property damage" to which liability insurance except in the case of death of an individual afforded under an auto policy of "underlying Named Insured. insurance" would apply but for the exhaustion 2. If you die, your rights and duties will be of its applicable limits of insurance. transferred to your legal representative but only 3. "Electronic data" means information, facts or while acting within the scope of duties as your programs stored as or on, created or used on, legal representative. Until your legal or transmitted to or from computer software representative is appointed, anyone having (including systems and applications software), proper temporary custody of your property will hard or floppy disks, CD-ROMs, tapes, drives, have your rights and duties but only with cells, data processing devices or any other respect to that property. media which are used with electronically V. UNINTENTIONAL OMISSION OR ERROR controlled equipment. The unintentional omission of, or unintentional error 4. "Event" means an "occurrence", offense, in, any information provided by you which we relied accident, act, error, omission, wrongful act or upon in issuing this policy will not prejudice your loss. rights under this insurance. However, this provision 5. "Extended reporting period" means any period does not affect our right to collect additional of time, starting with the end of the policy premium or to exercise our rights of cancellation or period of your claims-made insurance, during nonrenewal in accordance with applicable which claims or "suits" may be first made, insurance laws or regulations. brought or reported for that insurance. W. WHEN LOSS IS PAYABLE 6. "Medical expenses" means expenses to If we are liable under this insurance, we will pay for which any Medical Payments section of any injury, damage or loss after: policy of Commercial General Liability 1. The insured's liability is established by: "underlying insurance" applies. a. A court decision; or 7. "Other insurance" means insurance, or the b. A written agreement between the claimant, funding of losses, that is provided by, through or on behalf of: the insured, any "underlying insurer" and us; and a. Another insurance company; 2. The amount of the "applicable underlying limit" b. Us or any of our affiliated insurance or "self-insured retention" is paid by or on companies; behalf of the insured. c. Any risk retention group; Page 16 of 22 ©2016 The Travelers Indemnity Company.All rights reserved. EU 00 01 07 16 Policy Number: CUP-5X642114 UMBRELLA d. Any self-insurance method or program, in Commercial General Liability which case the insured will be deemed to "underlying insurance" states that be the provider of such insurance; or products-completed operations are e. Any similar risk transfer or risk subject to the General Aggregate management method. Limit. "Other insurance" does not include: 9• "Suit" means a civil proceeding which alleges a. Any "underlying insurance"; or damages. "Suit" includes: a. An arbitration proceeding in which b. Any policy of insurance specifically damages are claimed and to which the purchased to be excess of the limits of insured must submit or does submit with insurance of this policy shown in the our consent; or Declarations. 8. "Products-completed operations hazard": b. Any other alternative dispute resolution proceeding to which the insured submits a. Includes all "bodily injury" and "property with our consent. damage" occurring away from premises 10. "Underlying insurance": you own or rent and arising out of "your product" or"your work" except: a. Means the policy or policies of insurance (1) Products that are still in your physical listed in the Schedule Of Underlying possession; or Insurance. (2) Work that has not yet been completed b. Includes any renewal or replacement of or abandoned. However, "your work" such policies if such renewal or will be deemed completed at the replacement is during the policy period of earliest of the following times: this Excess Follow-Form And Umbrella (a) When all the work called for in your Liability Insurance. contract has been completed; c. Does not include any part of the policy (b) When all the work to be done at the period of any of the policies described in job site has been completed if your Paragraphs a. or b. above that began contract calls for work at more than before, or that continues after, the policy one job site; or period of this Excess Follow-Form And Umbrella Liability Insurance. (c) When that part of the work done at 11. "Underlying insurer" means any insurer which a job site has been put to its provides a policy of insurance listed in the intended use by any person or organization other than another Schedule Of Underlying Insurance. contractor or subcontractor working B. With respect to Coverage B and, to the extent that on the same project. the following terms are not defined in the Work that may need service, "underlying insurance", to Coverage A: maintenance, correction, repair or 1. "Advertisement" means a notice that is replacement, but which is otherwise broadcast or published to the general public complete, will be treated as completed. or specific market segments about your b. Does not include "bodily injury" or "property goods, products or services for the purpose of damage" arising out of: attracting customers or supporters. For the (1) The transportation of property, unless purposes of this definition: the injury or damage arises out of a a. Notices that are published include condition in or on a vehicle not owned material placed on the Internet or on or operated by you, and that condition similar electronic means of was created by the "loading or communication; and unloading" of that vehicle by any b. Regarding web sites, only that part of a insured; web site that is about your goods, (2) The existence of tools, uninstalled products or services for the purposes of equipment or abandoned or unused attracting customers or supporters is materials; or considered an advertisement. (3) Products or operations for which the 2. "Advertising injury": classification listed in a policy of EU 00 01 07 16 ©2016 The Travelers Indemnity Company.All rights reserved. Page 17 of 22 Policy Number: CUP-5X642114 UMBRELLA a. Means injury, other than "personal injury", b. In, by or with any other electronic means caused by one or more of the following of communication, such as the Internet, if offenses: that material is part of: (1) Oral or written publication, including (1) Radio or television programming publication by electronic means, of being transmitted; material in your "advertisement" that (2) Other entertainment, educational, slanders or libels a person or instructional, music or news organization or disparages a person's programming being transmitted; or or organization's goods, products or services, provided that the claim is (3) Advertising transmitted with any such made or the "suit" is brought by a programming. person or organization that claims to 6. "Consumer financial identity information" have been slandered or libeled, or that means any of the following information for a claims to have had its goods, products person that is used or collected for the or services disparaged; purpose of serving as a factor in establishing (2) Oral or written publication, including such person's eligibility for personal credit, publication by electronic means, of insurance or employment or for the purpose material in your"advertisement" that: of conducting a business transaction: (a) Appropriates a person's name, a. Part or all of the account number, the voice, photograph or likeness; or expiration date or the balance of any credit, debit, bank or other financial (b) Unreasonably places a person in a account; false light; or (3) Infringement of copyright, "title" or b. Information bearing on a person's credit "slogan" in your "advertisement", worthiness, credit standing or credit capacity; provided that the claim is made or the c. Social security number; suit is brought by a person or y organization that claims ownership of d. Driver's license number; or such copyright, "title" or"slogan". e. Birth date. b. Includes "bodily injury" caused by one or 7. "Consumer financial protection law" means: more of the offenses described in Paragraph a. above. a. The Fair Credit Reporting Act (FCRA) and 3. "Auto" means: any of its amendments, including the Fair and Accurate Credit Transactions Act a. A land motor vehicle, trailer or semitrailer (FACTA); designed for travel on public roads, b. California's Song-Beverly Credit Card Act including any attached machinery or equipment; or and any of its amendments; or c. Any other law or regulation that restricts b. Any other land vehicle that is subject to a or prohibits the collection, dissemination, compulsory or financial responsibility law or transmission, distribution or use of other motor vehicle insurance law where it "consumer financial identity information". is licensed or principally garaged. However, "auto" does not include "mobile $• Employee includes a "leased worker". equipment". Employee does not Include a temporary worker". 4. "Bodily injury" means: 9. "Good Samaritan services" means any a. Physical harm, including sickness or emergency medical services for which no disease, sustained by a person; or compensation is demanded or received. b. Mental anguish, injury or illness, or 10. "Impaired property" means tangible property, emotional distress, resulting at any time other than "your product" or "your work", that from such physical harm, sickness or cannot be used or is less useful because: disease. a. It incorporates "your product" or "your S. "Broadcasting" means transmitting any audio or work" that is known or thought to be visual material for any purpose: defective, deficient, inadequate or a. By radio or television; or dangerous, or Page 18 of 22 ©2016 The Travelers Indemnity Company.All rights reserved. EU 00 01 07 16 Policy Number: CUP-5X642114 UMBRELLA b. You have failed to fulfill the terms of a exploration, lighting and well servicing contract or agreement; equipment; or if such property can be restored to use by the (2) Cherry pickers and similar devices repair, replacement, adjustment or removal of used to raise or lower workers. "your product" or "your work" or your fulfilling f. Vehicles not described in Paragraph a., b., the terms of the contract or agreement. c. or d. above maintained primarily for 11. "Leased worker" means a person leased to you purposes other than the transportation of by a labor leasing firm under an agreement persons or cargo. between you and the labor leasing firm, to However, self-propelled vehicles with the perform duties related to the conduct of your following types of permanently attached business. "Leased worker" does not include a equipment are not "mobile equipment" but "temporary worker". will be considered "autos": 12. "Loading or unloading" means the handling of (1) Equipment designed primarily for: property: (a) Snow removal; a. After it is moved from the place where it is (b) Road maintenance, but not accepted for movement into or onto an construction or resurfacing; or aircraft, watercraft or"auto"; (c) Street cleaning; b. While it is in or on an aircraft, watercraft or (2) Cherry pickers and similar devices "auto"; or mounted on automobile or truck c. While it is being moved from an aircraft, chassis and used to raise or lower watercraft or "auto" to the place where it is workers; and finally delivered; (3) Air compressors, pumps and but "loading or unloading" does not include the generators, including spraying, movement of property by means of a welding, building cleaning, geophysical mechanical device, other than a hand truck, exploration, lighting and well servicing that is not attached to the aircraft, watercraft or equipment. "auto". However, "mobile equipment" does not include 13. "Mobile equipment" means any of the following any land vehicle that is subject to a compulsory types of land vehicles, including any attached or financial responsibility law, or other motor machinery or equipment: vehicle insurance law, where it is licensed or a. Bulldozers, farm machinery, forklifts and principally garaged. Such land vehicles are considered "autos". other vehicles designed for use principally off 14. "Occurrence" means: public roads. b. Vehicles maintained for use solely on or next a. With respect to "bodily injury" or "property to premises you own or rent. damage": c. Vehicles that travel on crawler treads. (1) An accident, including continuous or repeated exposure to substantially the d. Vehicles, whether self-propelled or not, same general harmful conditions, maintained primarily to provide mobility to which results in "bodily injury" or permanently mounted: "property damage". All "bodily injury" (1) Power cranes, shovels, loaders, diggers or "property damage" caused by such or drills; or exposure to substantially the same general harmful conditions will be (2) Road construction or resurfacing deemed to be caused by one equipment such as graders, scrapers or "occurrence"; or rollers. (2) An act or omission committed in e. Vehicles not described in Paragraph a., b., providing or failing to provide first aid c. or d. above that are not self-propelled and or "Good Samaritan services" to a are maintained primarily to provide mobility person by any of your "employees" or to permanently attached equipment of the "volunteer workers" other than an following types: employed or volunteer doctor, unless (1) Air compressors, pumps and you are in the business or occupation generators, including spraying, welding, of providing professional health care building cleaning, geophysical services; EU 00 01 07 16 ©2016 The Travelers Indemnity Company.All rights reserved. Page 19 of 22 Policy Number: CUP-5X642114 UMBRELLA b. With respect to "personal injury", an (5) Oral or written publication, including offense arising out of your business that publication by electronic means, of results in "personal injury". All "personal material that: injury caused by the same or related injurious material, act or offense will be (a) Appropriates a person's name, deemed to be caused by one "occurrence", voice, photograph or likeness; or regardless of the frequency or repetition (b) Unreasonably places a person in thereof, the number and kind of media a false light. used or the number of persons or organizations making claims or bringing b. Includes "bodily injury" caused by one or "suits"; and more of the offenses described in c. With respect to "advertising injury", an Paragraph a. above. offense committed in the course of 17. "Pollutants" mean any solid, liquid, gaseous or advertising your goods, products and thermal irritant or contaminant, including services that results in "advertising injury". smoke, vapor, soot, fumes, acids, alkalis, All "advertising injury" caused by the same chemicals and waste. Waste includes or related injurious material, act or offense materials to be recycled, reconditioned or will be deemed to be caused by one reclaimed. "occurrence", regardless of the frequency 18. "Property damage" means: or repetition thereof, the number and kind of media used or the number of persons or a. Physical injury to tangible property, organizations making claims or bringing including all resulting loss of use of that "suits". property. All such loss of use will be 15. "Officer" means a person holding any of the deemed to occur at the time of the officer positions created by your charter, physical injury that caused it; or constitution, bylaws or any other similar b. Loss of use of tangible property that is not governing document. physically injured. All such loss of use will 16. "Personal injury": be deemed to occur at the time of the "occurrence" that caused it. a. Means injury, other than "advertising injury", caused by one or more of the For the purposes of this insurance, "electronic following offenses: data" is not tangible property. (1) False arrest, detention or 19. "Self-insured retention" is the greater of: imprisonment; a. The amount shown in the Declarations (2) Malicious prosecution; which the insured must first pay under (3) The wrongful eviction from, wrongful Coverage B for damages because of all entry into, or invasion of the right of "bodily injury", "property damage", private occupancy of a room, dwelling "personal injury" or "advertising injury" or premises that a person occupies, arising out of any one "occurrence"; or provided that the wrongful eviction, b. The applicable limit of insurance of any wrongful entry or invasion of the right of "other insurance" that applies. private occupancy is committed by or on behalf of the owner, landlord or 20. "Slogan": lessor of that room, dwelling or a. Means a phrase that others use for the premises; purpose of attracting attention in their (4) Oral or written publication, including advertising. publication by electronic means, of b. Does not include a phrase used as, or in, material that slanders or libels a person the name of: or organization or disparages a person's or organization's goods, (1) Any person or organization other than products or services, provided that the you; or claim is made or the "suit" is brought by a person or organization that claims to (2) Any business, or any of the premises, have been slandered or libeled, or that goods, products, services or work, of claims to have had its goods, products any person or organization other than or services disparaged; or you. Page 20 of 22 ©2016 The Travelers Indemnity Company.All rights reserved. EU 00 01 07 16 Policy Number: CUP-5X642114 UMBRELLA 21. "Temporary worker" means a person who is (1) Warranties or representations made furnished to you to substitute for a permanent at any time with respect to the fitness, "employee" on leave or to meet seasonal or quality, durability, performance or use short-term workload conditions. of"your work"; and 22. "Title" means the name of a literary or artistic (2) The providing of or failure to provide work. warnings or instructions. 23. "Unsolicited communication" means any C. With respect to Coverage C: communication, in any form, that the recipient 1. "Crisis management advisor" means any of such communication did not specifically public relations firm or crisis management request to receive. firm approved by us that is hired by you to 24. "Volunteer worker" means a person who is not perform "crisis management services" in your "employee", and who donates his or her connection with a "crisis management event". work and acts at the direction of and within the 2. "Crisis management event" means an "event" scope of duties determined by you, and is not or "occurrence" that your "executive officer" paid a fee, salary or other compensation by you reasonably determines has resulted, or may or anyone else for their work performed by you. result, in: 25. "Your product": a. Damages covered by this Coverage A or a. Means: Coverage B that are in excess of the total applicable limits of the underlying (1) Any goods or products, other than real insurance" or"self-insured retention"; and property, manufactured, sold, handled, b. Significant adverse regional or national distributed or disposed of by: media coverage. (a) You; 3. "Crisis management service expenses" (b) Others trading under your name; or means amounts incurred by you, after a (c) A person or organization whose "crisis management event" first commences business or assets you have and before such event ends: acquired; and a. For the reasonable and necessary: (2) Containers (other than vehicles), (1) Fees and expenses of a "crisis materials, parts or equipment furnished management advisor" in the in connection with such goods or performance for you of "crisis products. management services" solely for a "crisis management event"; and b. Includes: (2) Costs for printing, advertising, mailing (1) Warranties or representations made at of materials or travel by your any time with respect to the fitness, directors, officers, employees or quality, durability, performance or use agents or a "crisis management of"your product"; and advisor" solely for a "crisis management event"; and (2) The providing of or failure to provide warnings or instructions. b. For the following expenses resulting from such crisis management event", provided c. Does not include vending machines or that such expenses have been approved other property rented to or located for the by us: use of others but not sold. (1) Medical expenses; 26. "Your work": (2) Funeral expenses; a. Means: (3) Psychological counseling; (1) Work or operations performed by you (4) Travel expenses; or on your behalf; and (5) Temporary living expenses; (2) Materials, parts or equipment furnished (6) Expenses to secure the scene of a in connection with such work or "crisis management event"; or operations. (7) Any other expenses pre-approved by b. Includes: us. EU 00 01 07 16 ©2016 The Travelers Indemnity Company.All rights reserved. Page 21 of 22 Policy Number: CUP-5X642114 UMBRELLA 4. "Crisis management services" means those c. Chief Financial Officer; services performed by a "crisis management d. President; advisor" in advising you or minimizing potential harm to you from a "crisis management event" e. General Counsel; by maintaining or restoring public confidence in f. General partner (if you are a you. partnership); or S. "Executive officer" means your: g. Sole proprietor (if you are a sole a. Chief Executive Officer; proprietorship); b. Chief Operating Officer; or any person acting in the same capacity as any individual listed above. Page 22 of 22 ©2016 The Travelers Indemnity Company.All rights reserved. EU 00 01 07 16 Berkshire Hathaway SpeciAty Insurance ENDORSEMENT 13 This endorsement, effective 12:01AM: January 1, 2026 Forms a part of Policy No.: 42-EPP-306878-07 By: National Fire & Marine Insurance Company NOTICE OF CANCELLATION LIMITED TO EMAIL NOTIFICATION THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement modifies insurance provided under the following: PROFESSIONAL FIRST-ARCHITECTS, ENGINEERS&CONSULTANTS PROFESSIONAL LIABILITY POLICY In consideration of the premium for this Policy, it is hereby understood and agreed that: 1. In the event this policy is cancelled by the Insurer or by the Named Insured prior to the expiration date as shown on the Declarations, a thirty(30) day notice of such cancellation will be provided if the Named Insured is under an existing contractual obligation to notify a certificate holder when this Policy is cancelled and has provided the following either directly or indirectly through its broker of record: a. The name of the entity shown on the certificate; and b. A contact at such entity and the email address of such entity where notification may be sent. This provision does not apply if the cancellation is due to nonpayment of premium to the Insurer or to a finance company authorized to cancel the Policy. 2. It is understood and agreed that in the event this policy is cancelled by the Insurer for nonpayment of premium, a ten (10) day notice of such cancellation will be provided if the Named Insured is under an existing contractual obligation to notify a certificate holder when this policy is cancelled for nonpayment of premium and has provided the following either directly or indirectly through its broker of record: a. The name of the entity shown on the certificate; and b. A contact at such entity and the email address of such entity where notification may be sent. 3. Such notices of cancellation will be provided via e-mail to the certificate holders. Proof of the Page 1 EP-AEC-050-02/2016 Insurer emailing the notices of cancellation, using the information provided by the Named Insured,will serve as proof that the Insurer has fully satisfied its obligations under this endorsement. Such notices of cancellation are provided on an informational basis and solely to assist the Named Insured in meeting their contractual notice requirements to such parties.The Insurer's failure to provide such advance notice to the certificate of insurance holder(s)will not extend any policy cancellation date, negate any cancellation of the policy, or grant, alter, or extend any rights or obligations under this Policy and the Insurer shall have no liability for failure to provide the notices herein. All other terms and conditions of this Policy remain unchanged. Paget 1 EP-AEC-050-02/2016 POLICY#42-EPP-306878-07 C. Potential Claims Solely as respects Insuring Agreements A, B, C and D.1., if, during the Policy Period, the Insured becomes aware of a circumstance that may reasonably be expected to be the basis of a Claim and if the Insured, during the Policy Period, provides the Insurer with a written report of the circumstance including: 1. When and how the Insured first became aware of such circumstance; 2. Any Wrongful Act or Pollution Incident asserted or believed to be at issue, and the Professional Services, Contractor Services, Media Activities or Technology Services involved in the circumstance; and 3. The nature of any potential Damages as well as the dates, persons and entities involved; then any Claim which is subsequently made against the Insured arising out of such circumstance will be deemed to have been made on the date the Insured received the written report of the circumstance. Notice of any subsequent Claim shall be given to the Insurer as soon as practicable in accordance with XII A. Notice of Claim. Except as otherwise provided in this Policy, all notices under any provision of this Policy shall be in writing and given by email, prepaid express courier or certified mail properly addressed to the appropriate party. Notice to the Insurer shall be given to the respective address shown in the Declarations. If notice is given as described above, it shall be deemed to be received and effective upon the date of transmittal, subject to proof of transmittal. XIII. Other Insurance and Subrogation A. Otherinsurance All amounts payable under this Policy will be specifically excess of, and will not contribute with, any other valid and collectible insurance, including but not limited to project specific insurance, unless the other insurance is written specifically excess of this Policy.This Policy will not be subject to the terms of any other insurance policy. B. Subrogation 1. In the event of any payment under this Policy,the Insurer shall be subrogated to all of the Insureds' rights of recovery and the Named Insured shall execute all papers required and shall do everything that may be necessary to secure such rights, including the execution of such documents as may be necessary to enable the Insurer to effectively bring suit in the name of the Named Insured.The Insured shall do nothing to prejudice such rights. However, the Insurer hereby waives its subrogation rights against a client of the Insured or project owner to the extent that the Insured had, prior to the Claim or circumstance, entered into a written agreement to waive such rights. 2. In the event the Insurer recovers amounts it paid under this Policy the Insurer will have priority over the Insured in the allocation of recovered amounts.The Insurer will reinstate the applicable Limits of Liability of this Policy, less the Insurer's costs incurred in obtaining such recovery.Any amounts above the total payment by the Insurer plus cost of recovery shall be paid to the Insured. The Insurer assumes no duty to seek recovery of any amounts paid under this Policy. XIV. Extended Reporting Period A. Automatic Extended Reporting Period Page 14 1 EP-AEC-001-06/2016