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HomeMy WebLinkAboutJLEE ENGINEERING, INC. ^,;fin— ;n�• nnr r�r�. A-2026-040-07 DHT'.'_ERx MAY 1 1 2026 a�p 6A C&1 AGREEMENT TO PROVIDE ON-CALL Ft BUILDING SAFETY INSPECTION SERVICES THIS AGREEMENT is made and entered into this 7th day of April, 2026 by and between J. Lee Engineering, 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 ("City"). RECITALS A. On November 14, 2025, the City issued bequest for Qualification No. 25-130, by which it sought Consultants to provide on-call building safety consultant services for the Planning and Building Agency of the City of Santa Ana. B. The scope of work may include any and all work efforts related to City projects to provide Plan Check and Building Inspection services and customer assistance for the City of Santa Ana. The intent is to minimize response time and improve customer services by supplementing in-house staff with consulting services on an as-needed basis. C. Consultant submitted a responsive proposal that was among those selected by the City. Consultant represents that it is able and willing to provide the services described in: the scope of work that was included in RFQ No. 25-130 and attached hereto as Exhibit A. D. Consultant has been selected as one of the fifteen (15) vendors which qualified for this engagement. Only those consultants approved by the City Council on April 7, 2026 shall be eligible to be engaged by the City for these services. E. 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 contracting 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 a. On an as-needed basis, and at the sole discretion of City, Consultant shall perform the services that are described in Exhibit A,attached and incorporated by reference as though fully set forth herein. 2. COMPENSATION a. As Consultant is one of fifteen (15) selected vendors selected by the City, City neither warrants nor guarantees any minimum or maximum compensation to Page 1 of 7 Consultant under this Agreement. Consultant shall be paid only for actual services performed under this Agreement at the rates and charges identified in Exhibit A. The total amount to be expended during the term of this Agreement, as approved by Council amongst the fifteen(15) selected vendors, shall not exceed Four Million Nine Hundred Thousand Dollars and Zero Cents ($4,900,000). 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. City and Consultant agree that all payments due and owing under this Agreement shall be made through Automated Clearing House (ACH) transfers. Consultant agrees to execute the City's standard ACH Vendor Payment Authorization and provide required documentation. Upon verification of the data provided, the City will be authorized to deposit payments directly into Consultant's account(s) with financial institutions. 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. 3. TERM This Agreement shall commence on May 17, 2026 and continue for a one (1) year term until May 16, 2027 with the option for the City to grant up to two (2) one (1) year extension(s), exercisable by a writing by the City Manager and the City Attorney, unless terminated earlier in accordance with Section 16, below. 4. INDEPENDENT CONTRACTOR Consultant shall, during the entire term of this Agreement, be construed to be an independent contractor 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 OF 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. Page 2 of 7 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. 6. INSURANCE Insurance requirements are attached hereto as Exhibit B. 7. INDEMNIFICATION Consultant agrees to defend, and shall indemnify and hold harmless the City, its officers, agents, employees, consultants, 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 or its Consultants, subcontractors, agents, employees, or other persons acting on their 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 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 of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant. 8. INTELLECTUAL PROPERTY INDEMNIFICATION Consultant shall defend, indemnify and hold harmless the City, its officers, agents, representatives, and employees against any and all liability, including costs, and attorney's fees, for infringement of any United States' letters patent,trademark,or copyright 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 Page 3 of 7 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. 11. CONFLICT OF INTEREST CLAUSE Consultant covenants that it presently has no interest and shall not have interests, direct or indirect, which would conflict in any manner with performance of services. 12. 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: City Clerk City of Santa Ana 20 Civic Center Plaza(M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 Fax: 714- 647-6956 Executive Director Planning and Building Agency Page 4 of 7 City of Santa Ana 20 Civic Center Plaza(M-21) P.O. Box 1988 Santa Ana, CA 92702 Email: PBAAdmin@santa-ana.org santa-ana.org To Consultant: J. Lee Engineering, Inc. Attn: Jae Lee, President 3871 E. Colorado Blvd. Suite, 200 Pasadena, CA 91107 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. 13. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Consultant regarding the subject matter herein, 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 are 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 consultants retained by City. 15. WAIVER No waiver of breach, failure of any condition, or any right or remedy contained in or Page 5 of 7 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. 16. 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 completed as of such date, and in such case 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. 17. 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. 18. JURISDICTIONS-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. 19. 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 Page 6 of 7 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. 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. IN WITNESS WHEREOF,the parties hereto have executed this Agreement the date and year first above written. ATTEST: :' '' CITY OF ANTA AN HA ALVARO NiNNEZ City Clerk City Manager APPROVED AS TO FORM CONSULTANT SONIA R. CARVALHO City Attorney ByIUSA M.ACROSTIOWAITE 1 of Lee Senior Assistant City Attorney resident RECOMMENDED FOR APPROVAL ALI PEZESHKPOUR Executive Director Planning and Building Agency Page 7 of 7 EXHIBIT SCOPE OF SERVICES AND FEES General Description The Planning and Building Agency's Building Safety Division of the City of Santa Ana foresees the submittal of many construction projects in the near future resulting from the adoption of new specific plans, sustained economic and market interest in the community, and the pending Zoning Code Update. Therefore, the City is seeking the services of professional consultants to support the efforts of City staff in the area of Building Safety Services that include Plan Check Services, Inspection Services, and Technical Services. Scope of Services A. Plan Review Services Consultant shall perform the following services for each assigned building plan review. 1. Detailed review of the mechanical, plumbing, electrical and building (architectural and structural) plans. Review supporting documents for industrial, commercial, residential and public buildings and determine compliance with applicable building standards as related to existing and proposed buildings. 2. Review the plans for compliance with California state-mandated regulations for energy conservation, disabled access, green building standards and City adopted ordinances. 3. Review the plans for compliance with Federal Flood Plain regulations for projects in the special flood hazard area designated on the flood insurance rate map (FIRM) as Flood Zone A or AE. 4. Recheck and approval of final plans and supporting documents to be provided without additional charge for recheck. 5. Submittal of approved plans and all supporting documents to the City of Santa Ana. 6. Provide all necessary liaison and meetings with applicants via phone, e-mail or in person to expedite the review process and consult on complex code issues with City of Santa Ana Building Official. 7. Plan review report to be customized for each project and be delivered via mail or e-mail to City and the applicant. 8. Structural portion of the plans to be reviewed by California Licensed Civil or Structural Professional Engineer. 9. Plan reviewer to be consistent, accurate, available, and responsive to the City and the applicant via phone, e-mail, and meetings. Also, the plan reviewer shall be available to the Building Official and his staff to help answer Code questions arising from the review. Plan reviewer shall provide assistance in evaluation of alternate materials, design and methods of construction proposed by applicant. 10. Plan reviewer shall be available, at no expense to the City of Santa Ana, to meet at the City office with owners, architects, engineers and contractors to discuss the Plan Check issues. 11. Plan reviewer to verify that the job description, scope of work, square footages, occupancy classifications and type of construction, on the permit application agrees with the plans and specifications. Plan reviewer will also verify the building valuation based upon valuation costs used by the City of Santa Ana. 12. Initial Plan review to be complete within ten (10) working days and recheck within five (5) working days. 13. Consultant fee for review services to be 60% of the City of Santa Ana Standard Plan Check Fee, excluding any accelerated plan check fee. 14. Hourly projects including revisions, deferred submittals, trusses, stairs, curtain walls, mechanical, plumbing and electrical plan reviews will be checked on an hourly rate of $120.001hour when performed by a Certified Plans Examiner and a rate of$150.00/hour when performed by a registered Senior Plan Check Engineer. 15. Expedited Plan Review will be provided when requested for an individual project and will be an additional 30% of the plan review fees above. For Expedited Plan Review, the initial plan review to be complete within five (5) to seven (7) working days and recheck within five (5) working days. 16. Fee(s) are charged in conformance with the City's Miscellaneous Fee Schedule, 17. Provide in-house temporary staff as approved by the Executive Director of the Planning and Building Agency. 18. Courier service for pickup and delivery of plans to the City shall be provided at no additional cost. 19. Plan review shall be performed electronically using the City's electronic plan review system when requested by the City. No additional fees shall be charged for electronic plan review. B. Building Inspection Services Consultant shall perform the following services. 1. Building inspection services for industrial, commercial, residential and public buildings to determine compliance with approved plans and documents as well as applicable building standards as related to existing and proposed buildings. 2. Building inspection services for compliance with California state-mandated regulations for energy conservation, disabled access, green building standards and City adopted ordinances. 3. Building inspection services for compliance with Federal Flood Plain regulations for projects in the special flood hazard area designated on the flood insurance rate map (FIRM) as Flood Zone A or AE. 4. Building inspectors shall be certified to perform inspections for compliance with applicable California Building Standards Codes. 5. Building inspectors shall complete all necessary City forms and documents, enter results, and follow the City's workflow when an inspection is conducted. Inspectors will provide accurate correction notices and inspection records. 6. Building inspections shall be charged at an hourly rate of$100.00/hour when performed by a Certified Building Inspector and a rate of$125.00/hour when performed by a Senior Certified Building Inspector. Mileage will not be reimbursed by the City. 7. Provide accelerated building inspection services on an as-needed basis. 8. Provide in-house temporary staff. C. Technical Services Consultant shall perform the following services. 1. Technical services shall be provided as-needed at hourly rates listed in Sections A and B above, based on the qualifications of the consultant that will provide the service. Technical services shall include training and technical studies with reporting with rates ranging from $80.001hour to $150.00/hour, and document management system administration services with rates ranging from $25.001hour to $45.00/hour based on experience. 2. Permit technical services shall be charged at an hourly rate of$70.001hour when performed by non-certified permit technicians and $85.00/hour when performed by Certified Permit Technician. 3. Structural Peer Review services shall be performed by a California registered Structural Engineer who has expertise in the current edition of ASCE 41 and performance-based structural design methodologies. Peer reviewer shall have technical expertise in the evaluation and retrofit of buildings similar to the one being reviewed and shall be familiar with the technical issues and regulations governing the work to be reviewed. Consultant shall provide a lump sum fixed fee for the structural peer review services based on the scope and complexities of the project. This fee shall be subject to the approval of the project applicant as a pass-through fee and shall be paid by the project applicant in conformance with the City's Miscellaneous Fee Schedule. EXHIBIT B INSURANCE REQUIREMENTS Prior to undertaking performance of work under this Agreement, Consultant shall maintain and shall require any subcontractors to obtain and maintain insurance as described below for the entire Term of this Agreement against claims for injuries to persons or damage to property which may arise from or in connection with services, products and materials supplied to City. Total cost of such insurance shall be borne by Consultant. MINIMUM SCOPE AND LIMIT OF INSURANCE 1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01covering 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 and $4,000,000 aggregate. Required policy limits can be met with primary and umbrella/excess insurance policies. 2. Automobile Liability (AL): Insurance Services Office Form CA 00 01 covering Code 1 (any auto), with limits no less than $1,000,000 combined single limits. In the event Consultant does not maintain commercial automobile liability insurance, City will accept evidence of personal automobile insurance, provided that such policy is endorsed for business use and provides coverage with a minimum limit of$1,000,000. Required policy limits can be met with primary and umbrella/excess insurance policies. 3. Workers' Compensation (WC): 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, policy or employee, for bodily injury or disease. Coverage is not required if Consultant has no employees and signs request to waive such insurance. 4. Professional Liability (PL): with limits no less than $1,000,000 per occurrence or claim, and $2,000,000 aggregate. If Consultant maintains broader coverage and/or higher limits than the minimum requirements for each line of coverage shown above, City requires and shall be entitled to the broader coverage and/or the higher limits maintained by Consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to City, Other Insurance Provisions The above required insurance policies are to contain or be endorsed to contain the following provisions: 1. City, its City Council, its officers, officials, employees, agents, and volunteers are to be covered as additional insureds, under Consultant's CGL and AL policies, with respect to any liability arising out of work or operations performed by or on behalf of the Consultant including materials, parts, equipment, and personnel furnished in connection with such work or operations. 2. Consultant's Insurance company(ies) agrees to waive all rights of subrogation against City, its City Council, its officers, officials, employees, agents, and volunteers for losses paid under the terms of Consultant's CGL, AL, and WC policies which arise from work performed by Consultant under this Agreement. 3. For any claims related to this contract, Consultant's insurance coverage shall be primary and any insurance maintained by City, its City Council, its officers, officials, employees, agents, or volunteers shall not contribute with it. 4. A severability of interest provision must apply for all the additional insureds, ensuring that Consultant's insurance shall apply separately to each insured against whom a claim is made or suit is brought, except with respect to the insurer's limits of liability. 5. Insurance policies required herein shall provide that coverage shall not be canceled, suspended, voided, reduced in coverage or in limits, non-renewed by the carrier, or materially changed except after thirty (30) days prior written notice has been given to City. Ten (10) days prior written notice shall be provided to City for policy cancellation or non-renewal due to non-payment of premium. 6. Certificate Holder on each Evidence of Insurance certificate shall be: City of Santa Ana, Attention: (Name of Department Staff Responsible for Agreement), Address of Department Responsible for Agreement, M-XX, Santa Ana, CA 92701. The name and location of project must be included in the Description of Operations section of each certificate. 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. Acceptability of Insurers Insurance is to be placed with insurers authorized to conduct business in the State of California with a current A.M. Best rating of no less than A:VII, unless otherwise acceptable to City. Verification of Coverage Consultant shall furnish 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 before work begins. However, failure to obtain the required documents prior to the work beginning shall not waive Consultant's obligation to provide them. City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. 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. JLEEENG-01 MICHAELA .�► a CERTIFICATE OF LIABILITY INSURANCE D 1 11l1/221112025Y) 025 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 License#OE67768 CONCT Andrea Michael NAMETA: IOA Insurance Services PHONE FAX 3875 Hopyard Road (AIC,No,Ext):(925)249-795$ (AfC,No): Suite 200 A-o A'Ess:Andrea.Michael@ioausa.com Pleasanton,CA 94588 INSURERS AFFORDING COVERAGE NAIC fx INSURER A:RLI Insurance Company 13056 INSURED INSURER B:Arch Insurance Company 11150 JLee Engineering,Inc. INSURER C 3871 E Colorado Boulevard,Suite 200 INSURER D Pasadena,CA 91107 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 ADDL SUBR POLICY EFF POLICY EXP LTRTYPE OF INSURANCE D POLICY NUMBER pp LIMITS A X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 2,000,500 CLAIMS-MADE Fsvl OCCUR PSBOO10319 911/2025 9111202E PREMISES I a ac TO cu r ce $. 1'000'000 MED EXP(Any one erscn $ 10,000 PERSONAL 9 ADV INJ URY $ 2,000,000 GEN'LAGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 4,000,000 POLICY j GT LOG PRODUCTS-COMPIOPAGG $ 4,000,000 OTHER; A AUTOMOBILE LIABILITY GEOMBI E SINGLE LI DMIT $ 1,000,000 ANY AUTO PSA0003335 9/1/2025 9l112026 BODILY INJURY Per person $ OWNED SCHEDULED BODILY INJURY Per accident $ AUTOS ONLY AUTOS X AUTOS ONLY X AUOT�S ONL� P�acc dent AMAGE UMBRELLA LIAR H OCCUR EACH OCCURRENCE $ EXCESS LIAB CLAIMS-MADE AGGREGATE DED RFTFNTION$ S A WORKERS COMPENSATION '( PER OTH- AND EMPLOYERS'LIABILITY YIN STAT TE ANY PRCPRIETOR/PARTNERIEXECIJTIVE PSWOOO5581 9!1l2025 91112026 1,000,000 OFFICEE.L.EACH ACCIDENT ' (Mandatory in NH)ER EXCLUDED? Y NIA 11000,000 If in and E.L.DISEASE-EA EMPLOYEE $ If yes,describe under DESCRIPTION OF OPERATIONS helow E.L.DISEASE-POLICY LIMIT $ 1,000,000 B Professional Liab. PAAEP0102507 91112025 911/2026 Per Claim 2,000,000 B Professional Liab, PAAEP0102507 9/1/2025 911I2026 Aggregate 4,000,000 DESCRIPTION OF OPERATIONS 1 LOCATIONS I VEHICLES (ACORD 101,Additional Remarks Schedule,maybe attached if more space is required) All Operations of the Named Insured. General Liability:See Additional Insured Endorsement attached;such Coverage is Primary&Non-Contributory with Separation of Insureds and Waiver of Subrogation included,as required by written contract. Auto Liability: *"Note that the Insured owns no company owned vehicles.* Aforementioned Auto policy includes coverage for Hired&Non-Owned Auto Liability only. Workers'Compensation:Waiver of Subrogation is included as per attached Waiver of Subrogation Endorsement,as required by written contract. Professional Liability includes Waiver of Subrogation,as required by written contract. SEE ATTACHED ACORD 101 CERTIFICATE HOLDER APPROVED CANCELLATION =24,Tran Nguyen at 10:40 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. City of Santa Ana AUTHORIZED REPRESENTATIVE Planning and Building Agency 20 Civic Center Plaza [SantaAna,CA 92701 ACORD 25(2016/03) ©1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD AGENCY CUSTOMER ID:JLEEENG-01 MICHAELA LOC#: 1 AC40ROADDITIONAL REMARKS SCHEDULE Page 1 of 1 AGENCY License#OE67768 NAMED INSURED IOA Insurance Services JLee Engineering,Inc. 3871 E Colorado Boulevard,Suite 200 POLICY NUMBER Pasadena,CA 91107 EE PAGE 1 CARRIER WC CODE EE 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/LocationsfVehicles: GENERAL LIABILITY ADDITIONAL INSURED INCLUDES THE FOLLOWING PERSON(S)OR ORGANIZATION(S): City of Santa Ana, its officers, employees,and authorized agents ACORD 101 (2008101) p 2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD Policy Number: PSB0010319 RLI Insurance Company Named Insured:JLee Engineering, Inc. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. RLIPack° FOR PROFESSIONALS BLANKET ADDITIONAL INSURED ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESSOWNERS COVERAGE FORM - SECTION II—LIABILITY 9. C. WHO IS AN INSURED is amended to include as additional insured under this policy must apply on a an additional insured any person or organization that primary basis, or a primary and non-contributory you agree in a contract or agreement requiring basis, this insurance is primary to other insurance insurance to include as an additional insured on this that is available to such additional insured which policy, but only with respect to liability for "bodily covers such additional insured as a named insured, injury", "property damage" or "personal and and we will not share with that other insurance, advertising injury" caused in whole or in part by you provided that: or those acting on your behalf: a. The "bodily injury" or "property damage" for a. In the performance of your ongoing operations; which coverage is sought occurs after you have b. In connection with premises owned by or rented entered into that contract or agreement; or to you; or b. The "personal and advertising injury" for which c. In connection with "your work" and included coverage is sought arises out of an offense committed after you have entered into that within the "product-completed operations hazard". contract or agreement. 2. The insurance provided to the additional insured by 4. The following is added to SECTION III K. 2. this endorsement is limited as follows: Transfer of Rights of Recovery Against Others to Us — COMMON POLICY CONDITIONS (BUT a. This insurance does not apply on any basis to APPLICABLE TO ONLY TO SECTION II — any person or organization for which coverage LIABILITY) as an additional insured specifically is added by We waive any rights of recovery we may have another endorsement to this policy. against any y person or organization because of b. This insurance does not apply to the rendering payments we make for "bodily injury", "property p Y of or failure to render any "professional damage" or "personal and advertising injury" arising services". out of "your work" performed by you, or on your c. This endorsement does not increase any of the behalf, under a contract or agreement with that person or organization. We waive these rights only limits of insurance stated in D. Liability And Medical Expenses Limits of Insurance. where you have agreed to do so as pars of a contract or agreement with such person or 3. The following is added to SECTION III H.2. Other organization entered into by you before the "bodily Insurance — COMMON POLICY CONDITIONS injury" or"property damage" occurs, or the "personal (BUT APPLICABLE ONLY TO SECTION II — and advertising injury" offense is committed. LIABILITY) However, if you specifically agree in a contract or agreement that the insurance provided to an ALL OTHER TERMS AND CONDITIONS OF THIS POLICY REMAIN UNCHANGED. PPB 304 C2 12 Page 1 of 1 Policy Number: PSA0003335 RLI Insurance Company Named Insured: JLee Engineering, Inc. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. RLIPacko BUSINESS AUTO ENHANCEMENT SCHEDULE OF COVERAGES ADDRESSED BY THIS ENDORSEMENT A. Broad Form Named Insured B. Employees As Insureds C. Blanket Additional Insured D. Blanket Waiver Of Subrogation E. Employee Hired Autos F. Fellow Employee Coverage G. Auto Loan Lease Gap Coverage H. Glass Repair—Waiver Of Deductible I. Personal Effects Coverage J. Hired Auto Physical Damage Coverage K. Hired Auto Physical Damage—Loss Of Use L. Hired Car—Worldwide Coverage M. Temporary Transportation Expenses N. Amended Bodily Injury Definition —Mental Anguish O. Airbag Coverage P. Amended Insured Contract Definition—Railroad Easement Q. Coverage Extensions—Audio, Visual And Data Electronic Equipment Not Designed Solely For The Production Of Sound R. Notice Of And Knowledge Of Occurrence S. Unintentional Errors Or Omissions T. Towing Coverage PPA 300 03 13 Page 1 of 5 This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM A. Broad Form Named Insured of the operations contemplated by such contract. The The following is added to the SECTION 11 — waiver applies only to the person or organization COVERED AUTOS LIABILITY COVERAGE, Para- designated in such contract. graph A.1. Who Is An Insured Provision: E. Employee Hired Autos Any business entity newly acquired or formed by you 1. The followirg is added to the SECTION II — during the policy period, provided you own fifty COVERED AUTOS LIABILITY COVERAGE, percent (50%) or more of the business entity and the Paragraph A.I.Who Is An Insured Provision: business entity is not separately insured for Bus-iness An "employee" of yours is an "insured" while Auto Coverage. Coverage is extended up to a maximum of one hundred eighty(180) days following operating an "auto" hired or rented under a the acquisition or formation of the business entity. contract or agreement in that"employee's"name, with your permission, while performing duties This provision does not apply to any person or related to the conduct of your business. organization for which coverage is excluded by 2. Changes In General Conditions: endorsement. B. Employees As Insureds Paragraph 5.b. of the Other Insurance Con- dition in the BUSINESS AUTO CONDITIONS is The following is added to the SECTION 11 — deleted and replaced with the followirg: COVERED AUTOS LIABILITY COVERAGE, Para- b. For Hired Auto Physical Damage Coverage, graph A.1. Who Is An Insured Provision: the following are deemed to be covered Any"employee" of yours is an "insured"while using a "autos" you own: covered "auto" you don't own, hire or borrow in your business or your personal affairs. (1) Any covered "auto" you lease, hire, rent or borrow; and C. Blanket Additional Insured (2) Any covered "auto" hired or rented by The following is added to the SECTION 11 — your"employee" under a contract in that COVERED AUTOS LIABILITY COVERAGE, Para- individual "employee's" name, with your graph A.I. Who Is An Insured Provision: permission, while performing duties Any person or organization that you are required to related to the conduct of your business. However, any"auto"that is leased, hired, include as an additional insured on this coverage form rented or borrowed with a driver is not in a contract or agreement that is executed by you before the"bodily injury"or"property damage"occurs covered "auto". is an "insured" for liability coverage, but only for F. Fellow Employee Coverage damages to which this insurance applies and only to SECTION II — COVERED AUTOS LIABILITY the extent that person or organization qualifies as an COVERAGE, Exclusion B.5. does not apply if you "insured" under the Who Is An Insured provision pp y contained in SECTION 11 — COVERED AUTOS have workers compensation insurance in-force LIABILITY COVERAGE. covering all of your employees. The insurance provided to the additional insured will G. Auto Loan Lease Gap Coverage be on a primary and non-contributory basis to the SECTION III — PHYSICAL DAMAGE COVERAGE, additional insured's own business auto coverage if C. Limit Of Insurance, is amended by the addition of you are required to do so in a contract or agreement the following: that is executed by you before the "bodily injury" or property damage" occurs. In the event of a total"loss"to a covered "auto"shown " in the Schedule of Declarations, we will pay any D. Blanket Waiver Of Subrogation unpaid amount due on the lease or loan for a covered "auto", less: The following is added to the SECTION IV — BUSI- 1. The amount paid under the PHYSICAL NESS AUTO CONDITIONS, A. Loss Conditions, 5. DAMAGE COVERAGE section of the policy; and Transfer Of Rights Of Recovery Against Others To Us: 2. Any: We waive any right of recovery we may have against a. Overdue lease/loan payments at the time of any person or organization to the extent required of the "loss"; you by a contract executed prior to any "accident" or "loss", provided that the"accident"or"loss"arises out PPA 300 03 13 Page 2 of 5 b. Financial penalties imposed under a lease for (2) An adjustment for depreciation and physical excessive use, abnormal wear and tear or condition will be made in the event of a total high mileage. "loss". c. Security deposits not returned by the lessor; (3) If a repair or replacement results in better d. Costs for extended warranties, Credit Life than like kind or quality,we will not payforthe Insurance, Health, Accident or Disability betterment. Insurance purchased with the loan or lease; (4) A deductible equal to the highest Physical and Damage deductible applicable to any owned e. Carry-over balances from previous loans or auto will apply. leases. (5) This Coverage Extension will not apply to: H. Glass Repair--Waiver Of Deductible (a) Any "auto" that is hired, rented or SECTION III — PHYSICAL DAMAGE COVERAGE, borrowed with a driver; or D. Deductible is amended by adding the following: (b) Any "auto" that is hired, rented or No deductible for a covered "auto" wifl apply to glass borrowed from your"employee". damage if the glass is repaired rather than replaced. K. Hired Auto Physical Damage—Loss Of Use I. Personal Effects Coverage The following is added to SECTION III — PHYSICAL The following is added to SECTION III — PHYSICAL DAMAGE COVERAGE, A. Coverage, 4. Coverage DAMAGE COVERAGE, A. Coverage, 4. Coverage Extensions: Extensions: e. We will pay sums which you legally must pay to c. Personal Effects Coverage the lessor of a covered "auto" which you have leased without a driver for thirty(30) days or less In the event of a total theft loss of your covered for the lessor's loss of use of the covered "auto", "auto"we will pay up to $400 for"loss"to wearing provided: apparel and other personal effects which are: 1 This insurance( ) provides comprehensive, (1) Owned by an "insured"; and specified causes of loss or collision covered (2) In or on your covered "auto"; on the covered "auto"; (2) The loss of use results from the covered No deductible applies to Personal Effects "auto" being damaged in an "accident" while Coverage. you are leasing it. J. Hired Auto Physical Damage Coverage We will pay up to a maximum limit of$1,500 for The following is added to SECTION III — PHYSICAL this covered extension. DAMAGE COVERAGE, A. Coverage, 4. Coverage L. Hired Car—Worldwide Coverage Extensions: d. Hired Auto Physical Damage Coverage The following is added to SECTION II — COVERED AUTOS LIABILITY COVERAGE, A.2. Coverage If hired "autos" are covered "autos" for Liability Extensions: Coverage and this policy also provides Physical f. Hired Car—Worldwide Coverage Damage Coverage for an owned "auto", then the Physical Damage Coverage is extended to (1) We will pay all sums an "insured"legally must "autos"that you hire, rent or borrow subject to the pay as damages because of"bodily injury" or following: "property damage" to which this insurance (1) The most we will pay for "foss" in any one applies, caused by an "accident" which occurs outside of the United Sates of "accident" to a hired, rented or borrowed America, the territories and possessions of "auto" is the lesser of: the United States of America, Puerto Rico (a) $60,000 and Canada resulting from the maintenance, (b) The actual cash value of the damaged or or use of any covered "auto" of the private passenger type you lease, hire, rent or stolen property as of the time of the borrow without a driver for thirty(30) days or "foss"; or less. (c) The cost of repairing or replacing the damaged or stolen property with other (2) With respect to any claim made or "suit" instituted outside the United States of property of like kind and quality. America, the territories and possessions of the United States of America, Puerto Rico, and Canada: PPA 300 03 13 Page 3 of 5 (a) You shall undertake the investigation, M. Temporary Transportation Expenses settlement and defense of such claims and "suits" and keep us advised of all SECTION III — PHYSICAL DAMAGE COVERAGE, proceedings and actions. A.4. Coverage Extensions, subparagraph a. Transportation Expenses is deleted and replaced (b) You will not make any settlement without by the following: our consent. a (c) We will reimburse you: . Transportation Expenses (1) We will pay up to a maximum of $1,500 for (i) For the amount of damages be- temporary transportation expense incurred cause of liability imposed upon you by you because of Physical Damage to a by law on account of"bodily injury"or covered "auto". "property damage" to which this insurance applies, and (2) We will pay only for those covered "autos"for (ii) For all reasonable expenses incurred which you carry Comprehensive,Colli-sion or Specified Case of Loss Coverage, with our consent in connection with the investigation, settlement or (3) We will pay only for those expenses incurred defense of such claims or "suits". by you during the period of time that begins Reimbursement for expenses will be twenty-four (24) hours after the covered part of the Limit of Insurance for "loss"and ends at the time when the covered liability coverage shown in the "auto" can be reasonable repaired or Business Auto Coverage replaced. Declarations, and not in addition to (4) This coverage does not apply while there are such limits. spare or reserve "autos" available to you for (3) The limit of Insurance for Liability Coverage your operations. shown in the Business Auto Coverage Declarations is the most we will reimburse N. Amended Bodily Injury Definition — Mental you for the sum of all damages imposed on Anguish you, as set forth in paragraph 2.c. above,and The following is added to SECTION V — all expenses incurred by you arising out of DEFINITIONS, Definition C.: any single "accident"or"loss". "Bodily injury" also includes mental anguish, but only (4) You must maintain the greater of the follow- when the mental anguish arises from other bodily ing primary auto liability insurance limits: injury, sickness or disease. (a) Compulsory admitted insurance with p. Airbag Coverage limits required to be in force to satisfy the legal requirements of the jurisdiction The following is added to SECTION III — PHYSICAL where the accident occurs; or DAMAGE COVERAGE B. Exclusions 3.a.: (b) Insurance limits required by law and However, this exclusion will not apply to accidental issued by a government entity or by an discharge of an airbag due to mechanical or electrical insurer licensed or permitted by law to do breakdown. business in the jurisdiction where the "accident" occurs; or P. Amended Insured Contract Definition — Railroad Easement (c) Auto liability insurance limits of at least $300,000 combined single limit or SECTION V — DEFINITIONS paragraph H. "Insured $100,000 per personl$300,000 per acci- contact" is modified as follows: dent Bodily Injury, $100,000 Property 1, Paragraph H.3. is replaced by the following: Damage. If you fail to comply with the above, this 3. Any easement or license agreement. insurance is not invalidated. However, in the 2. Paragraph H.6.a. is deleted. event of a"loss",we will pay only to the extent that we would have been liable had you so Q. Coverage Extensions — Audio, Visual And Data complied. Electronic Equipment Not Designed Solely For (5) The insurance provided by this coverage The Production Of Sound extensior is excess over any other collec- SECTION III—PHYSICAL DAMAGE COVERAGE B. tible insurance available to you whether on a Exclusions, exception paragraph a.to exclusion 4.c. primary, excess contingent or any other and 4.d. is deleted and replaced with the following: basis. PPA 300 03 13 Page 4 of 5 a. Equipment and accessories used with such (2) A partner if you are a partnership; or equipment, except for tapes, records, discs or (3) An executive officer or insurance manager, if other electronic media device, provided such equipment is permanently installed in the covered you are a corporation. "auto" at the time of the "loss" or is removable S. Unintentional Errors Or Omissions from the housing unit which is permanently SECTION IV— BUSINESS AUTO CONDITIONS, B. installed in the covered "auto" at the time of the "lass", and such equipment is designed to be General Conditions; 2. Concealment Misrepre- solely operated by use of the power from the sentatian Or Fraud is amended by adding the "autos" electrical system, in or upon the covered following.- autos"" or The unintentional omission of, or unintentional error R. Notice Of And Knowledge Of Occurrence in, any information given by you shall not prejudice your rights under this insurance. However this pro- SECTION IV — BUSINESS AUTO CONDITIONS, vision does not affect our right to collect additional A.2. Duties In The Event Of Accident, Claim Suit premium or exercise our right of cancellation or Or Loss, subparagraph a. is deleted and replaced nonrenewal. with the following: T. Towing Coverage a. In the event of "accident", claim, "suit" or "loss", SECTION III — PHYSICAL DAMAGE COVERAGE, you must give us or our authorized repre- A 2 Towing, is deleted and replaced by the sentative prompt notice of the"accident"or"loss" including: following: (1) How,when and where the"accident"or"loss" 2. We will pay up to $750 for towing and labor costs occurred; incurred each time a covered "auto" is disabled due to a covered cause of loss. However: (2) The "insured's" name and address; and a. All labor must be performed at the place of (3) To the extent possible, the names and disablement; and addresses of any injured person and b. If the covered auto is a private passenger witnesses. P P g Your duty to give us or our authorized type no deductible applies; and representative prompt notice of the "accident" or c. If the covered auto is not of the private "loss"applies only when the"accident"or"loss"is passenger type our obligation to pay will be known to: reduced by a $250 deductible per disablement. (1) You, if you are an individual; ALL OTHER TERMS AND CONDITIONS OF THIS POLICY REMAIN UNCHANGED. PPA 30C 03 13 Page 5 of 5 WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 04 03 06 (Ed. 4-84) WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT—CALIFORNIA 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, (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule. The additional premium for this endorsement shall be 2% of the California workers' compensation premium otherwise due on such remuneration. Schedule Person or Organization Job Description All persons or organizations that are party to a contract that .fobs performed for any person or organization that you requires you to obtain this agreement, provided you have agreed with in a written contract to provide this executed the contract before the loss. agreement. 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 09-01-2025 Policy No. PSW0005581 Endorsement No. Insured Insurance Company JLee Engineering, Inc. RLI Insurance Company Countersigned By 01998 by the Workers'Compensation Insurance Rating Bureau of California.All rights reserved. POLICY NO. PAAEP0102507 Insurer in investigating or settling any Claim or in the Insured's defense of any Claim, nor shall the Deductible apply to any such loss of earnings, fees, costs or expenses. C. However, the above condition does not apply to reasonable costs incurred, with the express written consent of the Insurer, in securing the co-operation of former principals, partners, officers, directors, members, shareholders, trustees or employees of the Named Insured in the defense of a Claim. 12. ADMISSION OF LIABILITY The Insured shall not, without the prior written consent of the Insurer, incur any expenses, including but not limited to forgoing or reducing any compensation due or alleged to be due, or make any other payment, assume any obligation, settle or offer to settle, attempt any remedial measure or in any way admit or acknowledge liability in connection with any Claim or potential Claim. 13. NO ACTION AGAINST INSURER A. No action shall lie against the Insurer or their representatives unless, as a condition precedent thereto, the Insured shall have fully complied with all the terms and conditions of this Policy, or until the amount of any Damages has been finally determined either by operation of law or by written agreement of the Insured, the claimant and the Insurer. B. Nothing contained in this Policy shall give any person or organization any right to join the Insurer as a defendant or co-defendant or other party in any action against the Insured to determine the Insured's liability. 14. OTHER INSURANCE This Policy shall apply in excess of.- A. any other valid and collectible insurance available to any Insured, including, but not limited to, any project specific professional liability and/or contractors pollution liability insurance; and B. any self insured retention or deductible portion thereof; unless such other insurance is written only as specific excess insurance over the Limit of Liability of this Policy. 15. CHANGES None of the Insuring Agreements, Exclusions, Definitions or other terms and conditions of this Policy shall be amended, waived or otherwise changed except by endorsement hereto signed by the Insurer. 16. NAMED INSURED AS AGENT The first Named Insured specified in Item 1. of the Declarations shall be considered the agent of all Insureds with respect to the giving of or receipt of all notices pertaining to this Policy and shall be responsible for the payment to the Insurer of all premiums and for payment of the Deductible. 17. SUBROGATION 05 AEP0055 00 05 15 Page 18 of 21 POLICY NO, PAAEP0102507 In the event of any Claim under this Policy, the Insurer shall be subrogated to all of the Insured's rights of recovery against any person or entity, and the Insured shall execute and deliver to the Insurer any and all necessary documentation, instruments and records and do whatever else is necessary to secure and enforce such rights. The Insured shall take no action after such Claim is made against it which prejudices such rights of Insurer. The Insurer agrees to waive their rights of recovery against any client of the Named Insured for a Claim to the extent the Named Insured had, prior to such Claim, a written agreement to waive such rights. 18. ASSIGNMENT No assignment or transfer of any Insured's rights under this Policy shall bind the Insurer. If an Insured shall die or be adjudged incompetent, such insurance shall cover that Insured's legal representative as an Insured as would be permitted by this Policy. 19. MERGERS AND ACQUISITIONS A. Takeover of Named Insured If, during the Policy Period: 1. any person or entity or group of persons or entities acting in concert acquires securities resulting in ownership by such person(s) or entity(ies) of more than 50% of the outstanding securities representing the present right to vote for the election of directors or equivalent positions of the Named Insured; or 2. the Named Insured merges into or consolidates with another organization such that the Named Insured is not the surviving organization, then coverage under this Policy shall continue but only for any, otherwise covered, negligent act, error or omission in rendering or failing to render Professional Services, Contracting Services, Technology Services or Media Activities occurring before such transaction. No coverage under this Policy will be available after such transaction unless otherwise specifically endorsed by the Insurer. Upon such transaction, the entire premium for this Policy will be deemed fully earned. The Insureds will also give the Insurer written notice of such transaction as soon as practicable, but not later than 90 days after the effective date of such transaction. B. Acquisition or Creation of New Subsidiary If, during the Policy Period, any Insured acquires, creates or merges with another organization such that the Insured is the surviving entity, then: 1, such newly acquired, created or merged organization shall be covered under this Policy after the effective date of such transaction; and 2, the Insureds will also give the Insurer written notice of such transaction as soon as practicable, but not later than 90 days after the effective date of such transaction. If the revenue of such newly acquired, created or merged organization exceeds 10% of the Named Insured's revenue for the most recently completed past 12 months, as set forth in their most recent application for insurance, then: 05 AEP0055 00 05 15 Page 19 of 21 Policy Number: PSE0005052 RLI Insurance Company THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY, RLIPack@ SCHEDULE OF UNDERLYING INSURANCE This endorsement modifies insurance provided under the following: COMMERCIAL EXCESS LIABILITY COVERAGE FORM Item 4. of the declarations is amended to include: Type of Coverage Carrier Eff. Date Exp. Date Limits General Liability Occurrence$ 2,000,000 RLI insurance 09/01/2025 09/01/2026 Aggregate $4,000,000 Company Only the Type of Coverage identified in this Schedule of Underlying Insurance by Carrier, policy number and applicable Limits are to be included. Employers' Liability Each Accident: Statutory Limits o $$1,000,000 RLI Insurance 09/01/2025 09/01/2026 whichever is greater Company Disease Each Employee: Statutory Limits or Only the Type of $1,000,000 ,whichever is greater Coverage identified in Disease Policy Limit: Statutory Limits or this Schedule of $1,000,000 ,whichever is greater Underlying Insurance by Carrier, policy number and applicable Limits are to be included. Business Auto Liability RLI Insurance 09/01/2025 09/0112026 Each Accident$1,000,000 Company Only the Type of Coverage identified in this Schedule of Underlying Insurance by Carrier, policy number and applicable Limits are to be included. ALL OTHER TERMS AND CONDITIONS OF THIS POLICY REMAIN UNCHANGED. PPU 110 04 23 Page 1 of 1