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HomeMy WebLinkAboutULTRASYSTEMS ENVIRONMENTAL, INC.-2014INSURANCE ON FILE wORK MAY PROCEED A-2014-263 UNTIL. INSURANCE EXPIRES 1 CLERK OCOUNCIL DATE: I-/) , 0 CONSULTANT AGREEMENT THIS AGREEMENT, made and entered into this 21St day of October, 2014 by and between UltraSVstems Environmental. Inc., a California corporation (hereinafter "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 (hereinafter "City"). RECITALS A. The City desires to retain a consultant having special skill and knowledge in the field of environmental services and related technical studies. B. Consultant represents that Consultant is able and willing to provide such services to the City. 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 provide environmental study and related technical study services related to analyses of the California Environmental Quality Act and the National Environmental Policy Act, as set forth in City's Request for Qualifications for Environmental Consultants, incorporated to this Agreement by reference, and Consultant's Proposal, attached hereto as Exhibit A and incorporated by reference to this Agreement. Said services shall be provided at the request of the City Manager and Executive Director of the Planning and Building Agency, as evidenced by a writing signed by the City Manager, Executive Director and the City Attorney. 2. DELIVERY OF WORK PRODUCT Consultant shall deliver to City all work product which results from the services provided. Said work product shall be submitted in hard copy and produced in a form compatible with City's computer system, as agreed between the Project Manager and Consultant. In regard to all copyrightable material produced as a deliverable under this Agreement, including but not limited to books, reports, plans, photographs, drawings, films, recordings, videotapes, and computer programs, Consultant agrees, for itself and for its affected officers, employees, agents, contractors, and volunteer workers, that (a) other such material may not be copyrighted without prior review from the City, and (b) the authors of all such material, whether copyrighted or not, award to the City, and to its officers, agents and employees acting within the scope of their official duties, as a condition of payment to the Consultant, a royalty -free, nonexclusive, irrevocable license throughout the world for governmental purposes to disclose, publish, translate, reproduce, and use such materials. 3. COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services, the rates and charges identified in Exhibit A. The total sum to be expended under this Agreement shall be set in the writing authorizing Consultant to perform a specific project pursuant to this Agreement. b. Payment by City shall be made within thirty (30) 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. 4. TERM This Agreement shall commence on the date first written above and terminate on October 21, 2017, unless terminated earlier in accordance with Section 13, below. The term of this Agreement may be extended upon a writing executed by the City Manager, Executive Director of Planning and Building and the City Attorney. 5. 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. G. INSURANCE Prior to undertaking performance of work under this Agreement, Consultant shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Commercial General Liability Insurance. Consultant shall maintain commercial general liability insurance naming the City, its officers, employees, agents, volunteers and representatives as additional insured(s) and shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of Consultant's operations in the performance of this Agreement, including, without limitation, acts involving vehicles. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in thetotal amount of $1,000,000 per occurrence. Consultant shall supply City with a fully executed additional insured endorsement in substantially the form attached hereto as Exhibit B upon execution of this Agreement and shall be approved in form by the City Attorney. b. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $1,000,000 per occurrence. Such insurance shall include coverage for owned, hired and non -owned automobiles. c. Worker's Compensation Insurance. In accordance with the provisions of Section 3300 of the Labor Code, Consultant, if Consultant has any employees, is required to be insured against liability for worker's compensation or to undertake self-insurance. Prior to commencing the performance of the work under this Agreement, Consultant agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. d. Professional liability (errors and omissions) insurance, with a combined single limit of not less than $1,000,000 per claim. e. The following requirements apply to the insurance to be provided by Consultant pursuant to this section: (i) Consultant shall maintain all insurance required above in full force and effect for the entire period covered by this Agreement. (ii) Certificates of insurance shall be furnished to the City upon execution of this Agreement and shall be approved in form by the City Attorney. (iii) Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty (30) days prior written notice to the City. f If Consultant fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the City with required proof that insurance has been procured and is in force and paid for, the City shall have the right, at the City's election, to forthwith terminate this Agreement. Such termination shall not effect Consultant's right to be paid for its time and materials expended prior to notification of termination. Consultant waives the right to receive compensation and agrees to indemnify the City for any work performed prior to approval of insurance by the City. W�1I01 MOV lci-r 01 [OF 1 Y (-1]U Consultant agrees to 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 health, and claims for property damage, which may arise due to negligent acts, omissions or willful misconduct in the performance, from the direct or indirect operations of the Consultant or its contractors, 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 negligent acts, omissions or willful misconduct in the performance of 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 asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. 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. 9. 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. 10. 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 telefacsimile or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 telefacsimile (714) 647-6956 With courtesy copies to: Executive Director of Planning and Building City of Santa Ana 20 Civic Center Plaza (M-20) P.O. Box 1988 Santa Ana, California 92702 telefacsimile (714) 973-1461 City Attorney City of Santa Ana 20 Civic Center Plaza (M-29) P.O. Box 1988 Santa Ana, California 92702 telefacsimile (714) 647-6515 To Consultant: UltraSystems Environmental, Inc. 16431 Scientific Way Irvine, CA 92618 Telefacsimile (949) 788-4901 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 telefacsimile, 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. 11. 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 proposal or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Consultant nor 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 parties, which are not embodied herein. 12. 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. 13. 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 products 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. 14. DISCRIMINATION Consultant shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities. Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 15. 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. 16. 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. 17. 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: MARIA D. HUIZAR Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney By: for -Ryan Mdge Assistant City Attorney RECOMMENDED FOR APPROVAL: KAREN HAL Interim Executi Director Planning & Building Agency HAS, AN HAGHANI Executive Director Planning and Building Agency CITY OF SANTA ANA DAVID CAVAZO City Manager CONSULTANT: U1traSystems Environmental etsy A.f indsay Title: President/CEO Tax ID# 33-0623499 EXHIBIT A CONSULTANT'S PROPOSAL AND FEESCHEDULE LlltraSystems ULTRASYSTEMS ENVIRONMENTAL STANDARD RATE SCHEDULE Principal $175 $180 $185 Director $170 $175 $180 Senior Project Manager $155 $160 $165 Project Manager $139 $143 $147 Senior Principal Engineer $155 $160 $165 Senior Scientist/Engineer $139 $143 $147 Scientist/Engineer $129 $133 $137 Staff Scientist/Engineer $103 $106 $109 Senior Biologist II $129 $133 $137 Senior Biologist l $108 $111 $114 Staff Biologist II - $98 $101 $104 Staff Biologist 1 $88 $91 $94 Associate Biologist $77 $79 $81 Senior Planner $103 $106 $109 Associate Planner $93 $96 $99 Planner/Envi ro n mental Analyst $88 $91 $94 Cultural Specialist $129 $133 $137 Archaeologist $93 $96 $99 Cultural Monitor $77 $79 $81 GISAnalyst $98 $101 $104 GIS Technician $88 $91 $94 Word Processor $67 $69 $71 Intern $52 $54 $56 Up to 100 pages No Charge 101 to 500 pages 501 to 1,000 pages Over 1,000 pages ($150 plus above rates) 4- Excavation Screen Field Supplies (shovels, health and safety, flagging, binoculars, etc.) Garmin GPS (non -Trimble) Fad Data Tablet Kestrel Anemometer (or equivalent) Photoionization detector (PID) or equivalent Quest SoundPro SP -DL -1-1/3 Sound Level Meter (or equivalent) RKI GX-2003 Multi -Gas Meter (or equivalent) Trimble 2008 GeoXH GPS Unit (or equivalent) GPSTruPulse 360R Laser Range Finder (or equivalent) Walkie-talkie $15 $5 $20 $25 $100 $5 $20 $100 $400 $110 $440 $65 $260 $115 $460 $100 $400 $5 $20 Consultant support (printing, reproduction and other direct expenses) will be billed at a rate of cost plus ten (30) percent. Automobile mileage will be charged at IRS standard rates. Travel time will be billed as indicated in the hourly rate schedule above. Invoices will be submitted monthly for work in progress and at completion of contract obligations, and are payable upon receipt. Fees not paid within thirty (30) days of invoice date may be assessed an interest charge of one and one-half (1.5) percent per month, from the date due (net 30). Attorney fees and court costs incurred for collection of delinquent accounts will be borne by the client. ADDITIONAL INSURED ENDORSEMENT FOR COMMERCIAL GENERAL LIABILITY POLICY Insurance Company This endorsement modifies such insurance as is afforded by the provisions of Policy 0 relating to the following: 1. The City of Santa Ana, 20 Civic Center Plaza, Santa Ana, California 92701; its officers, employees, agents, volunteers and representatives are named as additional insureds ("additional insureds") with regard to liability and defense of suits arising from the operations and uses performed by or on behalf of the named insured. 2. With respect to claims arising out of the operations and uses performed by or on behalf of the named insured, such insurance as is afforded by this policy is primary and is not additional to or contributing with any other insurance carried by or for the benefit of the additional insureds. 3. This insurance applies separately to each insured against whom claim is made or suit is brought except with respect to the company's limits of liability. The inclusion of any person or organization as an insured shall not affect any right which such person or organization would have as a claimant if not so included. 4. With respect to the additional insureds, this insurance shall not be cancelled, or materially reduced in coverage or limits except after thirty (30) days written notice has been given to the City of Santa Ana, 20 Civic Center Plaza, Santa Ana, California 92701. (Completion of the following, including countersignature, is required to make this endorsement effective.) Effective Policy # Issued to this endorsement form as a part of Named Insured Countersigned by Authorized Representative CITY OF SANTA ANA OFFICE OF THE CITY ATTORNEY Certificate of Liability Insurance Checklist for Consultant/Sub-recipient Policies Name of Consultant/Sub-recipient: _, J , g STV±, j V. Date Certificate of Liability Insurance Submitted: t z Ila A (r Steps: (a) Obtain Copy of (Current) Contract; (b) Identify Insurance Paragraph in Contract; (c) Review Insurance Requirements Stated in the Contract and Compare with the Certificate of Insurance Submitted for Approval; and (d) Check -off Each Item Below During Your Review of the Submitted Certificate of Insurance: [v]/1. Name and Address of a Producer [V�'2. Name and/or Telephone Number for Producer Contact [vf"3. Name and Address of Consultant/Sub 4. Name of the Insurance Company(ies) [ `] 5. Boxes Checked Identifying the Type of Coverage L/T"' 6. Additional Insured Box May be Checked and Separate Additional Insured Endorsement Pone Must Be Attached (make sure the endorsement lists the insurance policy #) and Verify Primary Language on Acceptable Additional Insured Endorsement �7. Policy Number and Check to Verify Insurance is Effective During Project Date or Contract Term [. Correct Coverage Dollar Amounts Listed P_r9, Professional Liability Insurance Listed (if architect, engineer, attorney or accountant) 11�1 0. Project Description by Number or Location (if applicable) [v]� 11. Name of City and Address [s/) 12. Insurer's Signature Required (not the consultant's signature) [ ] 13. To Approve, Write "Reviewed by [sign your name]" on Every Page of Certificate of Insurance and All Endorsements and Write the Number of Pages (ex. 1/4 or 4/4) Contact the City Attorney's Office if you have any questions — Lisa Storck x5207. II TRENV-01 IRI ISCPI 1 acoez® CERTIFICATE OF LIABILITY INSURANCE Cr1VPRARFSt CFRTIFI(:ATF NIIMRFR• 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. DATE 9/2 01 6 12/29/2016 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(les) 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 Roger Stone Insurance Agency 5015 Birch Street CONT PHONE FAX AIC, Ne, E4): (949) 757.0270 Aid, Nc):(949) 757-0375 A2bmuA'LE$,,customerservice@stoneins.com Newport Beach, CA 92660 INSURER(S) AFFORDING COVERAGE NAIC p 11/10/2017 INSURER A: Admiral Insurance Co. 24656 DAEMGEETORENTED nCe 50,000 INSURED INSURER BIRepublic IndemnitCompany 22179 INSURER C Ultrasystems Environmental Inc INSURER D: 16431 Scientific Way Irvine, CA 92618 INSURER E: INSURER F: HAUTOMOBILE LIABILITY ANYAUTO OWNED SCHEDULED AUTOS ONLY ANUUYIECW AIRTOS ONLY X AUTOS ONLY Cr1VPRARFSt CFRTIFI(:ATF NIIMRFR• 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 ADDLSUBR JUM D POLICY NUMBER POLICYEFF DD POLICY EXP M D❑ LIMITS A X COMMERCIAL GENERAL LIABILITY CLAIMS -MADE ®OCCUR X Contr Poll Liability X FEIECC1110704 11/10/2016 11/10/2017 EACH OCCURRENCE $ 5,000,000 DAEMGEETORENTED nCe 50,000 MEO EXP An one arson 5'000 PERSONAL &ADV INJURY $ 5,000,000 GEHL AGGREGATE LIMIT APPLIES PER: X POLICY E jEOT D LOC OTHER: GENERALAGGREGATE $ 5'000'000 PRODUCTS - COMP/OPAGG $ 5,000,000 A HAUTOMOBILE LIABILITY ANYAUTO OWNED SCHEDULED AUTOS ONLY ANUUYIECW AIRTOS ONLY X AUTOS ONLY FEIECC1110704 11/10/2016 11110/2017 EOegdNtleotSINGLE LIMIT $ 1,000,000 BODILY INJURY Per ersan $ BORRDILY INJURY Per accident $ Pe�acclden�AMAGE $ UMBRELLA LIAR EXCESS LIAB OCCUR CLAIMS -MADE EACH OCCURRENCE AGGREGATE $ DED RETENTION$ B WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR)PARTNERIEXECUTIVE YIN O0FFICERIMEMDER� EXCLUDED? � (Mantlatory in NN) If yes, describe under DESCRIPTION OF OPERATIONS below N/A 16319314 0910112016 0910112017 X I PEAT UTE OTRH- 1,000,000 E.L. EACH ACCIDENT $ E.L. DISEASE - EA EMPLOYE $ 1,000,000 1000000 E.L. DISEASE - POLICY LIMIT , , A A Professional Liab Professional Liab FEIECC1110704 FEIECC1110704 11/1012016 11/10/2016 11/10/2017 11/1012017 Each Occurrence 5,000,000 Aggregate 5,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS 1 VEHICLES (ACORD 101, Additional Remarks Schedule, may he attached If mere spat. Is mgdindi RE: On -Call Environmental Services he City of Santa Ana, Its officers, employees, agents, volunteers and representatives are named Additional Insured as respects General Liability per form ECC -319.0712 attached. Insurance is primary/non-contributory per form ECC -548-0712 attached. ✓6W - City of Santa Ana 20 Civic Center Plaza Santa Ana, CA 92701 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE ACORD 25 (2016103) @ 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD Ultrasystems Environmental Inc ABMIRA*MMV' Automatic Primary and Non -Contributory Insurance Endorsement Designated Work Or Project(s) This endorsement, effective 11/10/2016 attaches to and forms a part of Policy Number FEI-ECC41107-04. This endorsement changes the Policy. Please read it carefully. SCHEDULE Name of Person or Organization: Any person(s) or organization(s) whom the Named Insured agrees, in a written contract, to provide Primary and/or Non-contributory status of this insurance. However, this status exists only for the project specified in that contract. In consideration of an additional premium of $A lied and notwithstanding anything contained in this policy to the contrary, it is hereby agreed that this policy shalt be considered primary to any similar insurance held by third parties in respect to work performed by you under any written contractual agreement with such third party. It is flrrthor agreed that any other insurance which the person(s) or organization(s) named in the schedule may have is excess and non- contributory to this insurance. 1014MI[:IIiUM Ultrasystems Environmental Inc Automatic Additional Insured — Owners, Lessees or Contractors This endorsement, effective 11/10/2016 attaches to and fonns apart of Policy Number FEI-ECC-11107-04. This endorsement changes the Policy. Piease read it carefully. ECC -319-0712 This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART CONTRACTORS POLLUTION LIABILITY COVERAGE PART SCHEDULE Name of Person or Organization: Any person(s) or organization(s) whom the Named Insured agrees, in a written contract, to name as an additional insured. However, this status exists only for the project specified in that contract. The person or organization shown in this Schedule is included as an insured, but only with respect to that person's or organization's vicarious liability arising out of your ongoing operations performed for that insured. Farm � 7�Ilt740' Request for Taxpayer Give Form to the (Rey.,a,,a)Identification Treasury Number and Certification I requester. Re notlm Internal Revenue Service send to: the IRS. Name (as shown on your Income tax return) Ultras stems Environmental, Inc. ni Business aameldigregarded entity name, if different from above o Cheek appropriate box for federal lax classification: Exemptions (too Instructions): 0 ❑ Individual7sde proprietor ❑ Ccorporation 0a Corporation ❑ Partnership ❑Tmst/osete G N ❑ Limitedliablfty company,Enter(lie tax classification(C=a corporation. Corporation, P=parinershp)0_ Exempt payee code (if any) �n Exemption from FATGA reporting IC IVti El Other (see Instructions) ' Cddelitany)¢na)r�` P Address (number. street, and apt. or suite no.) Requomer'6 name end addross (optional) h 16431 Scientific Way City,: state; and ZIP code w Irvine, CA 92618 List account numbor(s) here (optional) Note. If the account Is in more than one name, see the chart on page 4 for guidelines on whose Under penalties of perjury, I:certify that; 1. The number shown on this form is my correct taxpayer identification number (or l am waiting for anumber to be, issued to me), and 2. lam not subject to backup withholding because: (a) I am exempt from backup withholding, or (b) I have not been notified by the Internal Revenue Service (IRS) that I am subject to backup withholding Asaresult of a fallureto report all interest or dividends, or (c) the IRS has notified me that I am no longer subject to backup withholding,, and. 3. 1 am a U.S.: citizen or other U.S. person (defined below),. and 4. The FATCA code(s) entered on this form Of any) Indicating that I am exempt: from FATGA reporting Is correct. Certification Instructions. You must cross out item 2 above if you have been notified by the IRS that you are c because you have failed torecon all interest and diiridands nh vmrr tau rat„rn c„r mmi name r -.,—o,,.... u— , an ...., General Instructions 1 section references are to the Internal Revenue Code unless Onim4se acted. Future developments. The Ins has created a page onlRS.gov for information about Form W-91, at wonrarsgavywg. Information about anypAure developments affecting Form W-0 (such as legislation enacted after we release h) wig be posted on that page. Purpose of Form Aperson who Is required to file an information return with the IRS must obtain your correct taxpayer Identification number (TIN) to report, for example, income paid to YOU, payments made to you In schoo nl of payment card and third party network transactions, real estate transactions, mortgage Interest you paid, aaqulsltlon or abandonment of secured property, Cancellation of debt, or Contributions you made to an INA, Use form W0 only if you are a U.S. person imoluding a resident alien), to provide your correct TIN to the person requesting It (the requester) and, when applicable, lo: I. Codify that the TIN you aro giving Is correct for you are waiting for a number to be Issued), 2, Codify that you are not subject to backup withholding. or 3. Claim exemption from backup withholding if you aro a U.S. exempt payee,. It applicable, you are also certifying that as a US, person,. your allocable short of any partnership Income from:a U.S. trade or business Isnot subject to the ,an fnravlouat retirement arrangement (IM); and but you must provide your correct TIN. See the 4. Certify that FATGA code(6) entered on this form if any) indicating that you are exempt from the FATGA reporting, is Correct. Note. If you are a U.S person and a requester gives you a form other than Form W-0 to request your TIN, you must use the tequester's form if it Is substantially sioiliar to this Form W -g, Definition of a U.S. person. For federal tax purposes, you are Considered 0 U.S, person if you are: .:An individual who is U.S. citizen or U.6, resident alien, • A partnership, corporation, Company, or asspclanoa created ororganized in the Ursted States or under the laws of the United States; • An estate (other than a foreign estate), or • A domestic trust (as defined in Regulations section 301.7701-7),. Sgeclal rules for 00rt"mrshlies. Partnerships that conduct a trade or business in the United States are generally required to pay a withholding tax under section 1446 on any foroign partners' share of effectively connected taxable Income from such business. Further, In certain cases whore a Form MID has not boon received, the rules under section 1446 requires partnership to presume that a partner Is a foreign person, and pay the section 1446 withholding' tax. Therefore, if area U.S: parson that is a partner in a partnership conducting a trade or business in the. United States, provide Form W -g to the partnership to establish your VS. status and avoid section 1446 VAthholding on yourshare of partnership income, Cat; No. 10231X Form