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Home My WebLink AboutAGMT - Superior Pavement Markings Inc and Extension No 1 and Amendment 1 (Pavement Marking Maintenance Services) AMENDMENT NO. 1 TO PROFESSIONAL SERVICES AGREEMENT for Pavement Marking Maintenance Services between -••' F "N. s eAPOAar',FgC, 16•16, \**t 2 7 • ' - �\ OO4-7 c 441' City of Seal Beach 211 - 8th Street Seal Beach, CA 90740 Superior Pavement Markings, Inc. 5312 Cypress Street Cypress, CA 90630 (714) 995-9100 This Amendment No. 1 , dated September 9th, 2024, amends that certain Professional Services Agreement ("Agreement') dated July 22, 2019, by and between the City of Seal Beach (`City"), a California charter city, and Superior Pavement Markings, Inc. ("Contractor"), a California corporation (collectively, "the Parties"). RECITALS A. City and Contractor are parties to the Agreement, pursuant to which City retained Contractor to provide certain professional pavement marking maintenance services. B. Effective July 22, 2019, City and Contractor entered into an Agreement for Contractor to provide pavement marking maintenance services with Original Term ending July 22, 2022, with two optional one-year extensions at the discretion of City. C. The Agreement was extended by extension letter pursuant to City's election for an additional one-year extension ("first extension") through and including July 22, 2023; and the Agreement was also extended pursuant to City's election for a second extension ("second extension") through and including July 22, 2024. D. City and Contractor desire to amend the Agreement by this Amendment No. 1 to extend the contract term for an additional year through and including July 22, 2025, as provided herein, and to increase Contractor's compensation by $100,000, for a revised total not-to-exceed amount of$370,000, as provided herein. NOW THEREFORE, in consideration of the Parties' performance of the promises, covenants, and conditions stated herein, the Parties hereto agree as follows. AMENDMENT NO. 1 Section 1. Subsection 1.1 of Section 1.0 (Scope of Services) of this Agreement is hereby amended in its entirety to read as follows: "1.1. Subject to Subparagraphs 1.1.1 and 1.1.2, Contractor shall provide those services ("Services") set forth in the attached Exhibit A, which is incorporated herein by this reference. 1.1.1. During the Third Extension (as defined in Subsection 2.1.2), Consultant shall provide the Services set forth in Exhibit A, which is hereby incorporated by this reference. 1.1.2. To the extent that there is any conflict between the Agreement and Amendment No. 1, the provisions of Amendment No. 1 shall control." Section 2. Section 2.0 (Term) of this Agreement is hereby amended in its entirety to read as follows: "2.0 Term 2.1. Original Term. This Agreement originally commenced as of the Effective Date and continued for a term of three (3)years through and including midnight on July 22, 2022 ("Original Term"). Page 2 of 5 2.1.1 First Extension and Second Extension. This Agreement was extended for one additional one-year term from July 22, 2022 via extension letter through and including July 22, 2023 ("First Extension"); and was thereafter extended for one additional one-year term by extension letter from May 13, 2023 through and including July 22, 2024 ("Second Extension"). 2.1.2 Third Extension. This term of this Agreement is hereby extended for an additional one-year term from July 22, 2024 through and including July 22, 2025 ("Third Extension"), unless sooner terminated as provided by the Agreement. Section 3. Section 3.0 (Contractor's Compensation) of the Agreement is hereby amended in its entirety to read as follows: "3.0 Contractor's Compensation 3.1. City will pay Contractor in accordance with the following provisions, but in no event will City pay more than the total amount of Three Hundred and Seventy Thousand Dollars and no/100 ($370,000), for the total and extended term, as follows: 3.1.1 Original Term. City will pay Contractor in accordance with the rates shown on the fee schedule set for in Exhibit A for Services but in no event will the City pay more than One Hundred and Sixty Thousand Dollars ($160,000.00) for the Original Term of the Agreement. 3.1.2 First Extension and Second Extension. For the First Extension (as defined by Section 2.1.1, above) City will pay Contractor in accordance with the hourly rates as shown on the fee schedule set forth in Exhibit A, but in no event will the City pay more than Fifty-Five Thousand Dollars ($55,000) for the First Extension of the Agreement. For the Second Extension (as defined by Section 2.1.1, above) City will pay Contractor in accordance with the hourly rates as shown on the fee schedule set forth in Exhibit A, but in no event will the City pay more than Fifty-Five Thousand Dollars ($55,000) for the Second Extension of this Agreement. 3.1.3. Third Extension. For the Third Extension (as defined by Section 2.1.2, above) City will pay Contractor in accordance with the hourly rates as shown on the fee schedule set for in Exhibit A, but in no event will the City pay more than One Hundred Thousand Dollars ($100,000) for the Third Extension of this Agreement." Section 4. Section 29.0 is hereby added to the Agreement to read as follows: _29.0 Government Code Claim Compliance Page 3 of 5 In addition to any and all requirements of this Agreement pertaining to notices of and requests for compensation or payment for additional services, disputed work, claims and/or changed conditions, Contractor must comply with the claim procedures set forth in Government Code Section 900 et seq. prior to filing any lawsuit against City. Such Government Code claims and any subsequent lawsuit based upon the Government Code claims shall be limited to those matters that remain unresolved after all procedures pertaining to additional services, disputed work, claims, and/or changed conditions have been followed by Contractor. If no such Government Code claim is submitted, or if any prerequisite contractual requirements are not otherwise satisfied as specified herein, Contractor shall be barred from bringing and maintaining a lawsuit against City." Section 5. Section 30.0 is hereby added to the Agreement to read as follows: "30.0 Non-Appropriation of Funds Payments to be made to Contractor by City for any Services performed within the current fiscal year are within the current fiscal budget and within an available, unexhausted fund. In the event that City does not appropriate sufficient funds for payment of Contractor's Services beyond the current fiscal year, this Agreement shall cover payment for Contractor's Services only to the conclusion of the last fiscal year in which City appropriates sufficient funds and shall automatically terminate at the conclusion of such fiscal year." Section 6. All references to the term "Agreement" throughout Sections 1.0 through 30.0, inclusive, of the Agreement are hereby modified to include the Agreement dated July 22, 2019, Extension Letter No. 1 dated June 20, 2022, Extension Letter No. 2 dated August 15, 2023, and this Amendment No. 1 dated July 22, 2024, as if all terms are fully set forth therein. Section 7. Except as expressly modified or supplemented by this Amendment No. 1, all other provisions of the Agreement shall remain unaltered and in full force and effect. In the event of a conflict between the provisions of this Amendment No. 1 and the provisions of the Agreement, First Extension and Second Extension, the provisions of this Amendment No. 1 shall control. Section 8. This Amendment No. 1 shall be effective on July 22, 2024. Section 9. The persons executing this Amendment No. 1 on behalf of Contractor each warrant that he or she is each duly authorized to execute this Amendment No. 1 on behalf of said Party and that by his or her execution, Contractor is formally bound to the provisions of this Amendment No. 1. Page 4 of 5 IN WITNESS WHEREOF, the Parties hereto, through their respective authorized representatives have executed this Amendment No. 1 as of the date and year first above written. CITY OF SE C- CONTRACTOR: Superior Pavement Marking, a California c poration By: . Ingram,CV . •er By: �— L Name:N\ .v hn \re Atte• Its: Ai*�� By: B •&NJ: .A. Name: lori. D. arper, City Clerk Its: Approved as Form: (Please note, two signatures required for corporations under Corp. Code§ 313, unless corporate documents authorize only one person to sign this Agreement on behalf of the By: corporation.) Nicholas Ghirelli, City Attorney Page 5 of 5 DATE(MMIDD/YYYY)A CERTIFICATE OF LIABILITY INSURANCE 9/18/2024 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME: Annette Romero Acrisure Southwest Partners Insurance Services, LLC (PHONE FAX A/C N4 Ex�: 949-486-7904 (Arc.No): 18952 MacArthur Blvd., Suite#300 E-MAIL Irvine, CA 92612 ADDRESS: aromerOt patrisk.com INSURER(S)AFFORDING COVERAGE NAIC www.patrisk.com 0K07568 INSURER A: Executive Risk Indemnity Inc. A++XV 35181 INSURED INSURER B: Federal Insurance Company A++XV 20281 Superior Pavement Markings, Inc.5312 Cypress St. INSURER C: Westchester Surplus Lines Insurance Co A++XV 10172 Cypress CA 90630 INSURERD: INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: 81953132 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 ADMTYPE OF INSURANCE INSD SUER POUPOLICY NUMBER (MMIDDIYYYY) (MMPO DDT) LIMITS LTR ,INSD wv0 A ✓ COMMERCIAL GENERAL LIABILITY ✓ ✓ 54326762 9/18/2024 6/1/2025 EACH OCCURRENCE $1,000,000 GE TO CLAIMS-MADE ✓ OCCUR Pp EM ES(EaE NTED R S occurrence) $300,000 MED EXP(Any one person) $5,000 PERSONAL&ADV INJURY $1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $2,000,000 POLICY ✓ jECT LOC PRODUCTS-COMP/OP AGG $2,000,000 OTHER: $ B AUTOMOBILE LIABILITY ✓ ✓ 54326761 9/18/2024 6/1/2025 (Ee aBBcliNd tSINGLE LIMIT 1,000,000 ✓ ANY AUTO BODILY INJURY(Per person) $ OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE $ AUTOS ONLY AUTOS ONLY (Per accident) B ✓ UMBRELLA LIAB ✓ OCCUR 56717371 9/18/2024 6/1/2025 EACH OCCURRENCE $5,000,000 EXCESS LIAB CLAIMS-MADE AGGREGATE $5,000,000 . DED RETENTION$ $ B WORKERS COMPENSATION ✓ 54326701 6/1/2024 6/1/2025 ✓ STATUTE EOTH- R AND EMPLOYERS'LIABILITY ANYPROPRIETOR/PARTNERJEXECUTIVE Y/N OFFICER/MEMBEREXCLUDED? Y N/A E.L.EACH ACCIDENT $1,000,000 (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $1.000.000 If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $1,000,000 C Contractors Pollution Liability G74464518002 9/13/2024 6/1/2025 Ea Occ:$2,000,000 Aggregate:$4,000,000 I i i DESCRIPTION OF OPERATIONS I LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) RE:Old Town Re-Striping-seal Beach City of Seal Beach are named as additional insured with respects to GL and Auto Liability per the endorsements attached as required by written contract.Coverage is Primary and Non-contributory.Waiver of subrogation applies to GL,Auto and WC. 30 days notice of cancellation/10 days notice for non payment CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Seal Beach THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN 211 8th Street ACCORDANCE WITH THE POLICY PROVISIONS. Seal Beach CA 90740 AUTHORIZED REPRESENTATIVE Dave Jacobson (U/ ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD oT oc9117 I oa/oc CT./Oa/T1vn/wr/onT.T. I a I o/To/onva o.nv.nc TM ronml I ..c OS Superior Pavement Markings, Inc. POLICY NUMBER: 54326762 COMMERCIAL GENERAL LIABILITY CG20101219 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) Location(s) Of Covered Operations WHERE REQUIRED BY WRITTEN CONTRACT ALL LOCATIONS WHERE REQUIRED BY WRITTEN CONTRACT Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II — Who Is An Insured is amended to B. With respect to the insurance afforded to these include as an additional insured the person(s) or additional insureds, the following additional organization(s) shown in the Schedule, but only exclusions apply: with respect to liability for "bodily injury", "property This insurance does not apply to "bodilyinjury" or damage" or "personal and advertising injury" ry "property damage" pp y occurring after: caused, in whole or in part, by: 1. Your acts or omissions; or 1. All work, including materials, parts or equipment furnished in connection with such 2. The acts or omissions of those acting on your work, on the project (other than service, behalf; maintenance or repairs) to be performed by or in the performance of your ongoing operations for on behalf of the additional insured(s) at the the additional insured(s) at the location(s) location of the covered operations has been designated above. completed; or However: 2. That portion of "your work" out of which the injury or damage arises has been put to its 1. The insurance afforded to such additional intended use by any person or organization insured only applies to the extent permitted by other than another contractor or subcontractor law; and engaged in performing operations for a 2. If coverage provided to the additional insured is principal as a part of the same project. required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. CG 20 10 12 19 © Insurance Services Office, Inc., 2018 Page 1 of 2 OIOCll77 I ,A/, n_T/n]\/TIMO/mr/DI\TT I O/lO/lnOA O.n,.nc TM /DnT\ I Da..o ..f nc C. With respect to the insurance afforded to these 2. Available under the applicable limits of additional insureds, the following is added to insurance; Section III—Limits Of Insurance: whichever is less. If coverage provided to the additional insured is This endorsement shall not increase the required by a contract or agreement, the most we applicable limits of insurance. will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or Page 2 of 2 © Insurance Services Office, Inc., 2018 CG 20 10 12 19 of I ,a/7c rr./on/rm../Nr/onr.r I a I o/la/7n,a a.nl.nc aM lonml I Dane :Yekib VKAbb ng54326762 COMMERCIAL GENERAL LIABILITY CG 20 37 12 19 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) Location And Description Of Completed Operations WHERE REQUIRED BY WRITTEN CONTRACT, ALL LOCATIONS WHERE REQUIRED BY WRITTEN BUTONLY WHEN THE CONTRACT SPECIFIES CONTRACT COVERAGE FOR COMPLETED OPERATIONS Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II — Who Is An Insured is amended to B. With respect to the insurance afforded to these include as an additional insured the person(s) or additional insureds, the following is added to organization(s) shown in the Schedule, but only Section III— Limits Of Insurance: with respect to liability for "bodily injury" or If coverage provided to the additional insured is "property damage" caused, in whole or in part, by required by a contract or agreement, the most we "your work" at the location designated and will pay on behalf of the additional insured is the described in the Schedule of this endorsement amount of insurance: performed for that additional insured and included in the "products-completed operations 1. Required by the contract or agreement; or hazard". 2. Available under the applicable Limits of However: Insurance shown in the Declarations; 1. The insurance afforded to such additional whichever is less. insured only applies to the extent permitted This endorsement shall not increase the applicable by law; and Limits of Insurance shown in the Declarations. 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. CG 20 37 12 19 © Insurance Services Office, Inc., 2012 Page 1 of 1 o,calla, I on/vc n_r./cn/Trivia/wn/on.• n.,..erre o I a„o,vnon a.n,.nc am ionm, I o..... Superior Pavement Markings, Inc. POLICY NUMBER:54326762 COMMERCIAL GENERAL LIABILITY 10-02-2461 (Ed. 7-15) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. PRIMARY INSURANCE FOR SCHEDULED ADDITIONAL INSURED This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Additional Insured: Location Of Covered Operations: WHERE REQUIRED BY WRITTEN CONTRACT. ALL LOCATIONS (If no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to this endorsement.) With respect only to the Additional Insured and at the Location Of Covered Operations shown in the Schedule, the following is added to SECTION IV — COMMERCIAL GENERAL LIABILITY CONDITIONS, Paragraph 4. Other Insurance and supersedes any provision to the contrary: Primary And Noncontributory Insurance This insurance is primary to and will not seek contribution from any other insurance available to the Additional Insured with respect to the Location Of Covered Operations shown in the Schedule under this policy provided that: (1) The Additional Insured is a named insured under such other insurance; and (2) You have agreed in writing in a contract or agreement that this insurance would be primary and would not seek contribution from any other insurance available to the Additional Insured. 10-02-2461 (Ed. 7-15) Includes copyrighted material of Insurance Services Office, Inc., Page 1 of 1 with its permission. n,nc11» I On/lc ni/en/rtMn/wr/Dn„ I I o/,o/onon n.n7.nc nM inn', I Superior Pavement Markings,Inc. 54326762 COMMERCIAL GENERAL LIABILITY Form 10-02-1800 (Rev. 09-17) COMMERCIAL GENERAL LIABILITY COVERAGE FORM Various provisions in this policy restrict coverage. (2) The "bodily injury" or "property damage" Read the entire policy carefully to determine rights, occurs during the policy period; and duties and what is and is not covered. (3) Prior to the policy period, no insured listed Throughout this policy the words "you" and "your" under Paragraph 1. of Section II — Who Is refer to the Named Insured shown in the Declara- An Insured and no "employee" authorized tions, and any other person or organization qualifying by you to give or receive notice of an "oc- as a Named Insured under this policy. The words currence" or claim, knew that the "bodily in- "we", "us" and "our" refer to the company providing jury" or "property damage" had occurred, in this insurance. whole or in part. If such a listed insured or authorized "employee" knew, prior to the The word "insured" means any person or organization policy period, that the "bodily injury" or qualifying as such under Section II — Who Is An In- sured. "property damage" occurred, then any con- tinuation, change or resumption of such Other words and phrases that appear in quotation "bodily injury" or "property damage" will be marks have special meaning. Refer to Section V — deemed to have been known prior to the Definitions. policy period. SECTION I—COVERAGES c. "Bodily injury" or "property damage" will be COVERAGE A BODILY INJURY AND PROPERTY deemed to have been known to have occurred DAMAGE LIABILITY at the earliest time when any insured listed un- der1. Insuring Agreement Paragraph 1. of Section II — Who Is An In- sured or any "employee" authorized by you to a. We will pay damages that the insured be- give or receive notice of an "occurrence" or comes legally obligated to pay for "bodily inju- claim: ry" or "property damage" to which this insur (1) Reports all, or any part, of the "bodily injury" ance applies. We will have the right and duty to „ defend the insured against any "suit" seeking or property damage" to us or any other in- those damages. However, we will have no duty surer; to defend the insured against any "suit" seek- (2) Receives a written or verbal demand or ing damages for "bodily injury" or "property claim for damages for the "bodily injury" or damage" to which this insurance does not ap- "property damage"; or ply. We may, at our discretion, investigate any (3) Becomes aware by any other means that "occurrence" and settle any claim or "suit" that "bodily injury" or"property damage" has oc- may result. But: curred or has begun to occur. (1) The amount we will pay for damages is d. Damages for "bodily injury" include damages limited as described in Section III — Limits claimed by any person or organization for care, Of Insurance; and loss of services or death resulting at any time (2) Our right and duty to defend ends when we from the"bodily injury". have used up the applicable limit of insur- 2. Exclusions ance in the payment of judgments or set- tlements under Coverages A or B or medi- This insurance does not apply to: cal expenses under Coverage C. a. Expected Or Intended Injury No other obligation or liability to pay sums or "Bodily injury" or"property damage" arising out perform acts or services is covered unless ex- of an act that: plicitly provided for under Supplementary (1) Is expected or intended from the standpoint Payments—Coverages A and B. of the insured; or b. This insurance applies to "bodily injury" and (2) Would be expected or intended from the "property damage" only if: standpoint of a reasonable person in the (1) The "bodily injury" or "property damage" is circumstances of the insured; caused by an "occurrence" that takes place in the "coverage territory"; Form 10-02-1800 (Rev. 09- Includes copyrighted material of ISO Properties, Inc., with Page 1 of 16 17) its permission o,ac ,vv I on/oc r_,/nn/nnn/wr/onrr. I n....orrn o.....u_.. I o„n/nnon u.nv.nc IDnm1 I nm..o c ..F oc to cause "bodily injury" or "property damage", (1) An "employee" of the insured arising out of even if the actual "bodily injury" or "property and in the course of: damage" is of a different degree or type than (a) Employment by the insured; or intended or expected. I to "bodilyinjury" (b) Performing duties related to the conduct This exclusion does not apply Y of the insured's business; or or "property damage" resulting from the use of reasonable force to protect persons or proper (2) The spouse, child, parent, brother or sister ty of that "employee" as a consequence of b. Contractual Liability Paragraph (1) above. This exclusion applies whether the insured "Bodily injury" or "property damage" for which may be liable as an employer or in any other the insured is obligated to pay damages by capacity and to any obligation to share dam- reason of the assumption of liability in a con- ages with or repay someone else who must tract or agreement. This exclusion does not pay damages because of the injury. apply to liability for damages: That the insured would have in the absence This exclusion does not apply to liability as- (1) sumed by the insured under an "insured con- of the contract or agreement; or tract". (2)Assumed in a contract or agreement that is f. Pollution an "insured contract", provided the "bodily injury" or "property damage" occurs subse- (1) "Bodily injury" or "property damage" arising quent to the execution of the contract or out of the actual, alleged or threatened dis- agreement. charge, dispersal, seepage, migration, re- c. Liquor Liability lease or escape of"pollutants": "Bodilyinjury" or "property dams e" for which (a) At or from any premises, site or location 1 ry 9 which is or was at any time owned or any person or organization may be held liable occupied by, or rented or loaned to, any by reason of: insured. However, this subparagraph (1) Causing or contributing to the intoxication does not apply to: of any person; (i) "Bodily injury" if sustained within a (2) The furnishing of alcoholic beverages to a building and caused by smoke, person under the legal drinking age or un- fumes, vapor or soot produced by or der the influence of alcohol; originating from equipment that is (3) Any statute, ordinance or regulation relating used to heat, cool or dehumidify the to the sale, gift, distribution or use of alco building, or equipment that is used to holic beverages; or heat water for personal use, by the building's occupants or their guests; (4) Providing or failing to provide transportation with respect to any person that may be un- (ii) "Bodily injury" or "property damage" der the influence of alcohol in connection for which you may be held liable, if with any circumstances described in c.(1), you are a contractor and the owner (2), or(3) above. or lessee of such premises, site or location has been added to your pol- This exclusion applies only if you are in the icy as an additional insured with re- business of manufacturing, distributing, selling, spect to your ongoing operations serving or furnishing alcoholic beverages. performed for that additional insured For the purposes of this exclusion, consump- at that premises, site or location and tion of alcoholic beverages brought on your such premises, site or location is not premises (whether or not a fee is charged or a and never was owned or occupied license is required for such activity) will not be by, or rented or loaned to, any in- deemed, in itself, to constitute the business of sured, other than that additional in- furnishing, selling or serving alcoholic bever- sured; or ages. (iii) "Bodily injury" or "property damage" d. Workers' Compensation And Similar Laws arising out of heat, smoke or fumes Any obligation of the insured under a workers' from a "hostile fire"; compensation, disability benefits or unem- (b) At or from any premises, site or location ployment compensation law or any similar law. which is or was at any time used by or e. Employer's Liability for any insured or others for the han- dling, storage, disposal, processing or "Bodily injury"to: treatment of waste; Page 2 of 16 Includes copyrighted material of ISO Properties, Form 10-02-1800 (Rev. 09-17) Inc., with its permission alcmal„ I ,n/,a nc/nn/rrm/mr/onrr I e....-,,, P,,...o_.. 0/1G/,n,A o-n,.nc AM ,unm, I oe..e 7 ..i ,c (c) Which are or were at any time trans- (e) At or from any premises, site or location ported, handled, stored, treated, dis- on which any insured or any contractors posed of, or processed as waste by or or subcontractors working directly or in- for: directly on any insured's behalf are per- (i) Any insured; or forming operations if the operations are to test for, monitor, clean up, remove, (ii) Any person or organization for whom contain, treat, detoxify or neutralize, or you may be legally responsible; or in any way respond to, or assess the ef- (d) At or from any premises, site or location fects of, "pollutants". on which any insured or any contractors (2) Any loss, cost or expense arising out of or subcontractors working directly or in- any: directly on any insured's behalf are per- (a) Request, demand, order or statutory or forming operations if the "pollutants" are brought on or to the premises, site or lo- regulatory requirement that any insured cation in connection with such opera or others test for, monitor, clean up, re tions by such insured, contractor or move, contain, treat, detoxify or neutral- subcontractor. However, this subpara- ize, or in any way respond to, or assess graph does not apply to: the effects of, "pollutants"; or (i) "Bodily injury" or "property damage" (b) Claim or "suit" by or on behalf of a gov- arising out of the escape of fuels, ernmental authority for damages be- lubricants or other operating fluids cause of testing for, monitoring, clean- which are needed to perform the ing up, removing, containing, treating, normal electrical, hydraulic or me- detoxifying or neutralizing, or in any way chanical functions necessary for the responding to, or assessing the effects operation of "mobile equipment" or of, "pollutants". its parts, if such fuels, lubricants or However, this paragraph does not apply to other operating fluids escape from a liability for damages for "property damage" vehicle part designed to hold, store that the insured would have in the absence or receive them. This exception does of such request, demand, order or statutory not apply if the "bodily injury" or or regulatory requirement, or such claim or "property damage" arises out of the "suit" by or on behalf of a governmental au- intentional discharge, dispersal or re- thority. lease of the fuels, lubricants or other g. Aircraft, Auto Or Watercraft operating fluids, or if such fuels, lub- ricants or other operating fluids are "Bodily injury" or "property damage" arising out brought on or to the premises, site or of the ownership, maintenance, use or en- location with the intent that they be trustment to others of any aircraft, "auto"or wa- discharged, dispersed or released as tercraft owned or operated by or rented or part of the operations being per- loaned to any insured. Use includes operation formed by such insured, contractor and "loading or unloading". or subcontractor; This exclusion applies even if the claims (ii) "Bodily injury" or "property damage" against any insured allege negligence or other sustained within a building and wrongdoing in the supervision, hiring, employ- caused by the release of gases, ment, training or monitoring of others by that fumes or vapors from materials insured, if the "occurrence" which caused the brought into that building in connec- "bodily injury" or "property damage" involved tion with operations being performed the ownership, maintenance, use or entrust- by you or on your behalf by a con- ment to others of any aircraft, "auto" or water- tractor or subcontractor; or craft that is owned or operated by or rented or (iii) "Bodilyinjury" or " ro"property damage" loaned to any insured. P P Y 9 arising out of heat, smoke or fumes This exclusion does not apply to: from a "hostile fire". (1) A watercraft while ashore on premises you own or rent; (2) A watercraft you do not own that is: (a) Less than 26 feet long; and (b) Not being used to carry persons or property for a charge; Form 10-02-1800 (Rev. 09- Includes copyrighted material of ISO Properties, Inc., with Page 3 of 16 17) its permission e,—,w vn/vr; n,/nn/r,vn/mr/on„ n o/,a,love c.n,.na nM ,unm, I o ..F vc (3) Parking an "auto" on, or on the ways next Paragraphs (1), (3) and (4) of this exclusion do to, premises you own or rent, provided the not apply to "property damage" (other than "auto" is not owned by or rented or loaned damage by fire) to premises, including the con- to you or the insured; tents of such premises, rented to you for a pe- riod (4) Liability assumed under any "insured con- limit of insurance appl esutive to Damage To days. A separate (4) for the ownership, maintenance or ises Rented To You as described in Section III use of aircraft or watercraft; or —Limits Of Insurance. (5) "Bodily injury" or "property damage" arising out of: Paragraph (2) of this exclusion does not apply if the premises are "your work" and were never (a) The operation of machinery or equip- occupied, rented or held for rental by you. ment that is attached to, or part of, a land vehicle that would qualify under the Paragraphs (3), (4), (5) and (6) of this exclu- definition of "mobile equipment" if it sion do not apply to liability assumed under a were not subject to a compulsory or fi- sidetrack agreement. nancial responsibility law or other motor Paragraph (6) of this exclusion does not apply vehicle insurance law where it is li- to "property damage" included in the"products- censed or principally garaged; or completed operations hazard". (b) The operation of any of the machinery j. Damage To Your Product or equipment listed in Paragraph f.(2) or "Property damage"to "your product" arising out f.(3) of the definition of "mobile equip- of it or any part of it. ment". h. Mobile Equipment k. Damage To Your Work "Property damage" to "your work" arising out of "Bodily injury" or "property damage" arising out it or any part of it and included in the "products- of: completed operations hazard". (1) The transportation of"mobile equipment" by This exclusion does not apply if the damaged an "auto" owned or operated by or rented or work or the work out of which the damage loaned to any insured; or arises was performed on your behalf by a sub- (2) The use of "mobile equipment" in, or while contractor. in practice for, or while being prepared for, I. Damage To Impaired Property Or Property any prearranged racing, speed, demolition, Not Physically Injured or stunting activity. "Property damage" to "impaired property" or i. Damage To Property property that has not been physically injured, "Property damage"to: arising out of: (1) Property you own, rent, or occupy; (1) A defect, deficiency, inadequacy or dan- (2) Premises you sell, give away or abandon, if gerous condition in "your product" or "your the "property damage" arises out of any wor ; or part of those premises; (2) A delay or failure by you or anyone acting (3) Property loaned to you; on your behalf to perform a contract or (4) Personal property in the care, custody or agreement in accordance with its terms. control of the insured; This exclusion does not apply to the loss of use of other property arising out of sudden and (5) That particular part of real property on accidental physical injury to "your product" or which you or any contractors or subcontrac- "your work" after it has been put to its intended tors working directly or indirectly on your use. behalf are performing operations, if the m. Recall Of Products,Work Or Impaired "property damage" arises out of those op- erations; or Property (6) That particular part of any property that Damages claimed for any loss, cost or ex- must be restored, repaired or replaced be- pense incurred by you or others for the loss of cause "your work" was incorrectly per- use, withdrawal, recall, inspection, repair, re- formed on it. placement, adjustment, removal or disposal of: (1) "Your product"; (2) "Your work"; or (3) "Impaired property"; Page 4 of 16 Includes copyrighted material of ISO Properties, Form 10-02-1800 (Rev. 09-17) Inc., with its permission 0/0C9191 I ,A/am trJan/roan/mn/On,T O..m-.n I a„C,9n9A G.n,.nC nm /OnlI I D_..e a ..£ ,C if such product, work, or property is withdrawn COVERAGE B PERSONAL AND ADVERTISING or recalled from the market or from use by any INJURY LIABILITY person or organization because of a known or 1. Insuring Agreement suspected defect, deficiency, inadequacy or dangerous condition in it. a. We will pay damages that the insured be- comes legally obligated to pay for "advertising n. Personal And Advertising Injury injury" or "personal injury" to which this insur- "Bodily injury" arising out of "advertising injury" ance applies. We will have the right and duty to or"personal injury". defend the insured against any "suit" seeking those damages. However, we will have no duty o. Access To Or Disclosure Of Confidential Or to defend the insured against any "suit" seek- Personal Information And Data-Related Liability ing damages for "advertising injury" or "per- sonal injury" to which this insurance does not Damages arising out of: apply. We may, at our discretion, investigate (1)Any access to or disclosure of any person's any offense and settle any claim or "suit" that or organization's confidential or personal in- may result. But: formation, including patents, trade secrets, (1) The amount we will pay for damages is processing methods, customer lists, finan- limited as described in Section III — Limits cial information, credit card information, Of Insurance; and health information or any other type of non- public information; or (2) Our right and duty to defend end when we have used up the applicable limit of insur- (2)The loss of, loss of use of, damage to, cor- ance in the payment of judgments or set- ruption of, inability to access, or inability to tlements under Coverages A or B or medi- manipulate electronic data. cal expenses under Coverage C. This exclusion applies even if damages are No other obligation or liability to pay sums or claimed for notification costs, credit monitoring perform acts or services is covered unless ex- expenses, forensic expenses, public relations plicitly provided for under Supplementary expenses or any other loss, cost or expense Payments—Coverages A and B. incurred by you or others arising out of that which is described in Paragraph (1) or (2) b. This insurance applies to "advertising injury" or above. "personal injury" caused by an offense arising out of your business but only if the offense was However, unless Paragraph (1) above applies, committed in the "coverage territory" during the this exclusion does not apply to damages be- policy period. cause of"bodily injury". 2. Exclusions As used in this exclusion, electronic data means information, facts or programs stored This insurance does not apply to: as or on, created or used on, or transmitted to a. Expected Or Intended Injury or from computer software, including systems "Advertising injury" or "personal injury" arising and applications software, hard or floppy disks, out of an offense committed by or on behalf of CD-ROMS, tapes, drives, cells, data pro- the insured, that: cessing devices or any other media which are used with electronically controlled equipment. (1) Is intended by such insured; or Exclusions c. through m. do not apply to damage by (2)Would be expected from the standpoint of a fire to premises while rented to you or temporarily reasonable person in the circumstances of occupied by you with permission of the owner. A such insured; separate limit of insurance applies to this coverage as to cause injury. described in Section III—Limits Of Insurance. b. Publications With Knowledge Of Falsity "Advertising injury" or "personal injury" arising out of any electronic, oral, written or other pub- lication of content or material by or with the consent of the insured: (1)With knowledge of its falsity; or (2) If a reasonable person in the circumstances of such insured would have known such content or material to be false. Form 10-02-1800 (Rev. 09- Includes copyrighted material of ISO Properties, Inc., with Page 5 of 16 17) its permission Yloalill I ,n/,c nr/ma/mmm/wr/DINT T I o/io/,n,n o.n,.nc nu IDilm1 I De..e in ni ,c c. Prior Offenses (2)Controlling, creating, designing, developing, "Advertising injury" or "personal injury" arising determining or providing the content or ma- out of any offense first committed before the terial of another's Internet site; beginning of the policy period. (3)Controlling, facilitating or providing, or failing d. Crime Or Fraud to control, facilitate or provide, access to the Internet or another's Internet site; or "Advertising injury" or "personal injury" arising out of any criminal or fraudulent conduct com- (4)Publication of content or material on or from miffed by or with the consent or knowledge of the Internet, other than material developed the insured. by you to or at your direction. e. Contracts k. Continuing Offenses "Advertising injury" or "personal injury" for "Advertising injury" or "personal injury" that which the insured is obligated to pay damages arises out of that part of an offense that contin- by reason of assumption of liability in a con- ues or resumes after the later of the end of the tract or agreement. This exclusion does not policy period of: apply to the liability for damages: (1)This insurance; or (1) That such insured would have in the ab- (2)A subsequent, continuous renewal or re- sence of such contract or agreement; or placement of this insurance, that: (2) Assumed in a written contract or agreement (a) Is issued to you by us or by an affiliate that is an "insured contract", provided the of ours; "advertising injury" or "personal injury" to (b) Remains in force while the offense con- which this insurance applies is caused by tinues; and an offense first committed after the execu- tion of such contract or agreement. (c) Would otherwise apply to "advertising f. Breach Of Contract injury" and "personal injury". I. Pollution "Advertising injury" or "personal injury" arising out of breach of contract. "Advertising injury" or "personal injury" arising Failure To Conform To Representations Or out of the actual, alleged or threatened dis- g. charge, dispersal, seepage, migration, release Warranties or escape of"pollutants"at any time. "Advertising injury" or "personal injury" arising m. Pollution-Related out of the failure of goods, products or services to conform with any electronic, oral, written or Any loss, cost or expense arising out of any: other representation or warranty of durability, (1) Request, demand, order or statutory or fitness, performance, quality or use. regulatory requirement that any insured or h. Wrong Description Of Prices others test for, monitor, clean up, remove, contain, treat, detoxify or neutralize, or in "Advertising injury" or "personal injury" arising o out of the wrong description of the price of goods, products or services. off,, "pollutants"; or way respond to, or assess the effects (2) Claim or suit by or on behalf of a govern- i. Media Type Businesses mental authority for damages because of "Advertising injury" or "personal injury" arising testing for, monitoring, cleaning up, remov- out of an offense committed by or on behalf of ing, containing, treating, detoxifying or neu- an insured whose business is advertising, tralizing, or in any way responding to, or broadcasting, cablecasting, publishing, tele- assessing the effects of, "pollutants". casting or telemarketing. n. Access Or Disclosure Of Confidential Or This exclusion does not apply to "personal inju- Personal Information ry" caused by an offense described in Para- "Personal and advertising injury" arising out of graphs 21. a., b. and c. of the definition of any access to or disclosure of any person's or "personal injury" under the Definitions Section. organization's confidential or personal infor- j. Internet Activities mation, including patents, trade secrets, pro- "Advertising injury" or "personal injury" arising cessing methods, customer lists, financial in out of: formation, credit card information, health information or any other type of nonpublic in- (1)Controlling, creating, designing or develop- formation. ing of another's Internet site; Page 6 of 16 Includes copyrighted material of ISO Properties, Form 10-02-1800 (Rev. 09-17) Inc., with its permission oloc,,], I 14/lc aT/DM/ITM7a/wr/Dl1TT I h I o/10/,n')A O.nl.nC TM ID)1T\ I Dann 11 ni lS This exclusion applies even if damages are d. Workers Compensation And Similar Laws claimed for notification costs, credit monitoring To a person, whether or not an "employee" of expenses, forensic expenses, public relations any insured, if benefits for the "bodily injury" expenses or any other loss, cost or expense are payable or must be provided under a incurred by you or others arising out of any workers' compensation or disability benefits access to or disclosure of any person's or law or a similar law. organization's confidential or personal information. e. Athletics Activities COVERAGE C MEDICAL PAYMENTS To a person injured while practicing, instructing 1. InsuringAgreement or participating in any physical exercises or 9 games, sports, or athletic contests. a. We will pay medical expenses as described f. Products-Completed Operations Hazard below for"bodily injury" caused by an accident: Included within the "products-completed opera- (1) On premises you own or rent; tions hazard". (2) On ways next to premises you own or rent; g. Coverage A Exclusions or (3) Because of your operations; Excluded under Coverage A. COVERAGE FORM EXCLUSIONS provided that: The following exclusions apply to all Coverages in this (a) The accident takes place in the "cover- Coverage Form and all endorsements attached to it. age territory" and during the policy peri- od; 1. Asbestos, Silica Or Similar Compounds, (b) The expenses are incurred and reported Including Mixed Dust to us within one year of the date of the a. This insurance does not apply to any damages, accident; and loss, cost or expense arising out of the actual, alleged or threatened contaminative, pathogen- (c) The injured person submits to examina- ic, toxic or other hazardous properties of: tion, at our expense, by physicians of our choice as often as we reasonably (1) "Asbestos"; require. (2) "Silica"; or b. We will make these payments regardless of (3) "Mixed dust". fault. These payments will not exceed the ap- b. This insurance does not apply to any damages, plicable limit of insurance. We will pay reason- loss, cost or expense arising, in whole or in able expenses for: part, out of any: (1) First aid administered at the time of an (1) Demand, order, request or regulatory or accident; statutory requirement that any insured or (2) Necessary medical, surgical, x-ray and others test for, monitor, clean up, remove, dental services, including prosthetic devic- contain, treat, detoxify or neutralize, or in es; and any way respond to, or assess; or (3) Necessary ambulance, hospital, profes- (2) Claim or proceeding by or on behalf of a sional nursing and funeral services. governmental authority or others for any 2. Exclusions damages, loss, cost or expense because of testing for, monitoring, cleaning up, remov- We will not pay expenses for"bodily injury": ing, containing, treating, detoxifying or neu- a. Any Insured tralizing, or in any way responding to, or as- To any insured, except"volunteer workers". sessing; b. Hired Person the effects of "asbestos", "silica" or "mixed dust". To a person hired to do work for or on behalf of any insured or a tenant of any insured. 2. Employment-Related Practices c. Injury On Normally Occupied Premises This insurance does not apply to any damages, To a person injured on that part of premises loss, cost or expense sustained at any time by: you own or rent that the person normally occu- a. Any person, whether or not sustained in the pies. course of employment by any insured, arising out of any employment-related act, omission, policy, practice or representation directed at Form 10-02-1800 (Rev. 09- Includes copyrighted material of ISO Properties, Inc., with Page 7 of 16 17) its permission ClocAll7 I Th/ll I_i/AT/11M0/wr/onr, I h....erre D I O/1G/lfln G.f'1.fC TM ',IT% I ph,. 11 of 'C such person, occurring in whole or in part at 4. Fungi Or Bacteria any time, including any: This insurance does not apply to: (1) Arrest, detention or imprisonment; a. "Bodily injury", "property damage", "personal (2) Breach of any express or implied cove- injury" or "advertising injury" arising out of the Want; actual, alleged or threatened contaminative, pathogenic, toxic or other hazardous (3) Coercion, criticism, humiliation, prosecu- properties of"fungi" or bacteria. tion or retaliation; b. Any damages, loss, cost or expense arising out (4) Defamation or disparagement; of any: (5) Demotion, discipline, evaluation or reas- (1) Demand, order, request or regulatory or signment; statutory requirement that any insured or (6) others test for, monitor, clean up, remove, Discrimination, harassment or segrega- contain, treat, detoxify or neutralize, or in tion; any way respond to, or assess; or (7) (a) Eviction; or (2) Claim or proceeding by or on behalf of a (b)Invasion or other violation of any right governmental authority or others for any of occupancy; damages, loss, cost or expense because of testing for, monitoring, cleaning up, re- (8) Failure or refusal to advance, compensate, moving, containing, treating, detoxifying or employ or promote; neutralizing, or in any way responding to, (9) Invasion or other violation of any right of or assessing; privacy or publicity; the effects of"fungi"or bacteria. (10)Termination of employment; or 5. Information Laws, Including Unauthorized Or Unsolicited Communications (11)Other employment-related act, omission, policy, practice, representation or relation- This insurance does not apply to any damages, ship in connection with any insured at any loss, cost or expense arising out of any actual or time. alleged violation of: b. The brother, child, parent, sister or spouse of a. The United States of America CAN-SPAM Act such person at whom any employment related of 2003 (or any law amendatory thereof) or any similar regulatory or statutory law in any other act, omission, policy, practice or representation jurisdiction; is directed, as described in paragraph a. above, as a consequence thereof. b. The United States of America Telephone Con- sumer Protection Act (TCPA) of 1991 (or any This exclusion applies: law amendatory thereof)or any similar regulato- r. Whether the insured may be liable as an em- ry or statutory law in any other jurisdiction; ployer or in any other capacity; and c. The United States of America Fair Credit Re- ii. To any obligation to share damages with or porting Act (FCRA) (or any law amendatory repay someone else who must pay damages thereof including the Fair and Accurate Credit because of any of the foregoing. Transactions Act (FACTA)) or any similar regu- latory or statutory law in any other jurisdiction; 3. Enhancement, Maintenance Or Prevention Ex- or penses d. Any other regulatory or statutory law in any ju- This insurance does not apply to any loss, cost or risdiction that addresses, limits or prohibits the expense incurred by you or others for any: collecting, communicating, disposal, dissemina- a. Enhancement or maintenance of any proper- tion, distribution, monitoring, printing, publica- ty; or tion, recording, sending or transmitting of con- b. Prevention of any injury or damage to any: tent, information or material. (1) Person or organization; or 6. Intellectual Property Laws And Rights (2) Property you own, rent or occupy. This insurance does not apply to any damages, loss, cost or expense arising out of, giving rise to or in any way related to any actual, alleged or threatened: a. Assertion; or b. Infringement or violation; Page 8 of 16 Includes copyrighted material of ISO Properties, Form 10-02-1800 (Rev. 09-17) Inc., with its permission nia,111v I oA/oc ni/nn/TIMn/vn/onri I nnncrrn onme,n I 0/la,9n9A C.n9.n0 am fan, I oo.+o 11 ..i 00 by any person or organization (including any 1. All expenses we incur. insured) of any"intellectual property law or right". 2. Up to $250 for cost of bail bonds required because Further, this insurance does not apply to the of accidents or traffic law violations arising out of entirety of all allegations in any claim or "suit", if the use of any vehicle to which the Bodily Injury such claim or "suit" includes an allegation of or a Liability Coverage applies. We do not have to fur- reference to an infringement or violation of any nish these bonds. "intellectual property law or right", even if this 3. The cost of bonds to release attachments, but only insurance would otherwise apply to any part of the for bond amounts within the applicable limit of in- allegations in the claim or"suit". surance. We do not have to furnish these bonds. This exclusion applies unless the only 4. All reasonable expenses incurred by the insured at infringement or violation of an "intellectual property our request to assist us in the investigation or de- law or right" is an offense described in the fense of the claim or"suit", including actual loss of definition of "advertising injury" to which this earnings up to $250 a day because of time off insurance applies. from work. 7. Lead 5. All court costs taxed against the insured in the a. This insurance does not apply to any damages, "suit". However, these payments do not include at- loss, cost or expense arising out of the actual, torneys' fees or attorneys' expenses taxed against alleged or threatened contaminative, the insured. pathogenic, toxic or other hazardous properties 6. Prejudgment interest awarded against the insured of"lead". on that part of the judgment we pay. If we make an b. This insurance does not apply to any damages, offer to pay the applicable limit of insurance, we loss, cost or expense arising, in whole or in will not pay any prejudgment interest based on part, out of any: that period of time after the offer. (1) Demand, order, request or regulatory or 7. All interest on the full amount of any judgment that statutory requirement that any insured or accrues after entry of the judgment and before we others test for, monitor, clean up, remove, have paid, offered to pay, or deposited in court the contain, treat, detoxify or neutralize, or in part of the judgment that is within the applicable any way respond to, or assess; or limit of insurance. (2) Claim or proceeding by or on behalf of a These payments will not reduce the limits of insur- governmental authority or others for any ance. damages, loss, cost or expense because of SECTION II—WHO IS AN INSURED testing for, monitoring, cleaning up, remov- ing, containing, treating, detoxifying or neu- 1. If you are designated in the Declarations as: tralizing, or in any way responding to, or as- a. An individual, you and your spouse are in- sessing; sureds, but only with respect to the conduct of the effects of"lead". a business of which you are the sole owner. 8. War b. A partnership or joint venture, you are an in- sured. Your members, your partners, and their This insurance does not apply to any damages, spouses are also insureds, but only with re- loss, cost or expense, however caused, arising, di- spect to the conduct of your business. rectly or indirectly, out of: c. A limited liability company, you are an insured. a. War, including undeclared or civil war; Your members are also insureds, but only with b. Warlike action by a military force, including ac- respect to the conduct of your business. Your tion in hindering or defending against an actual managers are insureds, but only with respect or expected attack, by any government, sover- to their duties as your managers. eign or other authority using military personnel d. An organization other than a partnership, joint or other agents; or venture or limited liability company, you are an c. Insurrection, rebellion, revolution, usurped insured. Your "executive officers" and directors power, or action taken by governmental author- are insureds, but only with respect to their du- ity in hindering or defending against any of ties as your officers or directors. Your stock- these. holders are also insureds, but only with respect SUPPLEMENTARY PAYMENTS—COVERAGES A to their liability as stockholders. AND B e. A trust, you are an insured. Your trustees are We will pay, with respect to any claim we investigate also insureds, but only with respect to their du- or settle, or any"suit" against an insured we defend: ties as trustees. Form 10-02-1800 (Rev. 09- Includes copyrighted material of ISO Properties, Inc., with Page 9 of 16 17) its permission al 41c1110 I on/oc r•.i/on/im4n/mr•/nnr r. I nn..errn v..mo_.. I o/1o/,non c.nv.nc inn, I no..- in ..i oc 2. Each of the following is also an insured: (2) Until your legal representative has been a. Your "volunteer workers" only while performing appointed. duties related to the conduct of your business, d. Your legal representative if you die, but only or your "employees", other than either your with respect to duties as such. That repre- "executive officers" (if you are an organization sentative will have all your rights and duties other than a partnership, joint venture or lim- under this Coverage Part. ited liability company) or your managers (if you 3. Any organization you newly acquire or form, other are a limited liability company), but only for than a partnership, joint venture or limited liability acts within the scope of their employment by company, and over which you maintain ownership you or while performing duties related to the or majority interest, will qualify as a Named In- conduct of your business. However, none of sured if there is no other similar insurance availa- these "employees" or "volunteer workers" are ble to that organization. However,coverage under insureds for: this provision is afforded only until the 90th day af- (1) "Bodily injury", "advertising injury" or "per- ter you acquire or form the organization or the end sonal injury": of the policy period, whichever is earlier. (a) To you, to your partners or members (if No person or organization is an insured with respect you are a partnership or joint venture), to the conduct of any current or past partnership, joint to your members (if you are a limited li- venture or limited liability company that is not shown ability company), to a co-"employee" as a Named Insured in the Declarations. while in the course of his or her em- No person or organization is an insured with respect ployment or performing duties related to to the: the conduct of your business, or to your other "volunteer workers"while perform- a. Ownership, maintenance or use of any assets; or ing duties related to the conduct of your b. Conduct of any person or organization whose business; assets, business or organization; (b) To the spouse, child, parent, brother or you acquire, either directly or indirectly,for any: sister of that co-"employee" or "volun- teer worker" as a consequence of Para- a. "Bodily injury" or "property damage" that occurred; graph (1)(a) above; or (c) For which there is any obligation to b. "Advertising injury" or "personal injury" arising out share damages with or repay someone of an offense first committed; else who must pay damages for the in- in whole or in part, before you, directly or indirectly, jury described in Paragraphs (1)(a) or acquired such assets, business or organization. (b) above; or (d) Arising out of his or her providing or SECTION III—LIMITS OF INSURANCE failing to provide professional health 1. The Limits of Insurance shown in the Declarations care services. and the rules below fix the most we will pay re- (2) "Property damage"to property: gardless of the number of: (a) Owned, occupied or used by, a. Insureds; (b) Rented to, in the care, custody or con- b. Claims made or"suits" brought; or trol of, or over which physical control is c. Persons or organizations making claims or being exercised for any purpose by bringing "suits". you, any of your "employees", "volunteer 2. The General Aggregate Limit is the most we will workers", any partner or member(if you are pay for the sum of: a partnership or joint venture), or any a. Medical expenses under Coverage C; and member (if you are a limited liability com- b. Damages under Coverage A, except damages pany). for "bodily injury" or "property damage" includ- b. Any person (other than your "employee" or ed in the "products-completed operations haz- "volunteer worker"), or any organization while ard". acting as your real estate manager. 3. The Products-Completed Operations Aggregate c. Any person or organization having proper Limit is the most we will pay under Coverage A for temporary custody of your property if you die, damages for"bodily injury" and "property damage" but only: included in the "products-completed operations (1) With respect to liability arising out of the hazard". maintenance or use of that property; and Page 10 of 16 Includes copyrighted material of ISO Properties, Form 10-02-1800 (Rev. 09-17) Inc., with its permission g1OC115l I In/lc r.T/➢,,/TTN➢/NI`/Dnrr I T D/Tq/nnnA q.n-l.nC nM /DT1T\ Do..o TC ..£ ,c 4. The Personal and Advertising Injury Aggregate (2) Notify us as soon as practicable. Limit is the most we will pay for the sum of dam- You must see to it that we receive written no- ages under Coverage B. tice of the claim or "suit" as soon as practica- 5. Subject to Paragraph 2. or 3. above, whichever ble. applies, the Each Occurrence Limit is the most we c. You and any other involved insured must: will pay for the sum of: (1) Immediately send us copies of any de- a. Damages under Coverage A; and mands, notices, summonses or legal pa- b. Medical expenses under Coverage C pers received in connection with the claim for all "bodily injury" and "property damage"arising or"suit' out of any one "occurrence". (2) Authorize us to obtain records and other 6. Subject to Paragraph 5. above, the Damage To information; Premises Rented To You Limit is the most we will (3) Cooperate with us in the investigation or pay under Coverage A for damages for "property settlement of the claim or defense against damage" to any one premises, while rented to the "suit"; and you, or in the case of damage by fire, while rented (4) Assist us, upon our request, in the en- to you or temporarily occupied by you with per- forcement of any right against any person mission of the owner. or organization which may be liable to the 7. Subject to Paragraph 5. above, the Medical Ex- insured for injury or damage to which this pense Limit is the most we will pay under Cover- insurance may also apply. age C for all medical expenses because of "bodily d. No insured will, except at that insured's own injury"sustained by any one person. cost, voluntarily make a payment, assume any The Limits of Insurance of this Coverage Part apply obligation, or incur any expense, other than for separately to each consecutive annual period and to first aid, without our consent. any remaining period of less than 12 months, starting 3. Legal Action Against Us with the beginning of the policy period shown in the Declarations, unless the policy period is extended No person or organization has a right under this after issuance for an additional period of less than 12 Coverage Part: months. In that case, the additional period will be a. To join us as a party or otherwise bring us into deemed part of the last preceding period for purposes a "suit" asking for damages from an insured; or of determining the Limits of Insurance. b. To sue us on this Coverage Part unless all of SECTION IV—COMMERCIAL GENERAL LIABILITY its terms have been fully complied with. CONDITIONS A person or organization may sue us to recover on 1. Bankruptcy an agreed settlement or on a final judgment Bankruptcy or insolvency of the insured or of the against an insured; but we will not be liable for insured's estate will not relieve us of our obliga- damages that are not payable under the terms of tions under this Coverage Part. this Coverage Part or that are in excess of the t. Duties In The Event Of Occurrence, Offense, ap- plicable limit of insurance. An agreed settlement Claim Or Suit means a settlement and release of liability signed by us, the insured and the claimant or the claim- a. You must see to it that we are notified as soon ant's legal representative. as practicable of an "occurrence" or an offense 4. Other Insurance which may result in a claim. To the extent pos- sible, notice should include: If other valid and collectible insurance is available to the insured for a loss we cover under Coverag- (1) How, when and where the "occurrence" or es A or B of this Coverage Part, our obligations offense took place; are limited as follows: (2) The names and addresses of any injured a. Primary Insurance persons and witnesses; and (3) The nature and location of any injury or This insurance is primary except when Para- graph b. below applies. If this insurance is pri- damage arising out of the "occurrence', or mary, our obligations are not affected unless offense. any of the other insurance is also primary. b. If a claim is made or "suit" is brought against Then, we will share with all that other insur- any insured, you must: ance by the method described in Paragraph c. (1) Immediately record the specifics of the below. claim or"suit" and the date received; and Form 10-02-1800 (Rev. 09- Includes copyrighted material of ISO Properties, Inc., with Page 11 of 16 17) its permission of 041111 I oe/oc ni/nn/inert/mr/Qfht A I o/14/once o.nv.nc nwt ronmI I na..n 14 ni oc b. Excess Insurance c. Method Of Sharing (1) This insurance is excess over: If all of the other insurance permits contribution (a) Any of the other insurance, whether by equal shares, we will follow this method al- primary, excess, contingent or on any so. Under this approach each insurer contrib- other basis: utes equal amounts until it has paid its appli- cable limit of insurance or none of the loss (i) That is Fire, Extended Coverage, remains, whichever comes first. Builder's Risk, Installation Risk or If any of the other insurance does not permit similar coverage for"your work"; contribution by equal shares, we will contribute (ii) That is Fire insurance for premises by limits. Under this method, each insurer's rented to you or temporarily occu- share is based on the ratio of its applicable lim- pied by you with permission of the it of insurance to the total applicable limits of owner; insurance of all insurers. (iii) That is insurance purchased by you 5. Premium Audit to cover your liability as a tenant for "property damage" to premises rent- a. We will compute all premiums for this Cover- ed to you or temporarily occupied by age Part in accordance with our rules and you with permission of the owner; or rates. (iv) If the loss arises out of the mainte- b. We may audit your books and records as they nance or use of aircraft, "autos" or relate to this insurance at any time during the watercraft. term of this policy and up to three years after- wards. (b) Any other primary insurance available to you covering liability for damages aris- c. The first Named Insured must keep records of ing out of the premises or operations, or the information we need for premium computa- the products and completed operations, tion, and send us copies at such times as we for which you have been added as an may request. additional insured. 6. Representations (2) When this insurance is excess, we will have By accepting this policy, you agree: no duty under Coverages A or B to defend a. The statements in the Declarations are accu- the insured against any "suit" if any other rate and complete; insurer has a duty to defend the insured against that "suit". If no other insurer de- b. Those statements are based upon representa- fends, we will undertake to do so, but we tions you made to us; and will be entitled to the insured's rights c. We have issued this policy in reliance upon against all those other insurers. your representations. (3) When this insurance is excess over other 7. Separation Of Insureds insurance, we will pay only our share of the Except with respect to the Limits of Insurance, and amount of the loss, if any, that exceeds the any rights or duties specifically assigned in this sum of: Coverage Part to the first Named Insured, this in- (a) The total amount that all such other surance applies: insurance would pay for the loss in the a. As if each Named Insured were the only absence of this insurance; and Named Insured; and (b) The total of all deductible and self- b. Separately to each insured against whom insured amounts under all that other in- claim is made or"suit" is brought. surance. (4) We will share the remaining loss, if any, 8. Transfer Or Waiver Of Rights Of Recovery with any other insurance that is not de- scribed Against Others To Us in this Excess Insurance provision We will waive the right of recovery we would oth- and was not bought specifically to apply in erwise have had against another person or organ- excess of the Limits of Insurance shown in ization, for loss to which this insurance applies, the Declarations of this Coverage Part. provided the insured has waived their rights of re- covery against such person or organization in a contract or agreement that is executed before such loss. Page 12 of 16 Includes copyrighted material of ISO Properties, Form 10-02-1800 (Rev. 09-17) Inc., with its permission Ci OS]il0 I ,d/OL /_*/on/Ana/Nr/urnr. I A I o/iY/On,A A.n'i.'lc AM Ipnm, I Da.... To the extent that the insured's rights to recover b. Sickness; or all or part of any payment made under this Cover- c. Disease; age Part have not been waived, those rights are transferred to us. The insured must do nothing of sustained by a person, including resulting death, ter loss to impair them. At our request, the insured humiliation, mental anguish, mental injury or shock will bring "suit" or transfer those rights to us and at any time. All such loss shall be deemed to oc- help us enforce them. cur at the time of the physical injury, sickness or disease that caused it. This condition does not apply to Coverage C. 9. When We Do Not Renew 6. "Coverage territory" means: a Part, we a. The United States of America (including its If we decide not to renew this Coverage territories and possessions), Puerto Rico and will mail or deliver to the first Named Insured Canada; shown in the Declarations written notice of the nonrenewal not less than 30 days before the expi- b. International waters or airspace, but only if the ration date. injury or damage occurs in the course of travel or transportation between any places included If notice is mailed, proof of mailing will be sufficient in Paragraph a. above; or proof of notice. V— DEFINITIONS c. All other parts of the world if the injury or dam- SECTIONage arises out of: 1. "Advertisement" means an electronic, oral, written (1) Goods or products made or sold by you in or other notice, about goods, products or services, the territory described in Paragraph a. designed for the specific purpose of attracting the above; general public or a specific market segment to use such goods, products or services. (2) The activities of a person whose home is in the territory described in Paragraph a. "Advertisement" does not include any e-mail ad- above, but is away for a short time on your dress, Internet domain name or other electronic business; or address or metalanguage. (3) "Advertising injury" or "personal injury" 2. "Advertising injury" means injury, other than "bodi- offenses that take place through the Inter- ly injury", "property damage" or "personal injury", net or similar electronic means of commu- sustained by a person or organization and caused nication by an offense of infringing, in that particular part of provided the insured's responsibility to pay dam- your "advertisement" about your goods, products ages is determined in a "suit" on the merits, in the or services, upon their: territory described in Paragraph a. above or in a a. Copyrighted "advertisement"; or settlement we agree to. b. Registered collective mark, registered service 7. "Employee" includes a "leased worker". "Employ- mark or other registered trademarked name, ee" does not include a "temporary worker". slogan, symbol or title. 8. "Executive officer" means a person holding any of 3. "Asbestos" means asbestos in any form, including the officer positions created by your charter, con- its presence or use in any alloy, by-product, com- stitution, by-laws or any other similar governing pound or other material or waste. Waste includes document. materials to be recycled, reconditioned or re- g, "Fungi" means any type or form of fungus, includ- claimed. ing mold or mildew and any mycotoxins, spores, 4. "Auto" means: scents or byproducts produced or released by a. A land motor vehicle, trailer or semitrailer de- fungi. signed for travel on public roads, including any 10."Hostile fire" means one which becomes uncontrol- attached machinery or equipment; or lable or breaks out from where it was intended to b. Any other land vehicle that is subject to a com- be. pulsory or financial responsibility law or other 11."Impaired property" means tangible property, other motor vehicle insurance law where it is li- than "your product" or "your work", that cannot be censed or principally garaged. used or is less useful because: However, "auto" does not include "mobile equip- a. It incorporates "your product" or "your work" ment". that is known or thought to be defective, defi- 5."Bodily injury" means physical: cient, inadequate or dangerous; or a. In u b. You have failed to fulfill the terms of a contract ry' or agreement; Form 10-02-1800 (Rev. 09- Includes copyrighted material of ISO Properties, Inc., with Page 13 of 16 17) its permission o,acv,„ I vn/oc r_r/fO/,rMC/mr/nnrr I n I olio/onon u.nv.nc nM lonml I on..n ,u ..i oc if such property can be restored to use by the re- 13. "Intellectual property law or right" means any: pair, replacement, adjustment or removal of "your a. Certification mark, copyright, patent or trade- product" or "your work" or your fulfilling the terms mark(including collective or service marks); of the contract or agreement. 12."Insured contract" means: b. Right to, or judicial or statutory law recognizing an interest in, any trade secret or confidential a. A contract for a lease of premises. However, or proprietary non-personal information; that portion of the contract for a lease of prem- ises that indemnifies any person or organiza- c. Other right to, or judicial or statutory law rec- tion for damage by fire to premises while rent- ognizing an interest in, any expression, idea, ed to you or temporarily occupied by you with likeness, name, slogan, style of doing busi- permission of the owner is not an "insured con- ness, symbol, title, trade dress or other intel- tract"; lectual property; or b. A sidetrack agreement; d. Other judicial or statutory law concerning pira- c. Any easement or license agreement, except in cy, passing off or similar practices. connection with construction or demolition op- 14. "Lead" means the element lead in any form, in- erations on or within 50 feet of a railroad; cluding its presence or use in any alloy, by- d. An obligation, as required by ordinance, to product, compound or other material or waste. indemnify a municipality, except in connection Waste includes materials to be recycled, recondi- with work for a municipality; tinned or reclaimed. e. An elevator maintenance agreement; 15."Leased worker" means a person leased to you by a labor leasing firm under an agreement between f. That part of any other contract or agreement you and the labor leasing firm, to perform duties pertaining to your business (including an in- related to the conduct of your business. "Leased demnification of a municipality in connection worker"does not include a "temporary worker". with work performed for a municipality) under 16."Loading or unloading" means the handling of which you assume the tort liability of another party to pay for "bodily injury" or "property property: damage"to a third person or organization. Tort a. After it is moved from the place where it is liability means a liability that would be imposed accepted for movement into or onto an aircraft, by law in the absence of any contract or watercraft or"auto"; agreement. b. While it is in or on an aircraft, watercraft or Paragraph f. does not include that part of any "auto"; or contract or agreement: c. While it is being moved from an aircraft, water- (1) That indemnifies a railroad for "bodily inju- craft or"auto"to the place where it is finally de- ry" or "property damage" arising out of con- livered; struction or demolition operations, within 50 but "loading or unloading" does not include the feet of any railroad property and affecting movement of property by means of a mechanical any railroad bridge or trestle, tracks, road- device, other than a hand truck, that is not at- beds, tunnel, underpass or crossing; tached to the aircraft,watercraft or"auto". (2) That indemnifies an architect, engineer or 17. "Mixed dust" means any combination or mixture of surveyor for injury or damage arising out of: "asbestos" or "silica" and any other dust, fibers or (a) Preparing, approving, or failing to pre- particles, in any form, including any presence or pare or approve, maps, shop drawings, use in any alloy, by-product, compound or other opinions, reports, surveys, field orders, material or waste. Waste includes materials to be change orders or drawings and specifi- recycled, reconditioned or reclaimed. cations; or 18."Mobile equipment" means any of the following (b) Giving directions or instructions, or types of land vehicles, including any attached ma- failing to give them, if that is the primary chinery or equipment: cause of the injury or damage; or a. Bulldozers, farm machinery, forklifts and other (3) Under which the insured, if an architect, vehicles designed for use principally off public engineer or surveyor, assumes liability for roads; an injury or damage arising out of the in- b. Vehicles maintained for use solely on or next sured's rendering or failure to render pro- to premises you own or rent; fessional services, including those listed in (2) above and supervisory, inspection, ar- c. Vehicles that travel on crawler treads; chitectural or engineering activities. Page 14 of 16 Includes copyrighted material of ISO Properties, Form 10-02-1800 (Rev. 09-17) Inc., with its permission o10,1110 on/lc nr/on/rmto/mn/onrr. I n....ette o I o/io/onon a.nv na nM ionm% I oo..n ,o ..£ to d. Vehicles, whether self-propelled or not, main- 21. "Personal injury" means injury, other than "bodily tained primarily to provide mobility to perma- injury", "property damage" or "advertising injury", nently mounted: caused by an offense of: (1) Power cranes, shovels, loaders, diggers or a. False arrest, false detention or other false im- drills; or prisonment; (2) Road construction or resurfacing equipment b. Malicious prosecution; such as graders, scrapers or rollers; c. Wrongful entry into, wrongful eviction of a e. Vehicles not described in Paragraph a., b., c. person from or other violation of a person's or d. above that are not self-propelled and are right of private occupancy of a dwelling, prem- maintained primarily to provide mobility to ises or room that such person occupies, if permanently attached equipment of the follow- committed by or on behalf of its landlord, les- ing types: sor or owner; or (1) Air compressors, pumps and generators, d. Electronic, oral, written or other publication of including spraying, welding, building clean- material that: ing, geophysical exploration, lighting and well servicing equipment; or (1) Libels or slanders a person or organiza- (2) Cherry pickers and similar devices used to tion (which does not include disparage raise or lower workers; ment of goods, products, property or ser- vices); or f. Vehicles not described in Paragraph a., b., c. or d. above maintained primarily for purposes (2) Violates a person's right of privacy. other than the transportation of persons or car- 22."Pollutants" mean any solid, liquid, gaseous or go. thermal irritant or contaminant, including smoke, However, self-propelled vehicles with the fol- vapor, soot, fumes, acids, alkalis, chemicals and lowing types of permanently attached equip- waste. Waste includes materials to be recycled, ment are not "mobile equipment" but will be reconditioned or reclaimed. considered "autos": 23."Products-completed operations hazard": (1) Equipment designed primarily for: a. Includes all "bodily injury" and "property dam- (a) Snow removal; age" occurring away from premises you own or rent and arising out of "your product" or "your (b) Road maintenance, but not construction work"except: or resurfacing; or (c) Street cleaning; (1) Products that are still in your physical pos- session; or (2) Cherry pickers and similar devices mounted (2) Work that has not yet been completed or on automobile or truck chassis and used to abandoned. However, "your work" will be raise or lower workers; and deemed completed at the earliest of the fol- (3) Air compressors, pumps and generators, lowing times: including spraying, welding, building clean- (a) When all of the work called for in your ing, geophysical exploration, lighting and contract has been completed. well servicing equipment. However, "mobile equipment" does not include (b) When all of the work to be done at the on- any land vehicles that are subject to a compulsory traob site has been at morered if your job tract calls for work at than one job or financial responsibility law or other motor vehi- site. cle insurance law where it is licensed or principally garaged. Land vehicles subject to a compulsory or (c) When that part of the work done at a job financial responsibility law or other motor vehicle site has been put to its intended use by insurance law are considered "autos". any person or organization other than another contractor or subcontractor 19."Occurrence" means an accident, including con- working on the same project. tinuous or repeated exposure to substantially the same general harmful conditions. Work that may need service, maintenance, 20."Personal and advertisinginjury" means: correction, repair or replacement, but which is otherwise complete, will be treated as a. "Advertising injury"; or completed. b. Personal injury'. b. Does not include "bodily injury" or "property damage"arising out of: Form 10-02-1800 (Rev. 09- Includes copyrighted material of ISO Properties, Inc., with Page 15 of 16 17) its permission u,oc„„ I ,A/vc rr/pnrr,ML/TYr/nrrr I n I Olin/vnvn e.nl.nc AM Inn', I o_..e on ..i oc (1) The transportation of property, unless the 28."Volunteer worker" means a person who is not injury or damage arises out of a condition in your "employee", and who donates his or her work or on a vehicle not owned or operated by and acts at the direction of and within the scope of you, and that condition was created by the duties determined by you, and is not paid a fee, "loading or unloading"of that vehicle by any salary or other compensation by you or anyone insured; else for their work performed for you. (2) The existence of tools, uninstalled equip- 29."Your product": ment or abandoned or unused materials; or a. Means: (3) Products or operations for which the classi- (1) Any goods or products, other than real fication, listed in the Declarations or in a property, manufactured, sold, handled, dis- policy schedule, states that products- tributed or disposed of by: completed operations are subject to the General Aggregate Limit. (a) You; 24."Property damage" means: (b) Others trading under your name; or a. Physical injury to tangible property, including (c) A person or organization whose busi- all resulting loss of use of that property. All ness or assets you have acquired; and such loss of use shall be deemed to occur at (2) Containers (other than vehicles), materials, the time of the physical injury that caused it; or parts or equipment furnished in connection b. Loss of use of tangible property that is not with such goods or products. physically injured. All such loss of use shall be b. Includes: deemed to occur at the time of the "occur- (1) Warranties or representations made at any rence"that caused it. time with respect to the fitness, quality, du- For the purposes of this insurance, electronic data rability, performance or use of "your prod- is not tangible property. uct"; and As used in this definition, electronic data means (2) The providing of or failure to provide warn- information, facts or programs stored as or on, ings or instructions. created or used on, or transmitted to or from corn- c. Does not include vending machines or other puter software, including systems and applications property rented to or located for the use of oth- software, hard or floppy disks, CD-ROMS, tapes, ers but not sold. drives, cells, data processing devices or any other media which are used with electronically con- 30."Your work": trolled equipment. a. Means: 25. "Silica" means silica in any form (including sili- (1) Work or operations performed by you or on cates or other similar silicon compounds), includ- your behalf; and ing its presence or use in any alloy, by-product, (2) Materials, parts or equipment furnished in compound or other material or waste. Waste in- connection with such work or operations. cludes materials to be recycled, reconditioned or reclaimed. b. Includes: 26."Suit" means a civil proceeding in which damages (1) Warranties or representations made at any for "bodily injury", "property damage" or "personal time with respect to the fitness, quality, du- and advertising injury" to which this insurance ap- rability, performance or use of "your work", plies are alleged. "Suit" includes: and a. An arbitration proceeding in which such dam- (2) The providing of or failure to provide warn- ages are claimed and to which the insured ings or instructions. must submit or does submit with our consent; or b. Any other alternative dispute resolution pro- ceeding in which such damages are claimed and to which the insured submits with our con- sent. 27."Temporary worker" means a person who is fur- nished to you to substitute for a permanent "em- ployee" on leave or to meet seasonal or short-term workload conditions. Page 16 of 16 Includes copyrighted material of ISO Properties, Form 10-02-1800 (Rev. 09-17) Inc., with its permission aloc111, I on/lc nrJnn/,1MO/mr/onrr In....a.ra n..mo_.. I o/ia/onvn 11.n7 nc TM /onm, v, 54326761 Superior Pavement Markings, Inc. COMMERCIAL AUTOMOBILE THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. COMMERCIAL AUTOMOBILE BROAD FORM ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM borrow in your business or your personal This endorsement modifies the Business Auto Coverage Form. affairs. 1. EXTENDED CANCELLATION CONDITION C. Lessors as Insureds Paragraph A.2.b. —CANCELLATION -of the Paragraph A.1. —WHO IS AN INSURED—of COMMON POLICY CONDITIONS form IL 00 17 is SECTION II — LIABILITY COVERAGE is deleted and replaced with the following: amended to add the following: b. 60 days before the effective date of cancellation if e. The lessor of a covered "auto"while the we cancel for any other reason. "auto" is leased to you under a written 2. BROAD FORM INSURED agreement if: A. Subsidiaries and Newly Acquired or Formed (1) The agreement requires you to Organizations As Insureds provide direct primary insurance for The Named Insured shown in the Declarations is the lessor; and amended to include: (2) The"auto"is leased without a driver. 1. Any legally incorporated subsidiary in which Such leased "auto"will be considered a you own more than 50%of the voting stock on covered"auto"you own and not a covered the effective date of the Coverage Form. "auto" you hire. However, the Named Insured does not include However, the lessor is an "insured" only any subsidiary that is an "insured" under any for"bodily injury" or"property damage" other automobile policy or would be an resulting from the acts or omissions by: "insured" under such a policy but for its 1. You; termination or the exhaustion of its Limit of 2. Any of your"employees" or agents; Insurance. or 2. Any organization that is acquired or formed by 3. Any person, except the lessor or you and over which you maintain majority any"employee"or agent of the ownership. However, the Named Insured lessor, operating an"auto"with the does not include any newly formed or acquired permission of any of 1. and/or 2. organization: above. (a)That is an "insured" under any other D. Persons And Organizations As Insureds automobile policy; Under A Written Insured Contract (b)That has exhausted its Limit of Insurance Paragraph A.1 —WHO IS AN INSURED—of under any other policy; or SECTION II —LIABILITY COVERAGE is (c) 180 days or more after its acquisition or amended to add the following: formation by you, unless you have given f. Any person or organization with respect to us written notice of the acquisition or the operation, maintenance or use of a formation. covered "auto", provided that you and Coverage does not apply to "bodily injury" or such person or organization have agreed "property damage"that results from an "accident" under an express provision in a written that occurred before you formed or acquired the "insured contract", written agreement or a organization. written permit issued to you by a B. Employees as Insureds governmental or public authority to add Paragraph A.1. —WHO IS AN INSURED—of such person or organization to this policy SECTION II —LIABILITY COVERAGE is amended to as an "insured". add the following: However, such person or organization is d. Any"employee" of yours while using a an "insured"only: covered "auto" you don't own, hire or Form: 16-02-0292 (Rev. 11-16) Page 1 of 3 "Includes copyrighted material of Insurance Services Office, Inc. with its permission" n,"co,o, I ,nil, n.,nn,rmn/anon,.. I n....a..e o,.ma_.. I o„u/onon o.n,.nc nm ronm, I o...o o, .a ,c (1) with respect to the operation, d. Rental Expense maintenance or use of a covered We will pay the following expenses that you or "auto"; and any of your"employees" are legally obligated (2) for"bodily injury"or"property damage" to pay because of a written contract or caused by an "accident"which takes agreement entered into for use of a rental place after: vehicle in the conduct of your business: (a) You executed the"insured MAXIMUM WE WILL PAY FOR ANY ONE contract"or written agreement; or CONTRACT OR AGREEMENT: (b) The permit has been issued to 1. $2,500 for loss of income incurred by the you. rental agency during the period of time that 3. FELLOW EMPLOYEE COVERAGE vehicle is out of use because of actual EXCLUSION B.5. - FELLOW EMPLOYEE—of SECTION II — LIABILITY COVERAGE does not apply. damage to, or"loss"of, that vehicle, including 4. PHYSICAL DAMAGE—ADDITIONAL TEMPORARY income lost due to absence of that vehicle for TRANSPORTATION EXPENSE COVERAGE use as a replacement; Paragraph A.4.a. —TRANSPORTATION EXPENSES 2. $2,500 for decrease in trade-in value of the —of SECTION III —PHYSICAL DAMAGE rental vehicle because of actual damage to COVERAGE is amended to provide a limit of$50 per that vehicle arising out of a covered "loss"; and day for temporary transportation expense, subject to a 3. $2,500 for administrative expenses incurred maximum limit of$1,000. by the rental agency, as stated in the contract 5. AUTO LOAN/LEASE GAP COVERAGE or agreement. Paragraph A. 4. —COVERAGE EXTENSIONS-of 4. $7,500 maximum total amount for paragraphs SECTION III —PHYSICAL DAMAGE COVERAGE is 1., 2. and 3. combined. amended to add the following: 7. EXTRA EXPENSE—BROADENED COVERAGE c. Unpaid Loan or Lease Amounts Paragraph A.4. —COVERAGE EXTENSIONS—of In the event of a total "loss"to a covered "auto",we will SECTION III — PHYSICAL DAMAGE COVERAGE pay any unpaid amount due on the loan or lease for a is amended to add the following: covered "auto" minus: e. Recovery Expense 1. The amount paid under the Physical Damage We will pay for the expense of returning a Coverage Section of the policy; and stolen covered "auto"to you. 2. Any: 8. AIRBAG COVERAGE a. Overdue loan/lease payments at the time of Paragraph B.3.a. - EXCLUSIONS—of SECTION the"loss"; III— PHYSICAL DAMAGE COVERAGE does not b. Financial penalties imposed under a lease for apply to the accidental or unintended discharge of excessive use, abnormal wear and tear or an airbag. Coverage is excess over any other high mileage; collectible insurance or warranty specifically c. Security deposits not returned by the lessor: designed to provide this coverage. d. Costs for extended warranties, Credit Life 9. AUDIO, VISUAL AND DATA ELECTRONIC Insurance, Health, Accident or Disability EQUIPMENT-BROADENED COVERAGE Insurance purchased with the loan or lease; Paragraph C.1.b. —LIMIT OF INSURANCE-of and SECTION III - PHYSICAL DAMAGE is deleted e. Carry-over balances from previous loans or and replaced with the following: leases. b. $2,000 is the most we will pay for"loss" in any We will pay for any unpaid amount due on the loan or one "accident"to all electronic equipment that lease if caused by: reproduces, receives or transmits audio, visual 1. Other than Collision Coverage only if the or data signals which, at the time of"loss", is: Declarations indicate that Comprehensive (1) Permanently installed in or upon the Coverage is provided for any covered "auto"; 2. Specified Causes of Loss Coverage only if the covered "auto', in a housing, opening or Declarations indicate that Specified Causes of other location that is not normally used by the "auto" manufacturer for the installation Loss Coverage is provided for any covered "auto"; or of such equipment; 3. Collision Coverage only if the Declarations indicate (2) Removable from a permanently installed that Collision Coverage is provided for any housing unit as described in Paragraph covered "auto. 2.a. above or is an integral part of that 6. RENTAL AGENCY EXPENSE equipment; or Paragraph A. 4. —COVERAGE EXTENSIONS—of (3) An integral part of such equipment. SECTION III —PHYSICAL DAMAGE COVERAGE is amended to add the following: 10. GLASS REPAIR—WAIVER OF DEDUCTIBLE Form: 16-02-0292 (Rev. 11-16) Page 2 of 3 "Includes copyrighted material of Insurance Services Office, Inc. with its permission" Gl Oc9ll9 I 9d/9c n,.icni.,Mo/wrion,.,. T....orrc c,...o_.. I ohG/OI,OA G.I,9.11G %M /DfT\ I Do..o 09 ..f 04 Under Paragraph D. - DEDUCTIBLE—of their rights of recovery against such person or SECTION III — PHYSICAL DAMAGE COVERAGE organization under a contract or agreement the following is added: that is entered into before such "loss". No deductible applies to glass damage if the glass To the extent that the "insured's" rights to is repaired rather than replaced. recover damages for all or part of any 11. TWO OR MORE DEDUCTIBLES payment made under this insurance has not Paragraph D.- DEDUCTIBLE —of SECTION III — been waived, those rights are transferred to PHYSICAL DAMAGE COVERAGE is amended to us. That person or organization must do add the following: everything necessary to secure our rights and If this Coverage Form and any other Coverage must do nothing after"accident" or"loss"to Form or policy issued to you by us that is not an impair them. At our request, the insured will automobile policy or Coverage Form applies to the bring suit or transfer those rights to us and same "accident", the following applies: help us enforce them. 1. If the deductible under this Business Auto Coverage Form is the smaller(or smallest) 14. UNINTENTIONAL FAILURE TO DISCLOSE deductible, it will be waived; or HAZARDS 2. If the deductible under this Business Auto Paragraph B.2. —CONCEALMENT, Coverage Form is not the smaller(or smallest) MISREPRESENTATION or FRAUD of SECTION deductible, it will be reduced by the amount of IV— BUSINESS AUTO CONDITIONS - is deleted the smaller(or smallest) deductible. and replaced with the following: If you unintentionally fail to disclose any hazards 12. AMENDED DUTIES IN THE EVENT OF existing at the inception date of your policy, we will ACCIDENT, CLAIM, SUIT OR LOSS not void coverage under this Coverage Form Paragraph A.2.a. - DUTIES IN THE EVENT OF because of such failure. AN ACCIDENT, CLAIM, SUIT OR LOSS of SECTION IV- BUSINESS AUTO CONDITIONS is 15. AUTOS RENTED BY EMPLOYEES deleted and replaced with the following: Paragraph B.5. - OTHER INSURANCE of a. In the event of"accident", claim, "suit" or SECTION IV—BUSINESS AUTO CONDITIONS - "loss", you must promptly notify us when the is amended to add the following: "accident" is known to: e. Any"auto" hired or rented by your"employee" (1) You or your authorized representative, if on your behalf and at your direction will be you are an individual; considered an "auto" you hire. If an (2) A partner, or any authorized "employee's" personal insurance also applies representative, if you are a partnership; on an excess basis to a covered "auto" hired (3) A member, if you are a limited liability or rented by your"employee" on your behalf company; or and at your direction, this insurance will be (4) An executive officer, insurance manager, primary to the "employee's" personal or authorized representative, if you are an insurance. organization other than a partnership or 16. HIRED AUTO—COVERAGE TERRITORY limited liability company. Paragraph B.7.b.(5). - POLICY PERIOD, Knowledge of an "accident", claim, "suit"or COVERAGE TERRITORY of SECTION IV— "loss" by other persons does not imply that the BUSINESS AUTO CONDITIONS is deleted and persons listed above have such knowledge. replaced with the following: Notice to us should include: (5)A covered"auto"of the private passenger (1) How, when and where the"accident"or type is leased, hired, rented or borrowed "loss" occurred; without a driver for a period of 45 days or (2) The"insured's" name and address; and less; and (3) To the extent possible, the names and 17. RESULTANT MENTAL ANGUISH COVERAGE addresses of any injured persons or Paragraph C. of- SECTION V—DEFINITIONS is witnesses. 13. WAIVER OF SUBROGATION deleted and replaced by the following: Paragraph A.5. -TRANSFER OF RIGHTS OF "Bodily injury means bodily injury, sickness or RECOVERY AGAINST OTHERS TO US of disease sustained by any person, including SECTION IV—BUSINESS AUTO CONDITIONS is mental anguish or death as a result of the "bodily deleted and replaced with the following: injury" sustained by that person. 5. We will waive the right of recovery we would otherwise have against another person or organization for"loss" to which this insurance applies, provided the "insured" has waived Form: 16-02-0292 (Rev. 11-16) Page 3 of 3 "Includes copyrighted material of Insurance Services Office, Inc. with its permission" "l"S]t]� ]A/n !_T./qT/)TMF/wr/DllT, 1 T....n♦♦n D....c.... I D/l"/fll17A ".fll.(1(. TM IDil1 I D ..e ')A ..f ')c Workers'Compensation and Employers'Liability Policy Named Insured Endorsement Number Superior Pavement Markings,Inc. Policy Number Symbol: Number: 54326701 Policy Period Effective Date of Endorsement 06/01/2024 06/0 I/2025 06/01/2024 Issued By(Name of Insurance Company) Westchester Surplus Lines Insurance Co A++XV Insert the policy number.The remainder of the information is to be completed only when this endorsement is issued subsequent to the preparation of the policy. CALIFORNIA WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT This endorsement applies only to the insurance provided by the policy because California is shown in Item 3.A. of the Information Page. 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, but this waiver applies only with respect to bodily injury arising out of the operations described in the Schedule, where you are required by a written contract to obtain this waiver from us. You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule. Schedule 1. ( ) Specific Waiver Name of person or organization: ( X ) Blanket Waiver Any person or organization for whom the Named Insured has agreed by written contract to furnish this waiver. 2. Operations: ALL OPERATIONS 3. Premium: The premium charge for this endorsement shall be 1.0 percent of the California premium developed on payroll in connection with work performed for the above person(s)or organization(s) arising out of the operations described. 4. Minimum Premium: $0 Authorized Representative WC 90 03 75(05/18) orocvfo I oeioc nr/➢n/rrmO/UC/Dnrr In.,..o««o n..mo. I O/in/Onoe o.nv.nc nm ronmI oc .s oc Brandon DeCriscio From: Gloria Harper Sent: Thursday, October 3, 2024 3:16 PM To: Jessica Salvador Cc: Kathryne Cho; Brandon DeCriscio Subject: RE: Superior Pavement Maintenance Services Thank you, Jess! Lo-ri.a, P. Harp r- Gloria D. Harper, City Clerk 211 Eighth Street, Seal Beach, CA 90740 (562) 431-2527 x 1305 f x Click here to read and subscribe to our City Manager Newsletter. View our: Shoreline Recreation Brochure Seal Beach follows Civility Principles by promoting courtesy, respectful listening, open mindedness, issue-focused debate, and embracing respectful disagreement and dissent as democratic rights and tools for sound decisions. For Information about Seal Beach, please see our City website: www.sealbeachca.gov NOTICE: This communication may contain privileged or other confidential information. If you are not the intended recipient of this communication, or an employee or agent responsible for delivering this communication to the intended recipient, please advise the sender by reply email and immediately delete the message and any attachments without copying or disclosing the contents. Thank you. From:Jessica Salvador<jsalvador@sealbeachca.gov> Sent: Thursday, October 3, 2024 3:07 PM To: Gloria Harper<gharper@sealbeachca.gov> Cc: Kathryne Cho<kcho@sealbeachca.gov>; Brandon DeCriscio <BDeCriscio@sealbeachca.gov> Subject: RE: Superior Pavement Maintenance Services Hi, Gloria. I spoke with Sean and Professional Liability insurance is not required since they will not be designing anything for us. Thank you, 1 @�9Z Jessica Salvador (562) 431-2527 x 1319 From: Gloria Harper<gharper@sealbeachca.gov> Sent:Tuesday, October 1, 2024 12:57 PM To:Jessica Salvador<jsalvador@sealbeachca.gov> Cc: Kathryne Cho<kcho@sealbeachca.gov>; Brandon DeCriscio <BDeCriscio@sealbeachca.gov> Subject: Superior Pavement Maintenance Services Good afternoon, Jess, The contract indicates that Prof Liab is required as indicated on page 9 of the Contract. • If Prof Liab coverage is required as per the contract, you will need to request an updated Certificate of Insurance (COI) for it. • If Prof Liab coverage is not necessary, simply respond to the email indicating that Professional Liability insurance is not required. Thank you, GLo-ri,a' P. Harpe r Gloria D. Harper, City Clerk 211 Eighth Street, Seal Beach, CA 90740 (562) 431-2527 x 1305 f x Click here to read and subscribe to our City Manager Newsletter. View our:Shoreline Recreation Brochure Seal Beach follows Civility Principles by promoting courtesy, respectful listening, open mindedness, issue-focused debate, and embracing respectful disagreement and dissent as democratic rights and tools for sound decisions. For Information about Seal Beach, please see our City website: www.sealbeachca.gov NOTICE: This communication may contain privileged or other confidential information. If you are not the intended recipient of this communication, or an employee or agent responsible for delivering this communication to the intended recipient, please advise the sender by reply email and immediately delete the message and any attachments without copying or disclosing the contents. Thank you. 2 June 20, 2022 Superior Pavement Markings, Inc. 5312 Cypress Street Cypress, CA 92530 Attn: John Lucas SUBJECT: CITY OF SEAL BEACH — SUPERIOR PAVEMENT MARKINGS, INC. PROFESSIONAL SERVICES AGREEMENT EXTENSION NO.1 On -Call Pavement Marking Maintenance Services Dear Mr. Lucas: Pursuant to the Professional Services Agreement for On -Call Pavement Marking Maintenance Services, dated July 22, 2019, by and between the City of Seal Beach (City) and Superior Pavement Markings, Inc., the City is hereby notifying Superior Pavement Markings, Inc. of its desire to exercise the first of two additional one (1) year term extension per Section 2.2 Term for a total not -to -exceed amount of fifty-five thousand dollars and 00/100 ($55,000.00). The Agreement termination date is now revised to midnight of July 22, 2023. All other terms and provisions of the Agreement shall remain unaltered and in full force and effect. Should you have any questions, please do not hesitate to contact Iris Lee at (562) 431-2527 x1322 or ilee@sealbeachca.gov Sincerely, ��sLe Acting Director of Public Works PROFESSIONAL SERVICES AGREEMENT for Pavement Marking Maintenance Services between City of Seal Beach 211 - 8th Street Seal Beach, CA 90740 E: -A Superior Pavement Markings, Inc. 5312 Cypress Street Cypress, CA 90630 (714) 995-9100 This Professional Service Agreement ("the Agreement") is made as of July 22, 2019 (the "Effective Date"), by and between Superior Pavement Markings, Inc. ("Contractor"), a California corporation and the City of Seal Beach ("City"), a California charter city, (collectively, "the Parties"). RECITALS A. City desires certain professional pavement marking maintenance services. B. Pursuant to the authority provided by its City Charter and Seal Beach Municipal Code § 3.20.025(C), City desires to engage Contractor to provide Pavement Marking Maintenances Services in the manner set forth herein and more fully described in Section 1.0, C. Contractor represents that the principal members of its firm are qualified and appropriately licensed professionals and are fully qualified to perform the services contemplated by this Agreement in a good and professional manner; and it desires to perform such services as provided herein. NOW THEREFORE, in consideration of the Parties' performance of the promises, covenants, and conditions stated herein, the Parties hereto agree as follows. AGREEMENT 1.0 Scope of Services 1.1. Contractor shall provide those services ("Services") set forth in the attached Exhibits A and B, which is hereby incorporated by this reference. To the extent that there is any conflict between Exhibits A and B, and this Agreement, this Agreement shall control. 1.2. Contractor shall perform all Services under this Agreement in accordance with the standard of care generally exercised by like professionals under similar circumstances and in a manner reasonably satisfactory to City. 1.3. In performing this Agreement, Contractor shall comply with all applicable provisions of federal, state, and local law. 1.4. As a material inducement to City to enter into this Agreement, Contractor hereby represents that it has the experience necessary to undertake the Services to be provided. In light of such status and experience, Contractor hereby covenants that it shall follow the customary professional standards in performing all Services. The City relies upon the skill of Contractor, and Contractor's staff, if any, to do and perform the Services in a skillful, competent, and professional manner, and Contractor and Contractor's staff, shall perform the Services in such manner. Contractor shall, at all times, meet or exceed any and all applicable professional standards of care. The acceptance of Contractor's work by the City shall not operate as a release of Contractor from such standard of care and workmanship. 2of14 1.5. Contractor will not be compensated for any work performed not specified in the Scope of Services unless the City authorizes such work in advance and in writing. The City Manager may authorize extra work to fund unforeseen conditions up to the amount approved at the time of award by the City Council. Payment for additional work in excess of this amount requires prior City Council authorization. 2.0 Term 2.1. The term of this Agreement shall commence as of the Effective Date and shall continue for a term of three (3) years ("Original Term") and shall expire at midnight on July 22, 2022, unless sooner terminated or extended as provided by this Agreement. 2.2. The City, at its sole option, may elect to extend the Original Term of this Agreement, upon the same terms and conditions, for up to two (2) additional terms of one year each ("extension"), by providing written notice to Contractor at least one month prior to the expiration of an existing term. If timely elected by the City, the first extension shall have a term extending from July 22, 2022 through and including July 22, 2023, unless sooner terminated or extended pursuant to this Agreement. If timely elected by the City, the second extension shall be from July 22, 2023 through and including July 22, 2024, unless sooner terminated pursuant to this Agreement. Any extension shall not be effective except upon execution of a written amendment to this Agreement signed by the City Manager and Contractor's authorized representatives. 3.0 Contractor's Compensation 3.1. City will pay Contractor in accordance with the unit prices shown on the fee schedule set forth in Exhibit B for Services but in no event will the City pay more than the total not -to -exceed amount of $160,000 for the Original Term. 3.2. In the event that City elects to extend the Original Term in accordance with Section 2.2 of this Agreement, City will pay Contractor in accordance with the unit prices shown on the fee schedule set forth in Exhibit B for Services but in no event will the City pay more than the total not -to -exceed amount of $55,000 for each extension. 3.3. Contractor will not be compensated for any work performed not specified in the Scope of Services unless the City authorizes such work in advance and in writing. The City Manager may authorize extra work to fund unforeseen conditions up to the amount approved at the time of award by the City Council. Payment for additional work in excess of this amount requires prior City Council authorization. Any additional work authorized by the City Council pursuant to this Section will be compensated in accordance with the fee schedule set forth in Exhibit B. 3 of 14 4.0 Method of Payment 4.1. Contractor shall submit to City monthly invoices for all Services rendered pursuant to this Agreement. Such Invoices shall be submitted within 15 days of the end of the month during which the Services were rendered and shall describe in detail the Services rendered during the period, the days worked, number of hours worked, the hourly rates charged, and the Services performed for each day in the period. City will pay Contractor within 30 days of receiving Contractor's invoice. City will not withhold any applicable federal or state payroll and other required taxes, or other authorized deductions from payments made to Contractor. 4.2. upon 24-hour notice from City, Contractor shall allow City or City's agents or representatives to in p at Contracts ofd during reasonable busiiness hours all records, invoices, time cams, cost control sheets and other records maintained by Corm in connection with this Agreement City's ruts under this Section 4.2 shall survive for two years following the ierrni WOM of this Agreement 5.0 Tenninatbe11 5.1. This Agreement may be terminated by City, without cause, or by Contrac W based on reasonable cause, upon gird the other party written notice thereof not less than 30 days prior to the date of termination. 5.2. This Agreement may be terminated by City upon 10 days, notice to Contractor if Contractor fails to provide satisfactory evidence of renewal or replacement of comprehensive general liability/ insurance as required by this Agreement at least 20 days before the expiration date of the previous policy. 6.0 Party Representatives 6.1. The City Manager is the City's representative for purposes of this Agreement. 6.2. Robert Garcia is the Contractor's primary representative for purposes of this Agreement. Robert Garcia shall be responsible during the term of this Agreement for directing all activities of Contractor and devoting sufficient time to personally supervise the Services hereunder. Contractor may not change its representative without the prior written approval of City, which approval shall not be unreasonably withheld. 7.0 Notices 7.1. All notices permitted or required under this Agreement shall be deemed made when personally delivered or when mailed 48 hours after deposit 4 of 14 in the United States Mail, first class postage prepaid and addressed to the party at the following addresses: To City: City of Seal Beach 211 -8th Street Seal Beach, California 90740 Attn: City Manager To Contractor: Superior Pavement Markings, Inc. 5312 Cypress Street Cypress, CA 92630 Attn: John Lucas 7.2. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service. 8.0 Independent Contractor 8.1. Contractor is an independent contractor and not an employee of the City. All work or other Services provided pursuant to this Agreement shall be performed by Contractor or by Contractor's employees or other personnel under Contractor's supervision, and Contractor and all of Contractor's personnel shall possess the qualifications, permits, and licenses required by State and local law to perform such Services, including, without limitation, a City of Seal Beach business license as required by the Seal Beach Municipal Code. Contractor will determine the means, methods, and details by which Contractor's personnel will perform the Services. Contractor shall be solely responsible for the satisfactory work performance of all personnel engaged in performing the Services and compliance with the customary professional standards. 8.2. All of Contractor's employees and other personnel performing any of the Services under this Agreement on behalf of Contractor shall also not be employees of City and shall at all times be under Contractor's exclusive direction and control. Contractor and Contractor's personnel shall not supervise any of City's employees; and City's employees shall not supervise Contractor's personnel. Contractor's personnel shall not wear or display any City uniform, badge, identification number, or other information identifying such individual as an employee of City; and Contractor's personnel shall not use any City e-mail address or City telephone number in the performance of any of the Services under this Agreement. Contractor shall acquire and maintain at its sole cost and expense such vehicles, equipment and supplies as Contractor's personnel require to perform any of the Services required by this Agreement. Contractor shall perform all Services off of City premises at locations of Contractor's choice, except as otherwise may from time to time be necessary in order for Contractor's personnel to receive projects from City, review plans on file at City, pick up or deliver any work product related to Contractor's performance of any Services 5of14 under this Agreement, or as may be necessary to inspect or visit City locations and/or private property to perform such Services. City may make a computer available to Contractor from time to time for Contractor's personnel to obtain information about or to check on the status of projects pertaining to the Services under this Agreement. 8.3. Contractor shall be responsible for and pay all wages, salaries, benefits and other amounts due to Contractor's personnel in connection with their performance of any Services under this Agreement and as required by law. Contractor shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: Social Security taxes, other retirement or pension benefits, income tax withholding, unemployment insurance, disability insurance, and workers' compensation insurance. Notwithstanding any other agency, State, or federal policy, rule, regulation, statute or ordinance to the contrary, Contractor and any of its officers, employees, agents, and subcontractors providing any of the Services under this Agreement shall not become entitled to, and hereby waive any claims to, any wages, salaries, compensation, benefit or any incident of employment by City, including but not limited to, eligibility to enroll in, or reinstate to membership in, the California Public Employees Retirement System ("PERS") as an employee of City, and entitlement to any contribution to be paid by City for employer contributions or employee contributions for PERS benefits. 8.4. Contractor shall indemnify and hold harmless City and its elected officials, officers, employees, servants, designated volunteers, and agents serving as independent contractors in the role of City officials, from any and all liability, damages, claims, costs and expenses of any nature to the extent arising from Contractor's personnel practices. City shall have the right to offset against the amount of any fees due to Contractor under this Agreement any amount due to City from Contractor as a result of Contractor's failure to promptly pay to City any reimbursement or indemnification arising under this Section. This duty of indemnification is in addition to Contractor's duty to defend, indemnify and hold harmless as set forth in Sections 9.0 and 16.0 of this Agreement. 9.0 PERS Compliance and Indemnification 9.1. General Requirements. The parties acknowledge that City is a local agency member of PERS, and as such has certain pension contributions to PERS on behalf of qualifying employees. In providing its employees and any other personnel to perform any work or other Services under this Agreement, Contractor shall assure compliance with the Public Employees' Retirement Law, commencing at Government Code § 20000, the regulations of PERS, and the Public Employees' Pension Reform Act of 2013, as amended. Without limitation to the foregoing, Contractor shall assure compliance with regard to personnel who have active or inactive membership in PERS and to those who are retired 6 of 14 annuitants and shall not assign or utilize any personnel in a manner that will cause City to be in violation of the applicable retirement laws and regulations. 9.2. Indemnification. In the event that Contractor or any of its officers, employees, agents, or subcontractors providing any of the Services under this Agreement, is determined by a final enforceable decision of a court of competent jurisdiction or by PERS to be a common law employee of City, to be eligible for enrollment in PERS as an employee of City, or to be reinstated from PERS retirement as an employee of City, Contractor shall defend (with legal counsel approved by City, whose approval shall not be unreasonably withheld), indemnify and hold harmless City for the payment of any employee and/or employer contributions for PERS benefits on behalf of Contractor or its officers, employees, agents or subcontractors, as well as for the payment of penalties and interest on such contributions, and any other any fees, fines, reimbursements, losses, or other monetary damages of any kind whatsoever that is claimed, asserted, or alleged, which would otherwise be the responsibility of City. This duty of indemnification is in addition to Contractor's duty to defend, indemnify and hold harmless as set forth in Sections 8.0 and 16.0 of this Agreement. 10.0 Confidentiality Contractor covenants that all data, documents, discussion, or other information developed or received by Contractor or provided for performance of this Agreement are deemed confidential and shall not be disclosed by Contractor without prior written authorization by City. City shall grant such authorization if applicable law requires disclosure. All City data shall be returned to City upon the termination of this Agreement. Contractor's covenant under this Section shall survive the termination of this Agreement. 11.0 Subcontractors No portion of this Agreement shall be approval of the City. Contractor is fully of any and all subcontractors. 12.0 Assignment subcontracted without the prior written responsible to City for the performance Contractor shall not assign or transfer any interest in this Agreement whether by assignment or novation, without the prior written consent of City. Any purported assignment without such consent shall be void and without effect. 13.0 Inspection and Audit of Records Contractor shall maintain complete and accurate records with respect to all Services and other matters covered under this Agreement, including but expressly not limited to, all Services performed, salaries, wages, invoices, time cards, cost control sheets, costs, expenses, receipts and other records with 7 of 14 respect to this Agreement. Contractor shall maintain adequate records on the Services provided in sufficient detail to permit an evaluation of all Services in connection therewith. All such records shall be clearly identified and readily accessible. At all times during regular business hours, Contractor shall provide City with free access to such records, and the right to examine and audit the same and to make copies and transcripts as City deems necessary, and shall allow inspection of all program data, information, documents, proceedings and activities and all other matters related to the performance of the Services under this Agreement. Contractor shall retain all financial and program service records and all other records related to the Services and performance of this Agreement for at least three (3) years after expiration, termination or final payment under this Agreement, whichever occurs later. City's rights under this Section 13.0 shall survive for three (3) years after expiration, termination or final payment under this Agreement, whichever occurs later. 14.0 Safety Requirements All work performed under this Agreement shall be performed in such a manner as to provide safety to the public and to meet or exceed the safety standards outlined by CAL OSHA. The City may issue restraint or cease and desist orders to Contractor when unsafe or harmful acts are observed or reported relative to the performance of the Services. Contractor shall maintain the work sites free of hazards to persons and property resulting from its operations. Contractor shall immediately report to the City any hazardous condition noted by Contractor. 15.0 Insurance 15.1. Contractor shall not commence work under this Agreement until it has provided evidence satisfactory to the City that Contractor has secured all insurance required under this Section. Contractor shall furnish City with original certificates of insurance and endorsements effecting coverage required by this Agreement on forms satisfactory to the City. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf, and shall be on forms provided by the City if requested. All certificates and endorsements shall be received and approved by the City before work commences. The City reserves the right to require complete, certified copies of all required insurance policies, at any time. 15.2. Contractor shall, at its expense, procure and maintain for the duration of the Agreement, insurance against claims for injuries to persons or damages to property that may arise from or in connection with the performance of this Agreement. Insurance is to be placed with insurers with a current A.M. Best's rating no less than A:VIII, licensed to do business in California, and satisfactory to the City. Coverage shall be at least as broad as the latest version of the following: (1) General Liability: Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001); (2) Automobile Liability: Insurance Services Office Business Auto Coverage form 8of14 number CA 0001, code 1 (any auto); and, if required by the City, (3) Professional Liability. Contractor shall maintain limits no less than: (1) General Liability: $2,000,000 per occurrence for bodily injury, personal injury and property damage and if Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this Agreement/location or the general aggregate limit shall be twice the required occurrence limit; (2) Automobile Liability: $1,000,000 per accident for bodily injury and property damage; and (3) Professional Liability: $1,000,000 per claim/aggregate. 15.3. The insurance policies shall contain the following provisions, or Contractor shall provide endorsements on forms supplied or approved by the City to state: (1) coverage shall not be suspended, voided, reduced or canceled except after 30 days prior written notice by certified mail, return receipt requested, has been given to the City; (2) any failure to comply with reporting or other provisions of the policies, including breaches of warranties, shall not affect coverage provided to the City, its directors, officials, officers, (3) coverage shall be primary insurance as respects the City, its directors, officials, officers, employees, agents and volunteers, or if excess, shall stand in an unbroken chain of coverage excess of the Contractor's scheduled underlying coverage and that any insurance or self-insurance maintained by the City, its directors, officials, officers, employees, agents and volunteers shall be excess of the Contractor's insurance and shall not be called upon to contribute with it; (4) for general liability insurance, that the City, its directors, officials, officers, employees, agents and volunteers shall be covered as additional insureds with respect to the services or operations performed by or on behalf of the Contractor, including materials, parts or equipment furnished in connection with such work; and (5) for automobile liability, that the City, its directors, officials, officers, employees, agents and volunteers shall be covered as additional insureds with respect to the ownership, operation, maintenance, use, loading or unloading of any auto owned, leased, hired or borrowed by the Contractor or for which the Contractor is responsible. 15.4. All insurance required by this Section shall contain standard separation of insureds provisions and shall not contain any special limitations on the scope of protection afforded to the City, its directors, officials, officers, employees, agents, and volunteers. 15.5. Any deductibles or self-insured retentions shall be declared to and approved by the City. Contractor guarantees that, at the option of the City, either: (1) the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City, its directors, officials, officers, employees, agents, and volunteers; or (2) the Contractor shall procure a bond guaranteeing payment of losses and related investigation costs, claims and administrative and defense expenses. 9of14 16.0 Indemnification, Hold Harmless, and Duty to Defend 16.1. Indemnity for Professional Services. To the fullest extent permitted by law, Contractor shall, at its sole cost and expense, defend, indemnify and hold harmless the City, its elected officials, officers, attorneys, agents, employees, designated volunteers, successors, assigns and those City agents serving as independent contractors in the role of City officials (collectively "Indemnitees" in this Section 16.0), from and against any and all damages, costs, expenses, liabilities, claims, demands, causes of action, proceedings, judgments, penalties, liens, and losses of any nature whatsoever, including fees of accountants and other professionals, and all costs associated therewith, and reimbursement of attorneys' fees and costs of defense (collectively "Claims"), whether actual, alleged or threatened, which arise out of, pertain to, or relate to, in whole or in part, the negligence, recklessness or willful misconduct of Contractor, and/or its officers, agents, servants, employees, subcontractors, contractors or their officers, agents, servants or employees (or any entity or individual that Contractor shall bear the legal liability thereof) in the performance of professional services under this Agreement. Contractor shall defend the Indemnitees in any action or actions filed in connection with any Claims with counsel of the Indemnitees' choice, and shall pay all costs and expenses, including all attorneys' fees and experts' costs actually incurred in connection with such defense. Contractor shall reimburse the Indemnitees for any and all legal expenses and costs incurred by the Indemnitees in connection therewith. 16.2. Other Indemnitees. Other than in the performance of professional services, and to the fullest extent permitted by law, Contractor shall, at its sole cost and expense, protect, defend, hold harmless and indemnify the Indemnitees from and against any and all damages, costs, expenses, liabilities, claims, demands, causes of action, proceedings, judgments, penalties, liens and losses of any nature whatsoever, including fees of accountants, attorneys and other professionals, and all costs associated therewith, and the payment of all consequential damages (collectively "Damages"), in law or equity, whether actual, alleged or threatened, which arise out of, pertain to, or relate to the acts or omissions of Contractor, its officers, agents, servants, employees, subcontractors, materialmen, suppliers, or contractors, or their officers, agents, servants or employees (or any entity or individual that Contractor shall bear the legal liability thereof) in the performance of this Agreement, including the Indemnitees' active or passive negligence, except for Damages arising from the sole negligence or willful misconduct of the Indemnitees, as determined by final arbitration or court decision or by the agreement of the Parties. Contractor shall defend the Indemnitees in any action or actions filed in connection with any Damages with counsel of the Indemnitees' choice, and shall pay all costs and expenses, including all attorneys' fees and experts' costs actually incurred in connection with such defense. Contractor shall reimburse the Indemnitees for any and all legal expenses and costs incurred by the Indemnitees in connection therewith. 10 of 14 16.3. Subcontractor Indemnification. Contractor shall obtain executed indemnity agreements with provisions identical to those in this Section 16.0 from each and every subcontractor or any other person or entity involved by, for, with or on behalf of Contractor in the performance of this Agreement. If Contractor fails to obtain such indemnities, Contractor shall be fully responsible and indemnify, hold harmless and defend the Indemnitees from and against any and all Claims in law or equity, whether actual, alleged or threatened, which arise out of, are claimed to arise out of, pertain to, or relate to the acts or omissions of Contractor's subcontractor, its officers, agents, servants, employees, subcontractors, materialmen, contractors or their officers, agents, servants or employees (or any entity or individual that Contractor's subcontractor shall bear the legal liability thereof) in the performance of this Agreement, including the Indemnitees' active or passive negligence, except for Claims or Damages arising from the sole negligence or willful misconduct of the Indemnitees, as determined by final arbitration or court decision or by the agreement of the Parties. 16.4. The obligations of Contractor under this or any other provision of this Agreement shall not be limited by the provisions of any workers' compensation act or similar act. Contractor expressly waives any statutory immunity under such statutes or laws as to the Indemnitees. Contractor's indemnity obligation set forth in this Section 16.0 shall not be limited by the limits of any policies of insurance required or provided by Contractor pursuant to this Agreement. 16.5. Contractor's covenants under this Section 16.0 shall survive the expiration or termination of this Agreement. 17.0 Equal Opportunity Contractor affirmatively represents that it is an equal opportunity employer. Contractor shall not discriminate against any subcontractor, employee, or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex, sexual orientation, or age. Such non-discrimination includes, but is not limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff, or termination. 18.0 Labor Certification By its signature hereunder, Contractor certifies that it is aware of the provisions of Section 3700 of the California Labor Code that require every employer to be insured against liability for Workers' Compensation or to undertake self-insurance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Services. 11 of 14 19.0 Prevailing Wage and Payroll Records If this Agreement calls for services that, in whole or in part, constitute "public works" as defined in the California Labor Code, then Contractor shall comply in all respects with all applicable provisions of the California Labor Code, including those set forth in Exhibit C, attached hereto and incorporated by reference herein. 20.0 Entire Agreement This Agreement contains the entire agreement of the parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings, or agreements. This Agreement may only be modified by a writing signed by both parties. 21.0 Severability The invalidity in whole or in part of any provisions of this Agreement shall not void or affect the validity of the other provisions of this Agreement. 22.0 Governing Law This Agreement shall be governed by and construed in accordance with the laws of the State of California. 23.0 No Third Party Rights No third party shall be deemed to have any rights hereunder against either party as a result of this Agreement. 24.0 Waiver No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a party shall give the other party any contractual rights by custom, estoppel, or otherwise. 25.0 Prohibited Interests; Conflict of Interest 25.1. Contractor covenants that it presently has no interest and shall not acquire any interest, direct or indirect, which may be affected by the Services, or which would conflict in any manner with the performance of the Services. Contractor further covenants that, in performance of this Agreement, no person having any such interest shall be employed by it. Furthermore, Contractor shall avoid the appearance of having any interest, which would conflict in any manner with the performance of the Services. Contractor shall not accept any 12 of 14 employment or representation during the term of this Agreement which is or may likely make Contractor "financially interested" (as provided in California Government Code §§ 1090 and 87100) in any decision made by City on any matter in connection with which Contractor has been retained. 25.2. Contractor further warrants and maintains that it has not employed or retained any person or entity, other than a bona fide employee working exclusively for Contractor, to solicit or obtain this Agreement. Nor has Contractor paid or agreed to pay any person or entity, other than a bona fide employee working exclusively for Contractor, any fee, commission, gift, percentage, or any other consideration contingent upon the execution of this Agreement. Upon any breach or violation of this warranty, City shall have the right, at its sole and absolute discretion, to terminate this Agreement without further liability, or to deduct from any sums payable to Contractor hereunder the full amount or value of any such fee, commission, percentage or gift. 25.3. Contractor warrants and maintains that it has no knowledge that any officer or employee of City has any interest, whether contractual, non - contractual, financial, proprietary, or otherwise, in this transaction or in the business of Contractor, and that if any such interest comes to the knowledge of Contractor at any time during the term of this Agreement, Contractor shall immediately make a complete, written disclosure of such interest to City, even if such interest would not be deemed a prohibited "conflict of interest" under applicable laws as described in this subsection 26.0 Attorneys' Fees If either party commences an action against the other party, either legal, administrative or otherwise, arising out of or in connection with this Agreement, the prevailing party in such litigation shall be entitled to have and recover from the losing party all of its attorneys' fees and other costs incurred in connection therewith. 27.0 Exhibits All exhibits referenced in this Agreement are hereby incorporated into the Agreement as if set forth in full herein. In the event of any material discrepancy between the terms of any exhibit so incorporated and the terms of this Agreement, the terms of this Agreement shall control. 28.0 Corporate Authority The person executing this Agreement on behalf of Contractor warrants that he or she is duly authorized to execute this Agreement on behalf of said Party and that by his or her execution, the Contractor is formally bound to the provisions of this Agreement. 13 of 14 IN WITNESS WHEREOF, the Parties hereto, through their respective authorized representatives have executed this Agreement as of the date and year first above written. CITY OF SEAL BEACH By: Attest A Approved as to For By: f, -i, Craig A. Steele, City Attorney CONTRACTOR: Superior Pavement Marking,lnc., a California corporation By: Name Its: By: Name Its: (Please note, two signatures required for corporations pursuant to California Corporations Code Section 313.) 14 of 14 EXHIBIT Request for Proposal City of Seal Beach Request for Proposals for Pavement Marking Maintenance Services OF SEAQ RFP responses to be received until 2:00 P.M., May 28, 2019 in the Public Works Department ATTN: Iris Lee, Deputy Director of Public Works/City Engineer Approved for Advertising: ris Lee City Engineer Date Issued: May 13, 2019 Psblls WiPA's Table of Contents I. INTRODUCTION II. QUALIFICATIONS III. SCOPE OF WORK IV. PRE -PROPOSAL QUESTIONS V. SCHEDULE VI. SUBMITTAL REQUIREMENTS VII. COST PROPOSAL VIII. SELECTION PROCESS IX. SPECIAL PROVISIONS X. GENERAL CONDITIONS EXHIBIT A — Cost Proposal EXHIBIT B - Sample Maintenance Services Agreement REQUEST FOR PROPOSALS FOR PAVEMENT MARKING MAINTENANCE SERVICES I. INTRODUCTION The City of Seal Beach ("City") is requesting proposals from qualified contractors to provide Pavement Marking Maintenances Services. The City anticipates a three (3) year on-call/as-needed agreement, with an estimated contract amount to be determined. An option to extend may be included in the agreement. The final agreement amount and term will depend on the quality, diversity, and responsiveness of the received proposals. Unless otherwise noted as an emergency, City will coordinate with Contractor to schedule the work with a minimum 10 -day prior notification. Due to the on-call/as-needed nature of this contract, no work is guaranteed, even if awarded. The scope, work schedule, and fee for each requested task will be negotiated on a project -by -project basis. The City reserves the right to not accept the Contractor's scope and fee. II. QUALIFICATIONS Minimum Qualifications • Contractor shall possess a valid Contractor's "A" or C-32" License issued by the Department of Consumer Affairs — Contractors State License Board by the time of proposal submittal and shall remain valid for the term of the Agreement. Contractor shall have a valid City of Seal Beach business license for the term of the Agreement, if selected. Contractor personnel shall have a minimum five (5) years of training and experience in services of similar scope to this RFP. Page 1 of 11 P%wr� s III. SCOPE OF WORK Work to be done consists of furnishing all labor, supervision, methods of processes, implements, tools, machinery, safety equipment, traffic control, materials and proper licensing required to identify, list, and perform pavement marking services in those areas designed by the City. Due to the on-call/as- needed nature of this Agreement, Work may vary according to the need. The Contractor shall furnish and maintain records designating exact locations and areas of repairs and maintenance. Such reports shall be signed by the Contractor and the City. If the City determines that the Contractor has not satisfactorily perform the Work, payment will be withheld for said Work until such time the Work is completed to the satisfaction of the City. All work for which progress payment is made shall be reported on and certified according to the foregoing procedure, and in addition thereto, the City shall certify that the Work has been inspected and completed to the satisfaction of the City prior to payment. Authorization of Work Unless otherwise noted as an emergency, City will coordinate with Contractor to schedule the work with a minimum 10 -day prior notification. Contractor shall perform the on-call/as-needed services described herein ("Services" or "Work"). Upon written request from the City, Contractor shall provide a cost proposal for each task order requested by the City (hereinafter referred to as the "Proposal"). At a minimum, the Proposal shall include the following: • A detailed description of the Work to be provided; • The estimated number of hours and cost to complete the Work. No Services shall be provided until the City has provided written acceptance of the Proposal. Once authorized to proceed, Contractor shall diligently perform the duties in the approved Proposal. Progress of Work Work shall proceed in an orderly manner. Wherever possible, Work shall be completely finished prior to proceeding to the next location. Any exceptions shall be approved by the City. r r /ArAdic Warirs Alterations The City reserves the right to increase or decrease the quantity of any item or portion of the Work or to omit portions of the Work as may be deemed necessary or advisable by the City. The City may make such alterations or deviations, additions to, or omissions from these specifications, as may be determined during the progress of the work to be necessary and advisable for the proper completion thereof. Such alterations or deviations, additions or omissions shall in no way affect or make void the Agreement. Upon written order of the City, Contractor shall proceed with the Work as increased, decreased or altered. Extra Work Extra work shall not be performed without prior approval by the City unless public safety is at risk. 2. Extra work may be required by the City as a result of acts of God, vandalism, theft, civil disturbances, accidents, or improvements. 3. If unit prices are not available, payment for extra work will be based on actual cost of labor, plus wholesale cost of materials, plus a 15% markup. Extra services other than those listed shall be negotiated on a time -and -material basis with a "not to exceed" amount. Acceptance of Work Done The City, at its sole discretion, will make inspections and determine that the Work has been completed in all respects in accordance with these specifications. Billing Form. Records and Reports The Contractor shall maintain a record of all work performed, including but not limited to location, types, and amounts maintained/installed/removed. These records shall list the date(s) of the Work performed. A copy of such record shall be provided to the City upon completion of each Task Order. Contractor shall maintain such record through the term of the Agreement, plus two (2) years after Contract termination. The Contractor shall return appropriate and completed Task Orders showing the date and inventory of work performed and it shall be attached to each invoice. Contractor shall provide a billing form and progress payment form approved by the City. AIr Pirbile WN*8 Method of Work The Pavement Marking Maintenance work shall involve all work necessary to maintain and replace roadway markings. Work can include layout, removal of old markings, painting over of existing or applying new striping, legends and markings, installation or removal of raised pavement markers and the use of tape or raised bars for pavement markings. The Contractor shall follow the guidelines as set out in the latest edition of the Manual of Uniform Traffic Control Devices (MUTCD) and in Chapter 16 of the State of California Department of Transportation Highway Division (Caltrans) Maintenance Manual regarding the requirements and specifications for pavement delineation. All Work shall be performed per the Standard Specifications for Public Works Construction (Green Book), Latest Edition. The Contractor shall be responsible and shall take necessary precautions to protect work areas until the Work is accepted by the City. Rubbish and construction debris shall be promptly removed from the work area and properly disposed of to an approved disposal site. After removal operations have been completed, the grounds shall be left in a neat, safe, and presentable condition, to the satisfaction of the City. The Contractor shall verify the location of all utilities prior to any Work, and shall be held liable for all damages incurred due to his/her operations. Materials Paint, thermoplastic, reflectorized pavement markings, stencils, signs, and other materials shall meet the requirements set out in the latest edition of the Manual of Uniform Traffic Control Devices (MUTCD) and in Chapter 16 of the California Department of Transportation Division of Highways (Caltrans) Maintenance Manual and Section 214 of the Standard Specification for Public Works Construction, Latest Editions. The City may make changes to these requirements as deemed necessary. Traffic Control The Contractor shall maintain a safe environment at all times. Appropriate State/City traffic control standards and/or policies shall be adhered to for all Work. Personnel, vehicles, equipment, etc. shall be properly outfitted/equipped for the Work being performed. Any restrictions, due to the Work that cause travel ways to be less than State/City minimum requirement, shall have appropriate traffic control (in accordance with State specifications, policies, and procedures installed prior to the beginning of Work and remaining until all Work is completed to the satisfaction of the City. All traffic control, at a minimum, shall adhere to requirements of the PrrI/s works Work Area Traffic Control Handbook (WATCH Manual). Payment for traffic control shall be included in the various bid items in the cost proposal. Signs/Posts The City may, at times, need to have the Contractor install/remove/modify signage in conjunction with the appropriate pavement markings. A Task Order specifying sign type and material (constructed of) and post requirements will be detailed in a Task Order provided by the City. Any and all such costs associated with the Work shall be in accordance with any or all parts of this Agreement and/or prevailing rates/costs. NPDES Regulations The Contractor shall comply with all City, and applicable regulatory agency, regulations regarding NPDES (National Pollution Discharge Elimination System) Requirements and the City's Best Management Practices. Contractor shall not discharge anything to the storm drain system or bodies of water. Contractor shall implement the attached Best Management Practices (BMP's) provided by the City. Contractor shall conduct annual training regarding stormwater regulations and the appropriate BMP's for all employees working at City facilities Contractor shall provide to the City annually, by July 1, with certification of the required training on stormwater regulations and the BMP's, and acknowledgement of adherence to these standards while performing work at the City. Protection of Existino Utilities The Contractor shall take all due precautionary measures to protect all existing utilities. When necessary, the Contractor shall have all utilities located by the responsible agency at least 48 -hours prior to commencing any excavation or utility impacting work. The Contractor's attention is directed to the one -call utility notification service provided by Underground Service Alert (USA) (800)-422-4133 Protection from Damage The Contractor shall protect all public and private property that is not part of Work. The Contractor shall take special care to protect existing reflective pavement markers and shall, at the Contractor's expense, replace all damaged and/or coated markers. Newly placed traffic stripes and pavement markings shall be protected from damage by public traffic or other causes until the paint is thoroughly dry or the thermoplastic material has sufficiently hardened. Contractor shall protect property and facilities adjacent to and within the work Mile Wafts areas. The work area shall be safe, clean, and presentable condition, as determined by the City. All public or privately owned improvements and facilities shall be restored to their original condition and location, or better, using new material only. Contractor shall repair such damage at Contractor's sole expense. Nothing herein shall be construed to entitle the Contractor exclusive use of any public right-of-way or City property. Contractor shall conduct his/her operations so as not to interfere with the authorized work of utility companies or other agencies. Withholding of Payment If, in the event that deficiencies are determined by City, the Contractor will have 24 hours from the time of notification to remedy said deficiency. If Contractor fails to correct within 24 hours, Contractor shall be fined the amount previously determined at the time of the initial inspection. Deductions from the monthly payment due for Work not performed will be based upon the bid worksheets, which are to be submitted at the time of bid plus mark-up. Meetings/Emergency Contact Contractors shall provide the City a valid phone number(s) to reach at least two (2) qualified Contractor representative at all times, 24 hours per day. IV. PRE -PROPOSAL QUESTIONS For answers to questions or particulars regarding this Request for Proposal, all interested parties are to contact: Iris Lee Deputy Public Works Director/City Engineer Department of Public Works 211 Eighth Street Seal Beach, CA 90740 ileea-sealbeachca.gov (562) 431-2527 ext. 1322 The City will respond to all questions and requests for clarification received by May 23, 2019. V. SCHEDULE The following dates reflect the anticipated schedule- ■ Request for Proposal Solicitation 5/13/2019 Pulls WN*8 ■ Pre -Proposal Question Deadline 5/23/2019 ■ Proposal Submittal Deadline 5/28/2019, 2:00p.m. ■ Contract Award by City Council June 2019 VI.SUBMITTAL REQUIREMENTS A. Acceptance of Submittals Proposals are due by 2:00 PM on May 28, 2019 to the following. Postmarks will not be accepted. Iris Lee Deputy Public Works Director, Department of Public Works 211 Eighth Street Seal Beach, CA 90740 ilee(cD-seaIbeach ca. gov (562) 431-2527 ext. 1322 Please submit one (1) original, two (2) hard copies, and one (1) electronic copy of the Contractor's Proposal. Proposals received after the date and time listed above will not be accepted or considered. There is no expressed or implied obligation for City to reimburse Contractors for any expenses incurred in preparing proposals in response to this request. Materials submitted by respondents are subject to public inspection under the California Public Records Act (Government Code Sec. 6250 et seq.). Any language purporting to render the entire proposal confidential or propriety will be ineffective and will be disregarded. The City reserves the right to retain all proposals submitted, and to use any idea in a proposal regardless of whether the proposal was selected. Submission of a proposal indicates acceptance by the contractor of the conditions contained in the RFP, unless clearly and specifically noted in the proposal submitted and confirmed in the agreement between the City and the selected contractor. All property rights, including publication rights of all reports produced by the selected contractor in connection with services performed under this Agreement shall be vested in the City. B. Information to be Submitted PER119 Works Proposals shall be limited to 30 pages, excluding proposal cover, cover letter, resumes, table of contents, and dividers. The following information shall be provided, at a minimum: Cover Letter Company Qualifications Samples References Exceptions Sealed Fee Proposal Cover Letter: Cover letter shall not exceed two pages. It shall provide an executive summary of the proposal, and designate the contractor's authorized representative regarding this RFP. Table of Contents: The table of contents shall list the following sections with page numbers and information in each section shall be provided. Company Qualifications: Provide a summary of the contractor's qualifications, including background, experience, and financial condition. Include how the contractor would ensure proper quality assurance/quality control procedures. Samples: Provide samples of work logs created on similar contract scope -of -work, and any other work samples that can help evaluate contractor's record keeping experience and abilities. References: Contractor should provide a minimum of five (5) references from public agencies. Information shall include, at a minimum: • Agency name • Scope of work and/or services provided • Dates • Staff assigned to referenced engagement that will be designated for work per this RFP • Client project manager name, telephone number, and email Exceptions: Contractors shall review this RFP and attached standard maintenance services agreement. Exceptions to any portion of the RFP and/or agreement will need to be clearly identified. Identification of exceptions does not constitute City concurrence and acceptance. Exceptions may be negotiated with the top-ranked contractor. Fee Proposal: A Fee Proposal shall be submitted in a separate, sealed envelope and marked as "Pavement Marking Maintenance Services - Fee Proposal" along with the name of the project. The information and detail included in the fee Pri//c Works proposal shall conform to the provisions of Section VII - Cost Proposal, of this RFP. Please note that part of the evaluation criteria takes into consideration the responsiveness of a proposal; proposals missing the required components listed below will be evaluated accordingly. VII. COST PROPOSAL In preparing the fee proposal for this project, the contractor shall take into consideration the following: 1. Cost proposal and billing rates shall remain effective for the term of the Agreement, which is anticipated to be three (3) years, subject to change. Any anticipated billing adjustments shall be clearly identified in the Proposal. 2. The contractor's standard billing rates for all classifications of staff likely to be involved in the project shall be included with the cost proposal along with the mark-up rate for any non -labor expenses and sub -contractor. 3. The City will negotiate the final fee with the top-ranked contractor. VIII. SELECTION PROCESS Proposals will be evaluated on the basis of the response to all provisions of this RFP. Since this solicitation is an RFP as opposed to a Bid, pricing alone will not constitute the entire selection criteria. The City may use some or all of the following criterion in its evaluation and comparison of proposals submitted. The criteria listed are not necessarily an all-inclusive list. The order in which they appear is not intended to indicate their relative importance. The City reserves the right to modify the evaluation criterion and percentage of score as deemed appropriate prior to the commencement of evaluation. The City reserves the right to determine whether or not a proposal meets the specifications and requirements of this RFP and reject any proposal that, in the City's sole opinion, fails to meet the detail or intent of the requirements. The City reserves the right to reject any and all proposals. Mile Works POTENTIAL EVALUATION CRITERIA Qualifications and experience of the proposing contractor. Experience with various regulatory agencies' standards. Experience working in a coastal community. Familiarity with City standards and provisions. Demonstration of QA/QC process. A demonstrated understanding of the City's need. Contractor's availability to allocate staff to this Agreement. The Contractor's recent experience in conducting work for contracts of similar scope, complexity, and magnitude, particularly for government agencies. Client references. Cost proposal. All proposals received as specified will be evaluated by City staff in accordance with the abovementioned. During the evaluation period, the City may do any or all of the following: generate a "short list" and conduct interviews with the top candidates; conduct on-site visits and/or tours of the candidates' places of business; conduct negotiations with the most qualified candidate(s). Contractor should be aware that award may be made without contractor visits, interviews, or further discussion or negotiations. IX. SPECIAL PROVISIONS a) Normal working hours will generally be between the hours of 7:30 AM and 5:30 PM, Monday through Friday. During emergencies, work may be required at other than normal hours. The Contractor must receive the approval of the City prior to commencing Work during hours outside those stated above. b) Contractor shall maintain an adequate crew of at least two experienced employees to perform the services required. c) Contractor will be required to supply a list of equipment owned and available for Work. d) Contractor will be required to supply a list of references for similar work performed. e) Contractor will be required to supply a list of sub -contractors, if applicable. f) Contractor will be required to supply additional experience references, if '�.� f�ir�j � �rr� i sttr�r�►�.. �3 Mile Works requested. g) Contractor shall provide City with required proof of liability insurance, workman's compensation insurance, vehicle insurance, and City business license as noted in the contract. h) Contractor shall be responsible for Contractor's compliance in all respects with the prevailing wage rates to all the laborers involved, and with California Labor Code Section 1770 et seq., including the keeping of all records required by the provisions of Labor Code Section 1776 and the implementing administrative regulations. The City shall be a third party beneficiary of the forgoing covenant with rights to enforce the same as against the Contractor. i) Hourly rates and unit prices quoted shall include all safety equipment required. Traffic control may be required on some sites, and shall be included in quoted prices. j) Hourly rates for emergency work shall be for actual time spent on the job site. No travel time will be paid. k) At any time prior to proposal due date, Contractor may inspect City property for further information, if desired. City representatives will be available if desired to answer questions. 1) Contractor shall protect any and all public and private property adjacent to work areas. Any damage resulting directly or indirectly from Contractor's actions shall be the responsibility of the Contractor. m) Contactor shall adhere to all Cal -OSHA rules and regulations for any and all Work performed under this Contract. n) Contractor must be able to provide a list of employee's names, dates worked and hours worked on each date if requested by the City. PERSONNEL The Contractor shall use and furnish all labor necessary for the satisfactory performance for the Work set forth in this Agreement. a) Contractor's Laborers The Contractor shall require each of his/her employees to adhere to basic standards of working attire. These are to include uniforms with the Contractor's company name or insignia clearly visible, proper shoes and other gear required by State Safety Regulations, and proper wearing of clothing, which includes that shirts shall be worn at all times. PIN _ k Works b) Typical Tasks Contractor shall supply laborers with the necessary skills to perform duties in connection with pavement marking maintenance. c) Licenses Contractor shall possess a valid Contractor's "A" or C-32" License issued by the Department of Consumer Affairs — Contractors State License Board by the time of proposal submittal and shall remain valid for the term of the Agreement. Contractor shall have a valid City of Seal Beach business license for the term of the Agreement, if selected. Laborers will be required to possess a valid and current California Driver License, including all insurances as required by the City. d) Knowledge and Abilities The Contractor's representative shall have a general knowledge of the pavement marking maintenance industry, including suitable experience in the field to perform the required work in a safe and thoughtful manner EQUIPMENT The contractor shall use and furnish all equipment necessary for the satisfactory performance of the Work set forth in this Agreement. a) Vehicles Contractor shall display the name of their firm on any/all vehicles used or otherwise by the Contractor's employees. b) Maintenance All equipment used by the Contractor shall be maintained in a good operable mechanical condition. All equipment shall be properly adjusted, from an operational safety standpoint. c) Storage of Equipment The Contractor is required to supply storage for equipment that is used in the City. Equipment shall not be stored in the public right-of-way or on any City property without written authorization from the City. A0118 WINPAs SUPERVISION The Contractor shall provide such adequate supervision as to furnish ongoing supervision of workmanship and adherence to schedules by the laborers performing the Work. The foreman, or contractor representative, shall check with the City weekly as to (1) schedule of Work; (2) complaints; and (3) adequacy of performance. The Contractor shall submit such reports as the City may require ensuring compliance with scheduled Work. The foreman shall be onsite while work is in progress. Foremen shall have a minimum of five (5) years of experience in the pavement marking field. TELEPHONE. ELECTRONIC MAIL, AND EMERGENCY SERVICE CONTACT INFORMATION The Contractor shall provide the City at all times throughout the duration of this contract emergency telephone numbers of at least two (2) qualified persons who can be called for emergency conditions at any time that Contractor's representatives are not immediately available at the job site. An alternate emergency number shall be provided in case no answer is received at the first number. The emergency number shall be used to contact the Contractor representative who can take the necessary action required to alleviate an emergency condition. In addition, the Contractor shall employ person(s) to answer telephone and e-mail complaints, requests for service, etc. (an answering service will not be considered sufficient for this purpose) during normal City business hours. Normal City business hours are 7:30 A.M. to 5:30 P.M., Monday through Friday. Unless otherwise noted as an emergency, City will coordinate with Contractor to schedule the work with a minimum 10 -day prior notification. Contractor is required to provide the City with a 24-hour emergency number for contact outside normal business hours. The response to an emergency call -out by the Contractor shall not be more than two (2) hours and shall be considered part of the normal contract except when delayed by problems caused by vehicle accidents or Acts of God. APPLICATION A. Painting Traffic Striping, Pavement Markings, and Curb Markings The Contractor shall apply all traffic striping, marking, and all other directional information on the surfaces of highways, streets, detour roads, parking lots, median strips, and curbing only when required by the Agreement. The Contractor shall furnish all equipment, materials, labor, and supervision for PROD Ww*& painting traffic lanes, directional arrows, guidelines, curbs, parking lines, crosswalks, stop bars, and other designated marking in accordance with the Plans. The Contractor shall remove by wet sandblasting (or by other approved method) all existing or temporary traffic markings and lines that may confuse the public. B. Weather Conditions Thermoplastic material shall be applied only to dry pavement surfaces and only when the pavement surface temperature is above 50° F. Traffic stripes and pavement markings shall be applied only on dry surfaces and only during periods of favorable weather. Painting shall not be performed when the atmospheric temperature is below 40° F when using acetone -based paint or below 50° F when using waterborne paint; when freshly painted surfaces may become damaged by rain, fog, or condensation; nor when it can be anticipated that the atmospheric temperature will drop below the aforementioned 40° F or 50° F temperatures during the drying period. C. Equipment Mechanical means shall be used to paint traffic stripes and pavement markings and to apply the glass beads for traffic stripes. Equipment used in the application of traffic stripes and pavement markings shall produce stripes and pavement markings of uniform quality that conform to the specified requirements. Stencils and hand spray equipment shall be used to paint pavement markings. Stencils shall conform to the dimensions shown on the plans. The striping machine shall be capable of accurately superimposing succeeding coats of traffic paint upon the first coat and upon existing stripes at a speed of at least 5 miles per hour. The striping machine shall consist of a rubber -tired vehicle that is maneuverable to the extent that straight lines can be followed and normal curves can be made in true arcs. It shall be capable of applying traffic paints and glass beads at the rates specified. The striping machine shall be equipped with the following: (a) a pointer or sighting device not less than 5 feet long and extending from the front of the machine, (b) a pointer or sighting device extending from the side of the machine to gauge the distance from the centerline for painting shoulder stripes; (c) a positive acting cutoff device to prevent depositing paint in gaps of broken stripes; (d) shields or an adjustable air curtain for line control; (e) pressure regulators and gages (if pneumatically operated) that are in full view of the operator; (f) a paint strainer in PENIC works the paint supply line; (g) a paint storage tank with a mechanical agitator that operates continuously during painting operations; (h) a glass bead dispenser located behind the paint applicator nozzle and which is controlled simultaneously with the paint applicator nozzle; and (i) calibrated rods for measuring the volumes of paint and glass beads in the paint and glass bead tanks. Spray equipment shall be of a proper type and of adequate capacity for the work. Air atomized spray equipment shall be equipped with oil and water extractors and pressure regulators and shall have adequate air volume and compressor recovery capacity. Spray gun tip needle assemblies and orifices shall be of the proper sizes. Where the configuration or location of a traffic stripe is such that the use of a striping machine is unsuitable, traffic paint and glass beads may be applied by other methods and equipment approved by the City. The City will determine if the striping machine is unsuitable for a particular use. D. Traffic Stripes and Markings All details and dimensions for traffic stripes and markings shall conform to State of California, Department of Transportation Standard Plans A20A through A20D or as directed by the City. Stencils and templates shall conform in size and shape with existing City markings. Reference is made to State of California, Department of Transportation Standard Plans A24A through A24E. The stencil and template shall be approved by the City prior to application. E. Preparation of Existing Surfaces Existing markings and striping, either permanent or temporary, which are abandoned or in conflict or obliterated shall be removed by wet sandblasting or other methods approved by the City. F. Layout, Alignment, and Spotting All work necessary to establish satisfactory alignment for stripes and all layout work required for pavement markings shall be performed by the Contractor with any device or method that will not damage the pavement nor conflict with other traffic control devices. All details and dimensions for traffic stripes and markings shall conform to State of California, Department of Transportation Standard Plans A20A-A20D as directed by the City. All new pavement markings shall be approved by the City before installation. PSI** Warirs G. Application of Paint Surfaces which are to receive traffic stripes and pavement markings shall be cleaned of all dirt and loose material. A one -coat 3 -inch wide black stripe shall be painted between the two 4 -inch wide yellow stripes of a double traffic stripe. If the two 4 -inch wide yellow stripes are to be applied in 2 coats, the black stripe shall be applied concurrently with the second coat of yellow stripes. On new surfacing, pavement markings and traffic stripes (except the black stripe between the yellow stripes of a double traffic stripe) shall be applied in two (2) coats unless otherwise shown on the plans. The first coat of paint shall be dry before application of the second coat. On 2 -lane highways, when the first coat of the centerline stripe is applied in the same direction as the post miles increase, the right-hand spray gun of the 3 spray guns used to apply double yellow stripe shall be used to apply a single yellow stripe. When the first coat of the centerline stripe is applied in the same direction as the post miles decrease, the left-hand spray gun of the 3 spray guns used to apply double yellow stripe shall be used to apply a single yellow stripe. The second coat of centerline striping shall be applied in the opposite direction that the first coat was applied. On existing surfacing, pavement markings and traffic stripes shall be applied in one (1) coat, unless otherwise directed by City. Each coat of paint for any traffic stripe, including glass beads where required, shall be applied in one pass of the striping machine, regardless of the number, widths and patterns of individual stripes involved. Re -striping of crosswalks and legends shall be applied only on dry surfaces and only during periods of favorable weather. Reflective beads shall be applied before paint has fully dried. The exact rate of paint to be applied will be determined by the City. The volume of paint applied shall be measured by stabbing the paint tank with a calibrated rod. At the option of the City if the striping machine is provided with paint gages, the volume of paint may be determined by using the gages. Unless otherwise directed by the City, glass beads shall be uniformly incorporated in all coats of paint concurrently with the application of the paint, except that glass beads shall not be applied to black paint. Beads shall be embedded in the coat of traffic paint being applied to a depth of one-half their diameters. Glass beads shall be applied at an approximate rate of 5 pounds per gallon of paint. The exact rate will be determined by the City. The amount of glass beads Psil/s Works applied shall be measured by stabbing the glass bead tank with a calibrated rod Paint shall be Rapid Dry and shall dry to a condition so that there will be no traffic pickup in 30 seconds and be completely dry in not more than 3 minutes when preheated to 110 degrees F to 180 degrees F in proper equipment before application. H. Application of Thermoplastic Existing surfacing which is to receive the thermoplastic material shall be mechanically wire brushed to remove all dirt and contaminants. Surfaces of new portland cement concrete pavement to receive the thermoplastic material shall be mechanically wire brushed or abrasive blast cleaned to remove all laitance and curing compound. Existing pavement markers that are damaged by blast cleaning or wire brushing shall be removed and replaced by the Contractor at the Contractor's expense. Thermoplastic material shall be applied only to dry pavement surfaces and only when the pavement surface temperature is above 50°F. A primer, of the type recommended by the manufacturer of the thermoplastic material, shall be applied to all asphaltic surfaces over 6 months old and to all portland cement concrete surfaces. The primer shall be applied immediately in advance of, but concurrent with, the application of thermoplastic material. The primer shall be applied at the application rate recommended by the manufacturer and shall not be thinned. Pre -heaters with mixers having 360 degree rotation shall be used to preheat material. The thermoplastic material shall be applied to the pavement at a temperature between 400°F to 425°F, unless a different temperature is recommended by the manufacturer. The thermoplastic material shall be applied by either spray or extrusion methods in a single uniform layer. Stencils shall be used when applying thermoplastic material for pavement markings. The pavement surface to which thermoplastic material is applied shall be completely coated by the material and the voids of the pavement surface shall be filled. Thermoplastic material for traffic stripes shall be applied at a minimum thickness of .060 inches (60 mils). Sprayable thermoplastic material for traffic stripes shall -` sErf � zrl ! yrs f PINAD Works be applied by spray methods in a single uniform layer at the minimum thickness of .040 inches (40 mils). Thermoplastic material for pavement markings shall be applied at a thickness of .100 to. 150 inches (100 to 150 mils). Glass beads shall be applied immediately to the surface of the molten thermoplastic material at a rate of not less than 8 pounds per 100 square feet. The amount of glass beads applied shall be measured by stabbing the glass bead tank with a calibrated rod. Upon application to pavement, the thermoplastic material shall be sufficiently tack -free to carry traffic- in not more than 2 minutes when the pavement surface temperature is 61 degrees F, and not more than 10 minutes when the pavement surface temperature is 129 degrees F. I. Protection of Work, Workers, and the Public Drips, overspray, improper markings, and paint and thermoplastic material tracked by traffic shall be immediately removed from the pavement surface by methods approved by the City. All such removal work shall be at the Contractor's expense. The Contractor shall take special care to protect existing reflective pavement markers and shall at his/her expense, replace all markers coated during his operations. REMOVALS A. Placement of Temporary Reflective Pavement Markers Lane line and/or centerline pavement delineation shall be provided at all times for traveled ways open to public traffic. Temporary pavement delineation shall be furnished, placed, and maintained whenever the work causes obliteration of any pavement delineation, temporary pavement delineation or permanent traffic stripes prior to re -delineating or re -striping and prior to opening the traveled way to public traffic. Existing pavement markers, when no longer required for traffic lane delineation as directed by the City, shall be removed and disposed of. Surfaces on which temporary pavement delineation is to be applied shall be cleaned of all dirt and loose material and shall be dry when the pavement delineation is applied. All work necessary to establish satisfactory lines for temporary pavement delineation shall be performed by the Contractor. Temporary pavement delineation that is damaged from any cause during the progress of the work shall be immediately repaired or replaced by the Contractor. Temporary pavement delineation for lane lines and centerlines shall consist of r r' Porllo Works temporary reflective pavement markers placed at longitudinal intervals of not more than 24 feet apart. The interval for multiple left turns through intersections shall be not more than 10 feet apart. Temporary reflective pavement markers shall be applied in accordance with the manufacturer's recommendations. Temporary pavement delineation shall be maintained until replaced with the planned permanent pavement striping. When no longer required, temporary pavement delineation that conflicts with permanent pavement delineation, as determined by the Engineer, shall be removed and disposed of. Full compensation for furnishing, placing, maintaining, replacing, removing and disposing of temporary pavement markers shall be considered as included in the Contract unit price bid paid for the various items of work and no separate payment shall be made therefore. B. Removal of Traffic Stripes, Pavement Markings, and Pavement Markers Traffic stripes, pavement markings, and pavement markers shall be removed from the existing pavement as shown on the plans or as directed by the City. All painted traffic stripes, pavement markings, and pavement markers shall be removed to the fullest extent possible from the pavement by wet sandblasting or any other method that does not materially damage the surface or texture of the pavement or surfacing. Large holes (voids) caused by removal of pavement markers shall be patched with a suitable material of the same color approved by the City. Sand or other material deposited on the pavement as a result of removing traffic stripes and markings shall be removed as the work progresses. All thermoplastic traffic stripes and pavement markings shall be removed to the fullest extent possible from the pavement by grinding using a mechanical orbital eraser. Material deposited on the pavement as a result of removing traffic stripes and markings shall be removed as the work progresses. Accumulations of sand, grindings or other material that might interfere with drainage or might constitute a hazard to traffic will not be permitted. Traffic stripes shall be removed before any change is made in the traffic pattern and before painting new stripes and markings. Where wet sandblast cleaning is used for the removal of traffic stripes and pavement markings or for removal of objectionable material, and such removal operation is being performed within ten feet (10') of a lane occupied by public traffic, the residue, including dust, shall be removed immediately after the contact between the sand and the surface being treated. Pi alae Works Nothing in these Provisions shall relieve the Contractor from his responsibilities as provided in the Standard Specifications for Public Works Construction (Greenbook). Full compensation for removal of traffic stripes, pavement markings, pavement markers, and repairing pavement surface holes (voids) shall be considered as included in the Contract unit price bid paid for the various items of work and no separate payment shall be made therefore. X. GENERAL CONDITIONS A. Signature The Proposal shall be signed by an individual authorized to bind the contractor. B. Other Considerations: The City shall not be liable for any pre -contractual expenses incurred by any contractor considering submitting a proposal in response to this RFP. The City reserves the right to accept or reject any and all proposals, or any part of, or waive any informalities or irregularities. The City reserves the right to withdraw, to cancel this RFP at any time without prior notice and the City makes no representations that any contract will be awarded to any contractor responding this RFP. C. Business License Required The Seal Beach Municipal Code requires all businesses operating in the City to pay a business license tax. For more information, go to www.sealbeachca.gov . D. Prevailing Wage All work performed in connection with execution of this contract work shall be performed in compliance with all applicable laws, ordinances, rules and regulations of federal, state, county or municipal governments or agencies (including, without limitation, all applicable federal and state labor standards, including the prevailing wage provisions of sections 1770 et seq. of the California Labor Code), and (b) all directions, rules and regulations of any fire marshal, health officer, building inspector, or other officer of every governmental agency now having or hereafter acquiring jurisdiction. The contractor shall indemnify, defend and hold the City harmless from any and all claims, causes of action and liabilities based upon or arising from the failure of any work related to the Project to comply with all such applicable legal requirements, including, without limitation, any such claims, causes of action or liabilities that may be asserted against or incurred by City with respect to or in any way arising from the Project's compliance with or failure to comply with applicable laws, including all applicable federal and state labor �� Mile Works requirements including, without limitation, the requirements of California Labor Code section 1770 et seq. Contractor agrees that all public work (as defined in California Labor Code section (1720) performed pursuant to this Agreement (the "Public Work"), if any, shall comply with the requirements of California Labor Code sections 1770 et seq. City makes no representation or statement that the project or any portion thereof, is or is not a "public work" as defined in California Labor Code section 1720. In all bid specifications, contracts and subcontracts for any such Public Work, contractor shall obtain the general prevailing rate of per diem wages and the general prevailing rate for holiday and overtime work in this locality for each craft, classification or type of worker needed to perform the Public Work, and shall include such rates in the bid specifications, contract or subcontract. Such bid specifications, contract or subcontract must contain the following provision.. "It shall be mandatory for the contractor to pay not less than the said prevailing rate of wages to all workers employed by the contractor in the execution of this contract. The contractor expressly agrees to comply with the penalty provisions of California Labor Code section 1775 and the payroll record keeping requirements of California Labor Code section 1771." E. Registration with the Department of Industrial Relations In accordance with Labor Code Sections 1725.5 and 1771.1, no contractor or subcontractor shall be qualified to bid on, be listed in a bid proposal, subject to the requirements of Section 4104 of the Public Contract Code, or engage in the performance of any contract for public work, unless currently registered and qualified to perform public work pursuant to Section 1725.5 [with limited exceptions for bid purposes only under Labor Code Section 1771.1(a)]. The Department of Industrial Relations Registration Number shall be listed for the contractor and each subcontractor, if any, in the bid proposal. EXHIBIT B Contractor's Proposal .�iwper or CSLB #776306 May 23, 2019 City of Seal Beach Attn: Iris Lee, Deputy Director of Public Works/City Engineer 211 Eighth Street Seal Beach, Ca. 90740 RE: City of Seal Beach On -Call Pavement Marking Maintenance Services The purpose of this proposal is to provide a 3 year on call maintenance services for the City of Seal Beach. Work shall include but is not limited to, removal of conflicting striping, installation of traffic striping and markings using paint or thermoplastic and remove/replace missing and/or damaged raised pavement markers. Darren Veltz will be providing the cost proposals, he can be reached @ 714-995-9100 ext 202 Darren@superiorpavementmarkings.com Robert Garcia will be responsible for scheduling, he can be reached @ 714-995-9100 ext 203 Robert@superiorpavementmarkings.com A Superintendent will be assigned to this project when we receive a contract from the City, we will supply his information at that time. 1 5312 Cypress Street, Cypress, Ca. 90630 Phone: 714-995-9100 Fax: 714-995-9400 Superior Pavement Markings, Inc. License No: 776306 Table of Contents 1. Cover Letter 2. Table of Contents 3. Company Qualifications 4. Samples 5. References 6. Exceptions 7. Fee proposal (Attached Envelope) N Company Qualifications Superior Pavement Markings is an S Corporation in California that has been in business since March of 2000 with C-32 Parking & Highway Improvement, C-31 Construction Zone Traffic Control and C -61/D-38 Sand and Water Blasting licenses Superior Pavement Markings has performed thousands of projects striping roads, parking lots, freeways, military bases and airports with quality work to the highest safety standards available. We are a Union shop with Local 1184, our employees get the proper training needed and our superintendents have decades of experience in the striping industry. Superior has two yards, located in Beaumont and in Cypress which completed 18 million dollars of striping projects last year. 3 SAMPLES WORKLOG �IIIIINIIIIINIIIIIIIII 11111111111111111111111'' � ME �IE�N1111111111111111111 o Z Z lz N O O 5 5 O O O Z - J 0 Q! C W o LU _ m O � p J a W U U) b son �a �a } O Q .. O 7 o� W c� Q z� —jLL ro } zo �? mi Z Z lz 2 O 5 5 O O O Z - MEN b son O Q .. O 7 —jLL ro } a Q J N Z Z lz ollow y m � W O h 0 cl co LL! r N @7 4 "�� J MEN son ollow y m � W O h 0 cl co LL! r N @7 4 "�� J 1 N M �11�11111111111111111111 ��111111111111111111111. �1��11111111111111111111 A��A11111111111111111111 A�C��11111111111111111111 A11111111111111111111111 A � 1 � 11111111111111111111 �11�11111111111111111111 a a �u �N'o ocoQa a Q o o a o z z o< Q Q � c NN ou ¢nom. oo YYY to a mp E as of tocc 0 L 3 A z� U co v - o O � � 3 L v ac CL E LaO co co u N N U �vn'. 0 8xa a. U rD �p N E LU o a = U 1.jLM a U WI g z C r o z}' O � H .. z� 8tIZJ�..� dpi °m � } E 0a E Q a o Lu ~ N w a g 00 93 CL @ j W ': N (n J V% r4 m il co t1 � m il References City of Ontario 2018 Grid Thermoplastic Work Thermoplastic Markings 10/18-12/18 Mike Mergener 909-395-2629 mmergener@ontarioca.gov City of Irvine Annual Striping & Sign Maintenance 2018/2019 Striping and Pavement Markings 07/19-04/19 Byron Gemmell 949-337-7019 bgemmell@cityofirvine.org City of Costa Mesa 2018/2019 Annual Maintenance Striping and Pavement Markings 08/18-04/19 Bruce Lindemann 714-327-7470 Lindemann@costamesaca.gov City of Murrieta 2018-2019 Citywide Striping Contract Striping and Pavement Markings 03/18-04/19 Jason Morrell 951-461-6400 jmorrelI@murrieta.org City of San Dimas 2018 Annual Maintenance Striping Striping and Pavement Markings 08/18-04/19 John Campbell 909-394-6270 acampbelI@ci.san-dimas.ca.us 5 No exceptions taken Exceptions 14 COST PROPOSAL FOR PAVEMENT MARKING MAINTENANCE SERVICE MOBILIZATION Public Works NO. DESCRIPTION UNIT OF PAINT UNIT PRICE UNIT PRICE NO. DESCRIPTION MEASURE UNIT PRICE (AFTER NORMAL P2 White Curb L.F. $ 2.00 BUSINESS HOURS M1 Stencil/Layout Crew LUMP SUM $ 1,750.00 $ 1,750.00 M2 Paint Striping Crew LUMP SUM $ 1,750.00 $ 1,750.00 M3 Thermoplastic Marking LUMP SUM $ 1.750.00 $ 1,750.00 Crew M4 Pavement Marker Crew LUMP SUM $ 1,750.00 $ 1,750.00 M5 Striping Removal Crew LUMP SUM $ 1,750.00 $ 1,750.00 M6 Other LUMP SUM $ 1,750.00 $ 1,750.00 NO. DESCRIPTION UNIT OF MEASURE PAINT UNIT PRICE THERMOPLASTIC UNIT PRICE P1 Red Curb L.F. S 1.15 P2 White Curb L.F. $ 2.00 P3 Blue Curb L.F. S 2.00 P4 Yellow Curb L.F. $ 2.00 P5 Single Solid Yellow 4" L.F. $ .15 $ .55 PRO& works P6 Double Solid Yellow 4" L.F. $ .30 $ 1.15 P7 Skip & Solid Yellow 4" L.F. $ .12 $ .55 P8 Skip Yellow 4" L.F. $ .10 $ .45 P9 Continuation Skip Yellow Line 4" L.F. $ .10 $ .45 P10 Skip White 4" L.F. $ .10 $ .45 P11 Solid White 4" L.F. $ .15 $ .55 P12 Continuation Skip White Line 4" L.F. $ .15 $ .55 P13 Solid White 6" L.F. $ .18 $ .95 P14 Solid White 8" L.F. $ 30 $ 1.45 P15 Lane Drop 8" L.F. $ .30 $ 1.45 P16 Limit Line 12" L.F. $ 1.50 $ 3.00 P17 Solid White 12" Stop Bar L.F. $ 1.50 $ 3.00 P18 Solid White 12" Chevron L.F. $ 1.50 $ 3.00 P19 White Ped Crosswalk 12" L.F. $ 1.50 $ 3.00 P20 Yellow School Crosswalk 12 L.F. $ 1.50 $ 3.00 P21 Parking Stall ("T") Each $ 10.00 $ 15.00 P22 Bike Lane Symbol (Small) Each $ 55.00 $ 115.00 Prrlie w.rkS P23 Bike Lane Arrow Each $ 15.00 $ 25.00 P24 Bike Shared Lane "Sharrow" Each $ 95.00 $ 140.00 P25 Vehicle Directional Arrow — Each $ 25.00 $ 70.00 Straight Yellow 4" Reflective (H) Each $ 5.00 PM3 Vehicle Directional Arrow — Each $ $ P26 Left Turn Each 25.00 70.00 P27 Vehicle Directional Arrow — Each $ 25.00 $ 70.00 $ 5.00 Right Turn P28 Vehicular Directional Arrow Each $ 115.00 $ 240.00 — Lane Drop P29 RR Crossing Each $ 155.00 $ 350.00 P30 Handicap Paint Each $ 55.00 $ 380.00 P31 Letter/Number 8' Each $ 25.00 $ 55.00 REFLECTORIZED PAVEMENT MARKINGS UNIT OF NO. DESCRIPTION MEASURE UNIT PRICE PM1 Yellow/Yellow 4" Reflective Each $ 5.00 (D) PM2 Yellow 4" Reflective (H) Each $ 5.00 PM3 Yellow 4" Non -Reflective Each $ 4.00 (AY) PM4 Yellow 8" Ceramic (Dagmar) Each $ 42.00 PM5 White/White 4" Reflective (B) Each $ 5.00 PM6 White 4" Reflective (G) Each $ 5.00 PM7 White 4" Non -Reflective (A) Each $ 4.00 PM8 White 8" Ceramic (Dagmar) Each $ 41.00 PM9 White/Red 4" Reflective ( C) Each $ 5.00 PM10 Blue 4" (DB) Each $ 15.00 PM11 Curb -3" Inch Letters Each $ 2.00 CHANNELIZERS NO. DESCRIPTION UNIT OF MEASURE UNIT PRICE C1 Yellow/Yellow (Type 1) Each $ 45.00 C2 Yellow (Type G) Each $ 45.00 C3 White/White (Type E) Each $ 45.00 C4 White (Type F) Each $ 45.00 Perls Warks REMOVALS NO. DESCRIPTION UNIT OF MEASURE UNIT PRICE RI Marker Each $ 1.00 R2 Sandblast S.F. $ 4.75 R3 4" Blackout L.F. $ .25 R4 Grinding S.F. $ 2.50 EXHIBIT C TERMS FOR COMPLIANCE WITH CALIFORNIA LABOR LAW REQUIREMENTS 1. This Agreement calls for services that, in whole or in part, constitute "public works" as defined in Division 2, Part 7, Chapter 1 (commencing with Section 1720) of the California Labor Code ("Chapter 1"). Further, Contractor acknowledges that this Agreement is subject to (a) Chapter 1 and (b) the rules and regulations established by the Department of Industrial Relations ("DIR") implementing such statutes. Therefore, as to those Services that are "public works", Contractor shall comply with and be bound by all the terms, rules and regulations described in 1(a) and 1(b) as though set forth in full herein. 2. California law requires the inclusion of specific Labor Code provisions in certain contracts. The inclusion of such specific provisions below, whether or not required by California law, does not alter the meaning or scope of Section 1 above. 3. Contractor shall be registered with the Department of Industrial Relations in accordance with California Labor Code Section 1725.5, and has provided proof of registration to City prior to the Effective Date of this Agreement. Contractor shall not perform work with any subcontractor that is not registered with DIR pursuant to Section 1725.5. Contractor and subcontractors shall maintain their registration with the DIR in effect throughout the duration of this Agreement. If Contractor or any subcontractor ceases to be registered with DIR at any time during the duration of the project, Contractor shall immediately notify City. 4. Pursuant to Labor Code Section 1771.4, Contractor's Services are subject to compliance monitoring and enforcement by DIR. Contractor shall post job site notices, as prescribed by DIR regulations. 5. Pursuant to Labor Code Section 1773.2, copies of the prevailing rate of per diem wages for each craft, classification, or type of worker needed to perform the Agreement are on file at City Hall and will be made available to any interested party on request. Contractor acknowledges receipt of a copy of the DIR determination of such prevailing rate of per diem wages, and Contractor shall post such rates at each job site covered by this Agreement. 6. Contractor shall comply with and be bound by the provisions of Labor Code Sections 1774 and 1775 concerning the payment of prevailing rates of wages to workers and the penalties for failure to pay prevailing wages. Contractor shall, as a penalty to City, forfeit $200.00 for each calendar day, or portion thereof, for each worker paid less than the prevailing rates as determined by the DIR for the work or craft in which the worker is employed for any public work done pursuant to this Agreement by Contractor or by any subcontractor. 7. Contractor shall comply with and be bound by the provisions of Labor Code Section 1776, which requires Contractor and each subcontractor to: keep accurate payroll records and verify such records in writing under penalty of perjury, as specified in Section 1776; certify and make such payroll records available for inspection as provided by Section 1776; and inform City of the location of the records. 8. Contractor shall comply with and be bound by the provisions of Labor Code Sections 1777.5, 1777.6 and 1777.7 and California Code of Regulations, Title 8, Section 200 et seq. concerning the employment of apprentices on public works projects. Contractor shall be responsible for compliance with these aforementioned Sections for all apprenticeable occupations. Prior to commencing work under this Agreement, Contractor shall provide City with a copy of the information submitted to any applicable apprenticeship program. Within 60 days after concluding work pursuant to this Agreement, Contractor and each of its subcontractors shall submit to City a verified statement of the journeyman and apprentice hours performed under this Agreement. 9. Contractor shall not perform Work with any Subcontractor that has been debarred or suspended pursuant to California Labor Code Section 1777.1 or any other federal or state law providing for the debarment of contractors from public works. Contractor and subcontractors shall not be debarred or suspended throughout the duration of this Contract pursuant to Labor Code Section 1777.1 or any other federal or state law providing for the debarment of contractors from public works. If Contractor or any subcontractor becomes debarred or suspended during the duration of the project, Contractor shall immediately notify City. 10. Contractor acknowledges that eight hours labor constitutes a legal day's work. Contractor shall comply with and be bound by Labor Code Section 1810. Contractor shall comply with and be bound by the provisions of Labor Code Section 1813 concerning penalties for workers who work excess hours. Contractor shall, as a penalty to City, forfeit $25.00 for each worker employed in the performance of this Agreement by Contractor or by any subcontractor for each calendar day during which such worker is required or permitted to work more than eight hours in any one calendar day and 40 hours in any one calendar week in violation of the provisions of Division 2, Part 7, Chapter 1, Article 3 of the Labor Code. Pursuant to Labor Code Section 1815, work performed by employees of Contractor in excess of eight hours per day, and 40 hours during any one week shall be permitted upon public work upon compensation for all hours worked in excess of eight hours per day at not less than one and one-half times the basic rate of pay. 11. California Labor Code Sections 1860 and 3700 provide that every employer will be required to secure the payment of compensation to its employees. In accordance with the provisions of California Labor Code Section 1861, Contractor hereby certifies as follows: "I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers' compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the work of this contract." 12. For every subcontractor who will perform work on the project, Contractor shall be responsible for such subcontractor's compliance with Chapter 1 and Labor Code Sections 1860 and 3700, and Contractor shall include in the written contract between it and each subcontractor a copy of those statutory provisions and a requirement that each subcontractor shall comply with those statutory provisions. Contractor shall be required to take all actions necessary to enforce such contractual provisions and ensure subcontractor's compliance, including without limitation, conducting a periodic review of the certified payroll records of the subcontractor and upon becoming aware of the failure of the subcontractor to pay his or her workers the specified prevailing rate of wages. Contractor shall diligently take corrective action to halt or rectify any failure. 13. To the maximum extent permitted by law, Contractor shall indemnify, hold harmless and defend (at Contractor's expense with counsel reasonably acceptable to City) City, its officials, officers, employees, agents and independent contractors serving in the role of City officials, and volunteers from and against any demand or claim for damages, compensation, fines, penalties or other amounts arising out of or incidental to any acts or omissions listed above by any person or entity (including Contractor, its subcontractors, and each of their officials, officers, employees and agents) in connection with any work undertaken or in connection with the Agreement, including without limitation the payment of all consequential damages, attorneys' fees, and other related costs and expenses. All duties of Contractor under this Section shall survive the termination of the Agreement. A� " CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DD/YYYY) CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, 7/30/2019 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 Patriot Risk & Insurance Services 2415 Campus Drive, Suite #200PHCNNo Irvine, CA 92612 NCONT AMEAC Ext : 949 486-7900 AIC No : 949 486-7950 E-MAIL ADDRESS: INSURERS AFFORDING COVERAGE NAIC # www.patdsk.com OK07568 INSURER A: Wesco Insurance Company 25011 INSURED Superior Pavement Markings, Inc. INSURER 8: Great American Insurance Company 16691 INSURER C: Cypress Insurance Company 10855 5312 Cypress St. Cypress CA 90630 INSURER D: INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: sn9sr1977 REVISION NUMRFR- 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 LTR TYPE OF INSURANCE ADDL SUBR POLICY NUMBER POLICY EFF MWDD POLICY EXP MM/DD LIMITS A �/ COMMERCIAL GENERAL LIABILITY CLAIMS -MADE �✓ OCCUR �/ ✓ WPP158316101 9/16/2016 9/18/2019 EACH OCCURRENCE $1,000,000 DAMAC PREMISES EaEoccunence $300,000 MED EXP (Any one person) $ 5,000 PERSONAL & ADV INJURY $ 1,000,000 HGEN'LAGGREGATELIMITAPPLIESPER: POLICY ✓❑ PRO -JET LOC GENERAL AGGREGATE $2,000,000 PRODUCTS-COMP/OPAGG $2,000,000 $ OTHER: A AUTOMOBILE LIABILITY ✓ WPP158316101 9/18/2018 9/16/2019 EOMaBINEDtSINGLELIMIT $1,000,000 BODILY INJURY (Per person) $ ✓ ANY AUTO OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY Per accident $ ( ) HIRED NON -OWNED AUTOS ONLY AUTOS ONLY PROPERTY DAMAGE $ Per accident is B �/ UMBRELLA LIAB �/ OCCUR TUE 2191315 01 9/16/2018 9/18/2019 EACH OCCURRENCE 1 1$9,000,000 EXCESS LIAB CLAIMS -MADE AGGREGATE $ 9,000,000 DED RETENTION $ $ C WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Y / N OFFICE ANYPROPRIET EREXCLUDED?ECUTIVE � N/A ✓ SUWC033321 6/1/2019 6/1/2020 PER oTH- ✓ STATUTE ER E.L. EACH ACCIDENT $1,000,000 E.L. DISEASE - EA EMPLOYEE $1,000,000 (Mandatory in NH) If yes, describe under E.L. DISEASE - POLICY LIMIT $1,000,000 DESCRIPTION OF OPERATIONS below DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) RE: Seal Beach, CA - On- Call Pavement Markings 2019-2020 City of Seal Beach is named as Additional Insured as respects to General Liability per endorsement attached where required by written contract. Waiver of Subrogation Applies and in favor of additional insured per the Endorsement Attached. *30 -day notice of cancellation / 10 -days for non-payment of premium. CERTIFICATE HOLDER CANCELLATION CITY OF SEAL BEACH SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE 211 Ei hth St. t. THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Seal Beach 90740 ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE Dave Jacobson ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD 50256877 1 18/19 GL/AU/UMB - 19/20 WC I Rachael Burnham 1 7/30/2019 4:03:34 PM (PDT) I Page 1 of 11 This certificate cancels and supersedes ALL previously issued certificates. POLICY NUMBER: WPP158316101 Superior Pavement Markings, Inc. COMMERCIAL GENERAL LIABILITY CG 2010 0413 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED -OWNERS, LESSEES OR CONTRACTORS -SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Nems Of Additional insured Porson(s) Or Organhation(s) Location(s) Of covered Operations Blanket as required by written contract. Blanket as required by written contract. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II - Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by: 1. Your acts or omissions; or 2. The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional insured(s) at the location(s) designated above. However: 1. The Insurance afforded to such additional insured only applies to the extent permitted by law; and required by the contract or agreement to provide for such additional insured. B. With respect to the insurance afforded to these additional insureds, the following additional exclusions apply: This Insurance does not apply to "bodily injury" or "property damage" occurring after. 1. All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or 2. That portion of "your work" out of which the injury or damage arises has been put to its Intended use by any person or organization 2. If coverage provided to the additional insured other than another contractor or subcontractor is required by a contract or agreement, the engaged in performing operations for a insurance afforded to such additional insured principal as a part of the same project will not be broader than that which you are CO 2010 0413 ® Insurance Services Office, Inc., 2012 Page 1 of 2 5025687718/19 GL/AU/UMB - 19/20 WC Rachael Burnham 7/30/2019 4:03:34 PM (PDT) Page 2 of 11 This certificate cancels and supersedes ALL previously issued certificates. C. With respect to the insurance afforded to these additional insureds, the following is added to Section III - Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or Page 2 of 2 2. Available under the applicable Limits of Insurance shown in the Declarations; whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. ® Insurance Services Office, Inc., 2012 50256877 1 18/19 GL/AU/UMB - 19/20 WC I Rachael Burnham 1 7/30/20194:03:34 PM, (PDT) I Page 3 of 11 This certificate cancels and supersedes ALL previously issued certificates. CG 20 10 04 13 Superior Pavement Markings, Inc. POLICY NUMBER: WPP158316101 COMMERCIAL GENERAL LIABILITY CG 20 37 0413 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED -OWNERS, LESSEES OR CONTRACTORS -COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) Location And Description Of Completed Operations Blanket as required by written contract. Blanket as required by written contract. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II -Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury" or "property damage" caused, in whole or in part, by "your work" at the location designated and described in the Schedule of this endorsement performed for that additional insured and included in the "products -completed operations hazard". However. 1. The insurance afforded to such additional insured only applies to the extent permitted by law; and 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. CG 20 37 0413 B. With respect to the insurance afforded to these additional insureds, the following is added to Section III - Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or 2. Available under the applicable Limits of Insurance shown in the Declarations; whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. ® Insurance Services Office, Inc., 2012 50256877 18/19 GL/AU/UMB - 19/20 WC Rachael Burnham 7/30/2019 4:03:34 PM (PDT) Page 4 of 11 This certificate cancels and supersedes ALL previously issued certificates. Page 1 of 1 Superior Pavement Markings, Inc. POLICY NUMBER: WPP158316101 COMMERCIAL GENERAL LIABILITY CG 24 04 05 09 WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Person Or Organization: As required by written contract signed by both parties prior to loss Information required to complete this Schedule, if not shown above, will be shown in the Declarations. The following is added to Paragraph 8. Transfer Of Rights Of Recovery Against Others To Us of Section IV — Conditions: We waive any right of recovery we may have against the person or organization shown in the Schedule above because of payments we make for injury or damage arising out of your ongoing operations or "your work" done under a contract with that person or organization and included in the "products - completed operations hazard". This waiver applies only to the person or organization shown in the Schedule above. CG 24 04 05 09 © Insurance Services Office, Inc., 2008 50256877 118/19 GL/AU/UMB - 19/20 WC I Rachael Burnham 1 7/30/20194:03:34 PM (PDT) I Page 5 of 11 This certificate cancels and supersedes ALL previously issued certificates. Page 1 of 1 0 Superior Pavement Markings, Inc. POLICY NUMBER: WPP158316101 COMMERCIAL AUTO CA990187 0715 This Endorsement Changes The Policy. Please Read It Carefully BUSINESS AUTO COVERAGE EXPANSION ENDORSEMENT This endorsement modifies insurance provided by the following: BUSINESS AUTO COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the COVERAGE FORM apply unless modified by the endorsement. A. Newly Acquired or Formed Organizations, Employee Hired Car Liability and Blanket Additional Insured Status for Certain Entities. Item 1. Who is an Insured of Paragraph A. Coverage under SECTION II — COVERED AUTOS LIABILITY COVERAGE is amended to add: d. Any organization you newly acquire or form, other than a partnership, joint venture or limited liability company, and over which you maintain ownership of a majority interest (greater than 50%), will qualify as a Named Insured; however, (1) coverage under this provision is afforded only until the 180"' day after you acquire or form the organization or the end of the policy period, whichever is earlier; (2) coverage does not apply to "bodily injury", "property damage" or "covered pollution cost or expense" that results from an "accident' which occurred before you acquired or formed the organization; and (3) coverage does not apply if there is other similar insurance available to that organization, or if similar insurance would have been available but for its termination or the exhaustion of its limits of insurance. This insurance does not apply if coverage for the newly acquired or formed organization is excluded either by the provisions of this coverage form or by endorsement. e. An "employee" of yours is an "insured" while operating an "auto" hired or rented under a contract or agreement in that "employee's" name, with your permission, while performing duties related to the conduct of your business. f. Any person or organization you are required by written contract or agreement to name as an additional "insured", but only with respect to liability created in whole or in part by such agreement. B. Increase Of Loss Earnings Payment Subpart (4) of a. Supplementary Payments of Item 2. Coverage Extensions of Paragraph A. Coverage under SECTION II — COVERED AUTOS LIABILITY COVERAGE is amended to read: (4) We will pay reasonable expenses incurred by the "insured" at our request, including actual loss of earnings up to $1,000 per day because of time off from work. C. Fellow Employee Injured By Covered Auto You Own Or Hire Item 5. Fellow Employee of Paragraph B. Exclusions under SECTION II — COVERED AUTOS LIABILITY COVERAGE is amended to add: This exclusion does not apply if the "bodily injury" results from the use of a covered "auto" you own or hire. Such coverage as is afforded by this provision is excess over any other collectible insurance. CA990187 0715 Includes Copyrighted Material of Insurance Services Offices, Inc. Used with permission 50256877 18/19 GL/ AU/1MB - 19/20 WC Rachael Burnham 7/30/2019 4:03:34 PM (PDT) Page 6 of 11 This certificate cancels and supersedes ALL previously issued certificates. Page 1 of 5 D. Limited Automatic Towing Coverage Item 2. Towing, of Paragraph A. Coverage, under SECTION 111— PHYSICAL DAMAGE COVERAGE is amended to read: 2. Towing We will pay for towing and labor costs each time that a covered "auto" is disabled. All labor must be performed at the place of disablement of the covered "auto". a. The limit for towing and labor for each disablement is $500; b. No deductible applies to this cover- age. E. Item 3. Glass Breakage — Hitting A Bird Or Animal — Falling Objects or Missiles of Paragraph A. Coverage under SECTION 111 — PHYSICAL DAMAGE COVERAGE, is amended to add: Glass Repair Coverage We will waive the Comprehensive deductible for Glass, if one is indicated on your covered "auto", for glass repairs. We will repair at no cost to you, any glass that can be repaired without replacement, provided the "loss" arises from a covered Comprehensive "loss" to your "auto". F. Increase Of Transportation Expense Coverage Subpart a. Transportation Expenses of Item 4. Coverage Extensions of Paragraph A. Coverage under SECTION III — PHYSICAL DAMAGE COVERAGE is amended to read: a. Transportation Expenses We will pay up to $50 per day to a maximum of $1,000 for temporary transportation expense incurred by you because of the total theft of a covered "auto" of the private passenger type. We will pay only for those covered "autos" for which you carry either Comprehensive or Specified Causes of Loss Coverage or Theft Coverage. We will pay for temporary transportation expenses incurred during the period beginning 48 hours after the theft and ending, regardless of the policy's expiration, when the covered "auto" is returned to use or we pay for its "loss". G. "Personal Effects" Coverage Item 4. Coverage Extensions of Paragraph A. Coverage, under SECTION III - PHYSICAL DAMAGE COVERAGE, is amended to add: "Personal Effects" Coverage We will pay actual cash value for "loss" to "personal effects" of the "insured" while in a covered "auto" subject to a maximum limit of $2,500 per "loss", for that covered "auto" caused by the same "accident". No deductible will apply to this coverage. H. "Downtime Loss" Coverage Item 4. Coverage Extensions, of Paragraph A. Coverage, under SECTION Ill. PHYSICAL DAMAGE COVERAGE, is amended to add: "Downtime Loss" Coverage We will pay any resulting "downtime loss" expenses you sustain as a result of a covered physical damage "loss" to a covered "auto" up to a maximum of $100 per day, for a maximum of 30 days for the same physical damage "loss", subject to the following conditions: a. We will provide "downtime loss" beginning on the 5"' day after we have given you our agreement to pay for repairs to a covered "auto" and you have given the repair facility your authorization to make repairs; b. Coverage for "downtime loss" expenses will end when any of the following occur: (1) You have a spare or reserve "auto" available to you to continue your operations. (2) You purchase a replacement "auto". (3) Repairs to your covered "auto" have been completed by the repair facility and they determine the covered "auto" is road -worthy. (4) You reach the 30 day maximum coverage. CA990187 0715 Includes Copyrighted Material of Insurance Services Offices, Inc. Used with permission 5025687718/19 GL /AU /UMB - 19/20 WC Rachael Burnham 17/30/2019 4:03:34 PM (PDT) Page 7 of 11 This certificate cancels and supersedes ALL previously issued certificates. Page 2 of 5 I. Item 4. Coverage Extensions, of d. Contraband or property in the course Paragraph A. Coverage, under SECTION of illegal transportation or trade. III. PHYSICAL DAMAGE COVERAGE, is e. "Loss" caused by theft, unless there is amended to add: evidence of forced entry into the We will pay any resulting rental covered "auto" and a police report is reimbursement expenses incurred by you for filed. a rental of an "auto" because of "loss" to a K. Accidental Airbag Discharge Coverage covered "auto" up to a maximum of $100 per day, for a maximum of 30 days for the same Item 3.a. of Paragraph B. Exclusions under physical damage "loss", subject to the SECTION Ill — PHYSICAL DAMAGE following conditions: COVERAGE is amended to read: a. We will provide rental reimbursement a. Wear and tear, freezing, mechanical incurred during the policy period or electrical breakdown. The beginning 24 hours after the "loss" and exclusion relating to mechanical ending, regardless of the policy break -down does not apply to the expiration, with the number of days accidental discharge of an air bag. reasonably required to repair or replace L Loan or Lease Gap Coverage the covered "auto". If the "loss" is Paragraph C. Limit Of Insurance under caused by theft, this number of days is SECTION Ill — PHYSICAL DAMAGE the number of days it takes to locate the COVERAGE is amended to add: covered "auto" and return it to you or the number of days it takes for the claim to If a covered "auto" is owned or leased and be settled, whichever comes first. if we provide Physical Damage Coverage b. Our payment is limited to necessary and on it, we will pay, in the event of a covered total "loss", any unpaid amount due on the actual expenses incurred. lease or loan for a covered "auto", less: c. This coverage does not apply while "autos" a. The amount paid under the Physical there are spare or reserve Damage Coverage Section of the available to you for your operations. policy; and d. If a "loss" results from the total theft of a "auto" b. Any: covered of the private passenger type, we will pay under this coverage (1) Overdue lease or loan only that amount of your rental payments including penalties, reimbursement expenses which is not interest or other charges already provided for under the Physical resulting from overdue Damage Coverage Extension. payments at the time of the J. "Personal Effects" Exclusion "loss"; Paragraph B. Exclusions under SECTION (2) Financial penalties imposed under a lease for excessive use, Ill — PHYSICAL DAMAGE COVERAGE, is abnormal wear and tear or high amended to add: mileage; "Personal Effects" Exclusion (3) Costs for extended warranties, We will not pay for "loss" to "personal Credit Life Insurance, Health, effects" of any of the following: Accident or Disability Insurance a. Accounts, bills, currency, deeds, purchased with the loan or evidence of debt, money, notes, lease; securities or commercial paper or (4) Security deposits not refunded other documents of value. by the lessor; and b. Bullion, gold, silver, platinum, or other (5) Carry-over balances from precious alloys or metals; furs or fur previous loans or leases garments; jewelry; watches; precious or semi-precious stones. c. Paintings, statuary and other works of art. CA990187 0715 Includes Copyrighted Material of Insurance Services Offices, Inc. Used with permission 50256877 18/19GL /AD /UMB - 19/20 WC Rachael Burnham 7/30/2019 4:03:34 PM (PDT) Page 8 of 11 This certificate cancels and supersedes ALL previously issued certificates. Page 3 of 5 M. Aggregate Deductible Paragraph D. Deductible under SECTION III — PHYSICAL DAMAGE COVERAGE is amended to add: Regardless of the number of covered "autos" involved in the same "loss", only one deductible will apply to that "loss". If the deductible amounts vary by "autos", then only the highest applicable deductible will apply to that "loss". N. Diminishing Deductible Paragraph D. Deductible under SECTION III — PHYSICAL DAMAGE COVERAGE is amended to add: Any deductible will be reduced by the percentage indicated below on the first "loss" reported during the corresponding policy period: Loss Free Policy Periods V40 the Expansion Endorsement Deductible Reduction on the first "loss" 1 0% 2 25% 3 50% 4 75% 5 100% If we pay a Physical Damage "loss" during the policy period under any BUSINESS AUTO COVERAGE FORM you have with us, your deductible stated in the Declarations page of each such COVERAGE FORM will not be reduced on any subsequent claims during the remainder of your policy period and your deductible reduction will revert back to 0% for each such COVERAGE FORM if coverage is renewed. O. Knowledge of Loss and Notice To Us Subsection a. of Item 2. Duties In the Event of Accident, Claim, Suit or Loss of Paragraph A. Loss Conditions under SECTION IV — BUSINESS AUTO CONDITIONS is amended to add: (3) An "executive officer" or director, if you are a corporation; (4) A manager or member, if you are a limited liability company; (5) Your insurance manager•, or (6) Your legal representative. P. Waiver Of Subrogation For Auto Liability Losses Assumed Under Insured Contract Item 5. Transfer Of Rights Of Recovery Against Others To Us of Paragraph A. Loss Conditions under SECTION IV — BUSINESS AUTO CONDITIONS is amended to read: 5. Transfer of Rights of Recovery Against Others To Us If any person or organization to or for whom we make payments under this Coverage Form has rights to recover damages from another, those rights are transferred to us. That person or organization must do everything necessary to secure our rights and must do nothing after an "accident" or "loss" to impair them. However, if the insured has waived those rights to recover through a written contract, we will waive any right to recovery we may have under this Coverage Form. Q. Insurance is Primary and Noncontributory Subpart a. of Item S. Other Insurance of Paragraph B. General Conditions under SECTION IV — BUSINESS AUTO CONDITIONS is amended to read: a. This insurance is primary and noncontributory, as respects any other insurance, if required in a written contract with you. R. Other Insurance — Hired Auto Physical Damage Subpart b. of Item 5..Other Insurance of Paragraph B. General Conditions under SECTION IV — BUSINESS AUTO CONDITIONS is amended to read: However, prompt notice of the "accident", b. For Hired Auto Physical Damage claim, "suit" or "loss" to us or our Coverage, the following are deemed authorized representative only applies to be covered "autos" you own: after the "accident", claim, "suit" or "loss" is (1) Any covered "auto" you lease, known to: hire, rent or borrow; and (1) You, if you are an individual; (2) A partner, if you are a partnership; CA990187 0715 Includes Copyrighted Material of Insurance Services Offices, Inc. Page 4 of 5 Used with permission 50256877 18/19 GL/AU/UMB - 19/20 WC I ,Rachael Burnham 1 7/30/2019 4:03:34 PM (PDT) I Page 9 of 11 This certificate cancels and supersedes ALL previously issued certificates. (2) Any covered "auto" hired or rented by your "employee" under a contract in that individual "employee's" name, with your permission, while performing duties related to the conduct of your business. However, any "auto" that is leased, hired, rented or borrowed with a driver is not a covered "auto". S. Unintentional Failure To Disclose Hazards Paragraph B. General Conditions under SECTION IV — BUSINESS AUTO CONDI- TIONS is amended to add: 9. Your failure to disclose all hazards existing as of the inception date of this policy shall not prejudice the coverage afforded by this policy, provided that such failure to disclose all hazards is not intentional. However, you must report such previously undisclosed hazards to us as soon as practicable after its discovery. T. Additional Definition SECTION V — DEFINITIONS is amended to add: "Personal effects" means personal property owned by the "insured". "Downtime loss" means actual loss of "business income" for the period of time that a covered "auto": 1. Is out of service for repair or replacement as a result of a covered physical damage "loss" and 2. Is in the custody of a repair facility if not a total "loss". "Business Income" means: 1. Net Income (Net Profit or Loss before income taxes) that would have been earned or incurred; and 2. Continuing normal operating expenses incurred, including payroll. In this endorsement, Headings and Titles are inserted solely for the convenience and ease of reference. They do not affect the coverage provided by this endorsement, nor do they constitute any part of the terms and conditions of this endorsement. All other policy wording not specifically changed, modified, or replaced by this endorsement wording remains in effect. CA990187 0715 Includes Copyrighted Material of Insurance Services Offices, Inc. Page 5 of 5 Used with permission 50256877 1 18/19 GL/AU/UMB - 19/20 WC I Rachael Burnham 1 7/30/2019 4:03:34 PM (PDT) I Page 10 of 11 This certificate cancels and supersedes ALL previously issued certificates. WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 99 041013 (Ed. 9-14) WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT -CALIFORNIA BLANKET BASIS 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.) The additional premium for this endorsement shall be 2% of the total manual premium otherwise due on such remuneration. The minimum premium for this endorsement is This agreement shall not operate directly or Indirectly to benefit anyone not named In the Schedule. SCHEDULE BLANKET WAIVER Person/Organization Blanket Waiver— Any person or organization for whom the Named Insured has agreed by written contract to furnish this waiver. Job Description Waiver Premium 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 Effectivs6/1/2019 Insured Superior Pavement Markings, Inc. Insurance Company Cypress Insurance Company WC 99 04 10B (Ed. 9-14) Policy NO. SUWC033321 Countersigned by Endorsement No. Premium $ 50256877 1 18/19 GL/AU/UMB - 19/20 WC I Rachael Burnham 1 7/30/2019 4:03:34 PM (PDT) I Page 11 of 11 This certificate cancels and supersedes ALL previously issued certificates.