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HomeMy WebLinkAboutAGMT - Ardurra Group, Inc. (Professional Project Management Services SS1902 & SS1903)AMENDMENT NO. 1 PROFESSIONAL SERVICES AGREEMENT for Professional Project Management Services - Sewer Pump Station #35 (CIP SS1903) between City of Seal Beach 211 - 8th Street Seal Beach, CA 90740 Ardurra Group, Inc. 3737 Birch Street, Suite 250 Newport Beach, CA 92660 (949) 428-1500 This Amendment No. 1, dated May 8, 2023, amends that certain agreement ("Agreement") dated May 24, 2021, by and between the City of Seal Beach ("City"), a California charter city, and Ardurra Group, Inc. ("Consultant"), a Florida corporation. 11 A. City and Consultant, are ' ' ,' 'p,ari.L.. .j4p-the Agreement pursuant t o which Consultant provioes,.'prQfessional,.,:project"ran-agenent -services fbr"the Sewer Pump 5tatio# ,m'3jrT,1hSt�0AI.eyOwerReplacement:and'Water..CIP ii90­("projects B. Effective May 24, 21021 City and Consultant entered into an Agreement, for Consultant to provide _.Or6fesgibb'1I,proj!eqt m8nagement services for the projects for -a term endin December 3 1-,°`2022. C., Due to Oplays in, completing the.,j pand.e m ic, and staffing g and funding lipitatipn,wi the A xtend' h greement in order to e 11 '0 t9 2025, to modify .the'.'8qop e,pf -§6'rvi&&s. d Alley Sewer and, Services Sewer Pump;Station-:#35(;CIPF charged for work, P'brforme'6durind th 6'ektbn§ibn ects,,as_ a result- of the COVID-19 City- and Consultant wish, to amend Agreement through December' -31, ;tension by eliminating the -,,.61- , Street a'03) pr.ojoct:and lirhje. lting� .the,Scopr.of .bnly,, and° to- increase the -rates . . AME, QMENT� NP..l NOW, THEREFORE and in, considetation of the foregoing. and of the mutual covenants and promises -herein-set forthA . he, partiesagree. to :amend- the, Agreement as follows: Section 1. Sbction.1.0 (5pope-:qf. Services) of this,A . 9.reem ent i's;hereby amended - e '&�s follows:' in: its, entirety to, rea.­ 1.1. During the Original Terfn, Consultant ;shall provide: those services (pQllectivOly "Services") set forth in the Scope of Services attached, hereto', as Exhibit A and, incdepora.ted hore.in.. by this. reference. To the, extent! there­isany confli,'ct.,b'etween -Exhibit A and: his Agreement lhis-Agrpementsha'llcontrol. 1.1.1. As-.oft*'he Effective Date of Amendment No.. 1,, and during .the Exten5ion (as, defiried -in.-.Subsedtiqn 2.2, below), Consultant ,shall .pro.vi' .provide -those Services for the,S�ewet Pump Statiop� #35 �,(CIP SS1-903) Project only (IC Project" set forth in Exhibft"A,8s modlified::.by Exhibit,A-1 which are incorporated,. herein by this..'r.0f,bren.ce. T6',the extent there -.is: any conflict between Exhibit"A. Exhibit A-1 and'­t1h,'is'-Agreemen,j, this ,Agreement shall.1dontrol. -Section-.2. Section 2.0,(Tertn), of this Agreement is? hereby amended to read as follows "2.1 Original, TerM This Agreement ,,was� originally effective as of May _ 24, 2021 (the '.'Effective. Date") for 8. tens 4kt.e nding, from the, Effectiv'e- Date through -,D.ecember,31., 2022..- 2 x, 2.2. Extension. This -Agree shall remain in full force .and effect= �A _j -o January 1, '2023, through Dqce'mber:3_.1,.2d8- "Exan,.a.ddi,tion,al. term, ox -ton ding from ary - unless sooner terminated or. b J0 � of pin ated.Or dqd as.pro S ctign 5,. :this Agteement." -Section, 3. Section, 10'.. (.Contractor -'.s- Compensation;), the Agreement is hereby piqu,priits, amended' - f efttire tread. as4ollo w: v - e, ,,-,ih "3.1. Total Compens iQn pay more than the total, nqt7,tQ- _q� ...City will] .not .exceed amount of -$1 54,8&00 (One Had 'Fiftv.�-Four Thousand- Eight. 'It .. Hundred: and OO/el,ppdollars).,P,.-,. OWS: 3.1,1- :During. the Original Term, City will pay Consultant in accordance: with the hourly rates shown on the fee sch U. f ,ed le set' ..o rth,.,in1--EX_hibit_A for th&,'$ervices. 3.1.2. During:.the,.Exten'sion,.City,will,ppy.,�39, tant in accordance.with the hourly rate's shown . .)b'nf,-tiie fee -schedule, - setforth in. Extibit, A-1 for the Services. 3.1.3. The, combined payments, for the - Original Terme andsExtension, shall not -exceed the.-f6fal afrioumtof $1:54,F80.0:00- Section.4. All references to the. term '" '"A�eement" throughout S�eqtqns 1.0 throw` h:35 Qi rqIusive, kOAgreemeni�fe,her6nodifed'to ihclUdeJhq.,Arqqment 24, 2Q2'1,-an6this Amendmbnt No. Id6tqd,,4y 8,-2028,4ki all,,thbgterms are fully slet,`f h. -therein. ,Section 5.- Except as expressly, modified or supplemented by this Ameadment No: 1 11 remain u1nal tet0d, and, in full f 411,oth,(er�orbvigi)�nq. of .the: Ag­re&.fjhqn&---sh orce-an;d q effect. I In the event of of a.-��conflict be'tw 'th. e - pr I oyisio - ps of this Amen, dment, N0�11' And t h _P pro v . sion o ,p I. of, -ro s. -f, -the Ac(r ment,-the-,-.pr v.j5iong - -this -Amendrnent No. 1 shall control: Section, 6. The persons -executing:AhRs,Amendment No. 1 on behalf of Consultant u t,'-! t A "6ndMont,,;No,. 1 each l,w, rra pt that he'- or s'jh.ejp each -,duly -,a hoM26 .:to -,e his 6 t 0 5 A his,6r,.h'er.e­e�q tion, sufant.is4brimally-bobi d -to- n Ogftalf, qJa.0y,�ah.`_-thbt _,y u n the-,,pr16visib,n,,s,of this-A'in"endmen.t No. 1 IN WITNESS WHEREOF, the parties hereto have caused this Amendment No. 1 to be executed and attested by their proper officers thereunto: CITY OF SEAL BEACH In Attesi LM Apprc In Nicholas Ghirelli, City Attorney rd CONSULTANT: Ardurra Group, Inc., a Florida corporation By: Lisa M Penna Vice President By: Cathy Cahill Chief Financial Officer (Please note, two signatures required for corporations pursuant to California Corporations Code Section 393 from each of the following categories: (i) the chairperson of the board, the president or any vice president, and (ii) the secretary, any assistant secretary, the chief financial officer or any assistant treasurer of such corporation.) ;EXHIBs IT�A�'� Reuisedlflpuriy",F v. :; I'�(.i.'+i. i,iMi .w.— .. - 'w. '.)h».aP,•.°L}^.^. r'�S.C�:�R4f'9�:.w:..'rF`, �.�: � r.. City, of SeawI�6each Project rManagementS;e.ruisckforth,e:,6th Sftryeet. ` Al�l;eky- E ARntlRRA_n1 Kr_1nnWIN '4�� �® CERTIFICATE OF LIABILITY INSURANCE FDATE D/YYYY) 1/3/2023 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 Ames & Gough 8300 Greensboro Drive Suite 980 CONTACT NAME: PHONE (AIC, No, Ext): (703) 827-2277 (AIC, No):(703) 827-2279 EMAIL , admin@amesgough.com McLean, VA 22102 INSURERS AFFORDING COVERAGE NAIC # INSURERA:Valley Forge Insurance Company A XV 20508 INSURED INSURER B: National Fire Insurance Company of Hartford AM) 20478 INSURER C: Continental Insurance Company A XV 35289 Ardurra Group, Inc. INSURER D: National Fire & Marine Insurance Company 20079 4921 Memorial Highway, Suite 300 Tampa, FL 33634 INSURERE: INSURER F : COVERAGES CERTIFICATE NUMBER: RFVISION NUMBF_R- 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 L TYPE OF INSURANCE ADDL INSD SUBR WVD POLICY NUMBER POLICY EFF MMIDD1YYYYl POLICY EXP (MMIDDIYYYYI LIMITS A X COMMERCIAL GENERAL LIABILITY CLAIMS -MADE �X OCCUR 6075640222 1/1/2023 1/1/2024 EACH OCCURRENCE S 1,000,000 DAMAGE TO RENTED RE SES IE $ 1,000,000 MED EXP (Any oneperson) $ 15,000 X Contractual Liab. PERSONAL&ADV INJURY $ 1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: X POLICY FI jEET F]LOC GENERAL AGGREGATE S 2,000,000 PRODUCTS -COMPIOPAGG S 2,000,000 $ OTHER: B AUTOMOBILE LIABILITY ED ,,' den SINGLE LIMIT S 1,000,000 BODILY INJURY Perperson) S X ANY AUTO 6075640236 1/1/2023 1/1/2024 OWNED SCHEDULED AUTOS ONLY AUTOSSyy�//N�.�EE BODILY INJURY Per accident S Pe�a�denDAMAGE $ A�RTOSONLY ASTOSONLY S C X UMBRELLA LIAR LX] OCCUR EACH OCCURRENCE S 15,000,000 EXCESS LIAR 1-11 CLAIMS -MADE 6075640270 1/1/2023 1/1/2024 AGGREGATE S 15,000,000 DED I X I RETENTIONS 10,000 S C WORKERS COMPENSATION ANDEMPLOYERS'LIABILITY YIN OFFICEWMEMBOER EXCLUDED? ECUTIVE a (Mandatory in NH) A NIA 6075640253 1/1/2023 1/1/2024 X I PER OTH- STATUTE ER E.L. EACH ACCIDENT $ 1,000,000 E.L. DISEASE - EA EMPLOYEE S 1'000'000 If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT $ 1,000,000 D Professional Liab. 42-EPP-306878-05 1/1/2023 1/1/2024 Per Claim/Aggregate 10,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space Is required) RE: ALL PROJECTS/OPERATIONS The City of Seal Beach, CA, its officers, officials, employees, designated volunteers and agents serving as independent contractors in the role of City officials are included as additional insured with respect to General Liability, Automobile Liability, and Umbrella Liability when required by written contract General Liability includes Additional Insured coverage for Completed Operations as required by written contract. General Liability, Automobile Liability, and Umbrella Liability are primary and non-contributory over any existing insurance and limited to liability arising out of the operations of the named insured and when required by written contract General Liability, Automobile Liability, Workers Compensation, and Umbrella Liability policies include a waiver of subrogation in SEE ATTACHED ACORD 101 City of Seal Beach, CA 211 8th Street Seal Beach, CA 90740 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) ©1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD ACRO° `� AGENCY CUSTOMER ID: ARDURRA-01 LOC #: 2 ADDITIONAL REMARKS SCHEDULE KGODWIN Page 1 of 1 AGENCY NAMED INSURED Ames & Gough Ardurra Group, Inc. 4921 Memorial Highway, Suite 300 POLICY NUMBER Tampa, FL 33634 EE PAGE 1 CARRIER NAIC CODE EE PAGE 1 A 111'91TII1\I t nom\\ e�1ie� SEEP 1 eFPec 'E DATE: SEE PAGE 1 -- ---- �.,.., I "I.. hu ngnrs reservea. The ACORD name and logo are registered marks of ACORD CNA CNA PARAMOUNT /� Blanket Additional Insured - Owners, Lessees or Contractors -with Products -Completed Operations Coverage Endorsement This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART It is understood and agreed as follows: I. WHO IS AN INSURED is amended to include as an Insured any person or organization whom you are required by written contract to add as an additional insured on this coverage part, but only with respect to liability for bodily injury, property damage or personal and advertising injury caused in whole or in part by your acts or omissions, or the acts or omissions of those acting on your behalf. A. in the performance of your ongoing operations subject to such written contract; or B. in the performance of your work subject to such written contract, but only with respect to bodily injury or property damage included in the products -completed operations hazard, and only if: 1. the written contract requires you to provide the additional insured such coverage; and 2. this coverage part provides such coverage. II. But if the written contract requires: A. additional insured coverage under the 11-85 edition, 10-93 edition, or 10-01 edition of CG2010, or under the 10- 01 edition of CG2037; or B. additional insured coverage with "arising out of language; or C. additional insured coverage to the greatest extent permissible by law; then paragraph 1. above is deleted in its entirety and replaced by the following: WHO IS AN INSURED is amended to include as an Insured any person or organization whom you are required by written contract to add as an additional insured on this coverage part, but only with respect to liability for bodily injury, property damage or personal and advertising injury arising out of your work that is subject to such written contract. Ill. Subject always to the terms and conditions of this policy, including the limits of insurance, the Insurer will not provide 91 such additional insured with: N O 0 A. coverage broader than required by the written contract; or B. a higher limit of insurance than required by the written contract. N N IV. The insurance granted by this endorsement to the additional insured does not apply to bodily injury, property damage, or personal and advertising injury arising out of: A. the rendering of, or the failure to render, any professional architectural, engineering, or surveying services, including: 1. the preparing, approving, or failing to prepare or approve maps, shop drawings, opinions, reports, surreys, field orders, change orders or drawings and specifications; and 2. supervisory, inspection, architectural or engineering activities; or B. any premises or work for which the additional insured is specifically listed as an additional insured on another endorsement attached to this coverage part. V. Under COMMERCIAL GENERAL LIABILITY CONDITIONS, the Condition entitled Other Insurance is amended to add the following, which supersedes any provision to the contrary in this Condition or elsewhere in this coverage part: CNA75079XX (10-16) Policy No: 6075640222 Page 1 of 2 Endorsement No: 13 The Continental Insurance Co. Effective Date: 01/01/2023 Insured Name: ARDURRA GROUP, INC. Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. CNA CNA PARAMOUNT Blanket Additional Insured - Owners, Lessees or Contractors -with Products -Completed Operations Coverage Endorsement Primary and Noncontributory Insurance With respect to other insurance available to the additional insured under which the additional insured is a named insured, this insurance is primary to and will not seek contribution from such other insurance, provided that a written contract requires the insurance provided by this policy to be: I. primary and non-contributing with other insurance available to the additional insured; or 2. primary and to not seek contribution from any other insurance available to the additional insured. But except as specified above, this insurance will be excess of all other insurance available to the additional insured. VI. Solely with respect to the insurance granted by this endorsement, the section entitled COMMERCIAL GENERAL LIABILITY CONDITIONS is amended as follows: The Condition entitled Duties In The Event of Occurrence, Offense, Claim or Suit is amended with the addition of the following: Any additional insured pursuant to this endorsement will as soon as practicable: 1. give the Insurer written notice of any claim, or any occurrence or offense which may result in. a claim; 2. send the Insurer copies of all legal papers received, and otherwise cooperate with the Insurer in the investigation, defense, or settlement of the claim; and 3. make available any other insurance, and tender the defense and indemnity of any claim ,to any other insurer or self -insurer, whose policy or program applies to a loss that the Insurer covers under this coverage part. However, if the written contract requires this insurance to be primary and non-contributory, this paragraph 3. does not apply to insurance on which the additional insured is a named insured. The Insurer has no duty to defend or indemnify an additional insured under this endorsement until the Insurer receives written notice of a claim from the additional insured. VII. Solely with respect to the insurance granted by this endorsement, the section entitled DEFINITIONS is amended to add the following definition: Written contract means a written contract or written agreement that requires you to make a person or organization an additional insured on this coverage part, provided the contract or agreement: A. is currently in effect or becomes effective during the term of this policy; and B. was executed prior to: 1. the bodily injury or property damage; or 2. the offense that caused the personal and advertising injury; for which the additional insured seeks coverage. Any coverage granted by this endorsement shall apply solely to the extent permissible by law. All other terms and conditions of the Policy remain unchanged. This endorsement, which forms a part of and is for attachment to the Policy issued by the designated Insurers, takes effect on the effective date of said Policy at the hour stated in said Policy, unless another effective date is shown below, and expires concurrently with said Policy. CNA75079XX (10-16) Policy No: 6075.640222 Page 2 of 2 Endorsement No: 13 The Continental Insurance Co. Effective Date: 01/01/.2023 Insured Name: ARDURRA GROUP, INC. Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement It is understood and agreed that this endorsement amends the COMMERCIAL GENERAL LIABILITY COVERAGE PART as follows. If any other endorsement attached to this policy amends any provision also amended by this endorsement, then that other endorsement controls with respect to such provision, and the changes made by this endorsement with respect to such provision do not apply. TABLE OF CONTENTS 1. Additional Insureds 2. Additional Insured - Primary And Non -Contributory To Additional Insured's Insurance 3. Additional Insured — Extended Coverage 4. Boats 5. Bodily Injury — Expanded Definition 6. Broad Knowledge of Occurrence/ Notice of Occurrence 7. Broad Named Insured 8. Contractual Liability — Railroads 9. Estates, Legal Representatives and Spouses 10. Expected Or Intended Injury — Exception for Reasonable Force 11. General Aggregate Limits of Insurance — Per Location 12. In Rem Actions 13. Incidental Health Care Malpractice Coverage 14. Joint Ventures/Partnership/Limited Liability Companies 15. Legal Liability — Damage To Premises 16. Liquor Liability 17. Medical Payments 18. Non -owned Aircraft Coverage 19. Non -owned Watercraft 20. Personal And Advertising Injury — Discrimination or Humiliation 21. Personal And Advertising Injury - Contractual Liability 22. Property Damage — Elevators 23. Retired Partners, Members, Directors And Employees 24. Supplementary Payments 25. Unintentional Failure To Disclose Hazards 26. Waiver of Subrogation — Blanket 27. Wrap -Up Extension: OCIP, CCIP or Consolidated (Wrap -Up) Insurance Programs CNA74858XX (1-15) Policy No: 6075640222 Page 1 of 18 Endorsement No: CONTINENTAL CASUALTY COMPANY Effective Date: 01/01,/2023 Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement 1. ADDITIONAL INSUREDS a. WHO IS AN INSURED is amended to include as an Insured any person or organization described in paragraphs A. through 1. below whom a Named Insured is required to add as an additional insured on this Coverage Part under a written contract or written agreement, provided such contract or agreement: (1) is currently in effect or becomes effective during the term of this Coverage Part; and (2) was executed prior to: (a) the bodily injury or property damage; or (b) the offense that caused the personal and advertising injury,, for which such additional insured seeks coverage. b. However, subject always to the terms and conditions of this policy, including the limits of insurance, the Insurer will not provide such additional insured with: (1) a higher limit of insurance than required by such contract or agreement; or (2) coverage broader than required by such contract or agreement, and in no event broader than that described by the applicable paragraph A. through 1. below. Any coverage granted by this endorsement shall apply only to the extent permissible by law. A. Controlling Interest Any person or organization with a controlling interest in a Named Insured, but only with respect to such person or organization's liability for bodily injury, property damage or personal and advertising injury arising out of: 1. such person or organization's financial control of a Named Insured; or 2. premises such person or organization owns, maintains or controls while a Named Insured leases or occupies such premises; provided that the coverage granted by this paragraph does not apply to structural alterations, new construction or demolition operations performed by, on behalf of, or for such additional insured. B. Co-owner of Insured Premises A co-owner of a premises co -owned by a Named Insured and covered under this insurance but only with respect to such co -owner's liability for bodily injury, property damage or personal and advertising injury as co-owner of such premises. C. Engineers, Architects or Surveyors Engaged By You An architect, engineer or surveyor engaged by the Named Insured, but only with respect to liability for bodily injury, property damage or personal and advertising injury caused in whole or in part by the Named Insured's acts or omissions, or the acts or omissions of those acting on the Named Insured's behalf: a. in connection with the Named Insured's premises; or b, in the performance of the Named Insured's ongoing operations. But the coverage hereby granted to such additional insureds does not apply to bodily injury, property damage or personal and advertising injury arising out of the rendering of or failure to render any professional services by, on behalf of, or for the Named Insured, including but not limited to: UNA74858XX (1-15) Policy No: 60.75640222 Page 2 of 18 Endorsement No: CONTINENTAL CASUALTY COMPANY Effective Date: 01/01/2023 Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement 1. the preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and spe ifications; or 2. supervisory, inspection, architectural or engineering activities. D. Lessor of Equipment Any person or organization from whom a Named Insured leases equipment, but only with respect to liability for bodily injury, property damage or personal and advertising injury caused, in whole or in part, by the Named Insured's maintenance, operation or use of such equipment, provided that the occurrence giving rise to such bodily injury, property damage or the offense giving rise to such personal and advertising injury takes place prior to the termination of such lease. E. Lessor of Land Any person or organization from whom a Named Insured leases land but only with respect to liability for bodily injury, property damage or personal and advertising injury arising out of the ownership, maintenance or use of such land, provided that the occurrence giving rise to such bodily injury, property damage or the offense giving rise to such personal and advertising injury takes place prior to the termination of such lease. The coverage granted by this paragraph does not apply to structural alterations, new construction or demolition operations performed by, on behalf of, or for such additional insured. F. Lessor of Premises An owner or lessor of premises leased to the Named Insured, or such owner or lessor's real estate manager, but only with respect to liability for bodily injury, property damage or personal and advertising injury arising out of the ownership, maintenance or use of such part of the premises leased to the Named Insured, and provided that the occurrence giving rise to such bodily injury or property damage, or the offense giving rise to such personal and advertising injury, takes place prior to the termination of such lease. The coverage granted by this paragraph does not apply to structural alterations, new construction or demolition operations performed by, on behalf of, or for such additional insured. G. Mortgagee, Assignee or Receiver A mortgagee, assignee or receiver of premises but only with respect to such mortgagee, assignee or receiver's liability for bodily injury, property damage or personal and advertising injury arising out of the Named Insured's ownership, maintenance, or use of a premises by a Named Insured. The coverage granted by this paragraph does not apply to structural alterations, new construction or demolition operations performed by, on behalf of, or for such additional insured. H. State or Governmental Agency or Subdivision or Political Subdivisions — Permits A state or governmental agency or subdivision or political subdivision that has issued a permit or authorization but only with respect to such state or governmental agency or subdivision or political subdivision's liability for bodily injury, property damage or personal and advertising injury arising out of - 1. the following hazards in connection with premises a Named Insured owns, rents, or controls and to which this insurance applies: a. the existence, maintenance, repair, construction, erection, or removal of advertising signs, awnings, canopies, cellar entrances, coal holes, driveways, manholes, marquees, hoistaway openings, sidewalk vaults, street banners, or decorations and similar exposures; or b. the construction, erection, or removal of elevators; or c. the ownership, maintenance or use of any elevators covered by this insurance; or CNA74858XX (1-15) Policy No: 6075640222 Page 3 of 18 Endorsement No: CONTINENTAL CASUALTY COMPANY Effective Date: 01/01/2023 Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement 2. the permitted or authorized operations performed by a Named Insured or on a Named Insured's behalf. The coverage granted by this paragraph does not apply to: a. Bodily injury, property damage or personal and advertising injury arising out of operations performed for the state or governmental agency or subdivision or political subdivision; or b. Bodily injury or property damage included within the products -completed operations hazard. With respect, to this provision's requirement that additional insured status must be requested under a written contract or agreement, the Insurer will treat as a written contract any governmental permit that requires the Named Insured to add the governmental entity as an additional insured. I. Trade Show Event Lessor I. With respect to a Named Insured's participation in a trade show event as an exhibitor, presenter or displayer, any person or organization whom the Named Insured is required to include as an additional insured, but only with respect to such person or organization's liability for bodily injury, property damage or personal and advertising injury caused by: a. the Named Insured's acts or omissions; or b. the acts or omissions of those acting on the Named Insured's behalf, in the performance of the Named Insured's ongoing operations at the trade show event premises during the trade show event. 2. The coverage granted by this paragraph does not apply to bodily injury or property damage included within the products -completed operations hazard. 2. ADDITIONAL INSURED -PRIMARY AND NON-CONTRIBUTORY TO ADDITIONAL INS URED'S INSURANCE The Other Insurance Condition in the COMMERCIAL GENERAL LIABILITY CONDITIONS Section is amended to add the following paragraph: If the Named Insured has agreed in writing in a contract or agreement that this insurance is primary and non- contributory relative to an additional insured's own insurance, then this insurance is primary, and the Insurer will not seek contribution from that other insurance. For the purpose of this Provision 2., the additional insured's own insurance means insurance on which the additional insured is a named insured. Otherwise, and notwithstanding anything to the contrary elsewhere in this Condition, the insurance provided to such person or organization is excess of any other insurance available to such person or organization. 3. ADDITIONAL INSURED — EXTENDED COVERAGE When an additional insured is added by this or any other endorsement attached to this Coverage Part, WHO IS AN INSURED is amended to make the following natural persons Insureds. If the additional insured is: a. An individual, then his or her spouse is an Insured; b. A partnership or joint venture, then its partners, members and their spouses are Insureds; c. A limited liability'company, then its members and managers are Insureds; or d. An organization other than a partnership, joint venture or limited liability company, then its executive officers, directors and shareholders are Insureds; vi�n!'tUUQAA k I- 10) PolicyNo: 6075640222 Page 4 o IS Endorsement No: CONTINENTAL CASUALTY COMPANY Effective Date: 01/01/2023 Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement but only with respect to locations and operations covered by the additional insured endorsement's provisions, and only with respect to their respective roles within their organizations. Please see the ESTATES, LEGAL REPRESENTATIVES, AND SPOUSES provision of this endorsement for additional coverage and restrictions applicable to spouses of natural person Insureds. 4. BOATS Under COVERAGES, Coverage A — Bodily Injury And Property Damage Liability, the paragraph entitled Exclusions is amended to add the following additional exception to the exclusion entitled Aircraft, Auto or Watercraft: This exclusion does not apply to: Any watercraft owned by the Named Insured that is less than 30 feet long while being used in the course of the Named Insured's inspection or surveying work. 5. BODILY INJURY — EXPANDED DEFINITION Under DEFINITIONS, the definition of bodily injury is deleted and replaced by the following: Bodily injury means physical injury, sickness or disease sustained by a person, including death, humiliation, shock, mental anguish or mental injury sustained by that person at any time which results as a consequence of the physical injury, sickness or disease. 6. BROAD KNOWLEDGE OF OCCURRENCE/ NOTICE OF OCCURRENCE Under CONDITIONS, the condition entitled Duties in The Event of Occurrence, Offense, Claim or Suit is amended to add the following provisions: A. BROAD KNOWLEDGE OF OCCURRENCE The Named Insured must give the Insurer or the Insurer's authorized representative notice of an occurrence, offense or claim only when the occurrence, offense or claim is known to a natural person Named Insured, to a partner, executive officer, manager or member of a Named Insured, or to an employee designated by any of the e above to give such notice. B. NOTICE OF OCCURRENCE m m The Named Insured's rights under this Coverage Part will not be prejudiced if the Named Insured fails to give the Insurer notice of an occurrence, offense or claim and that failure is solely due to the Named Insured's reasonable belief that the bodily injury or property damage is not covered under this Coverage Part. However, the Named Insured shall give written notice of such occurrence, offense or claim to the Insurer as soon as the Named Insured is aware that this insurance may apply to such occurrence, offense or claim. 7. BROAD NAMED INSURED WHO IS AN INSURED is amended to delete its Paragraph 3. in its entirety and replace it with the following: 3. Pursuant to the limitations described in Paragraph 4. below, any organization in which a Named Insured has management control: a. on the effective date of this Coverage Part; or b. by reason of a Named Insured creating or acquiring the organization during the policy period, qualifies as a Named Insured, provided that there is no other similar liability insurance, whether primary, contributory, excess, contingent or otherwise, which provides coverage to such organization, or which would have CNA74858XX (1-15) Policy No: 607564022,2 Page 5 of 18 Endorsement No: CONTINENTAL CASUALTY COMPANY Effective Date: 01/01/2023 Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement provided coverage but for the exhaustion of its limit, and without regard to whether its coverage is broader or narrower than that provided by this insurance. But this BROAD NAMED INSURED provision does not apply to: (a) any partnership, limited liability company or joint venture; or (b) any organization for which coverage is excluded by another endorsement attached to this Coverage Part. For the purpose of this provision, management control means: A. owning interests representing more than 50% of the voting, appointment or designation power for the selection of a majority of the Board of Directors of a corporation; or B. having the right, pursuant to a written .trust agreement, to protect, control the use of, encumber or transfer or sell property held by a trust. 4. With respect to organizations which qualify as Named Insureds by virtue of Paragraph 3. above, this insurance does not apply to: a. bodily injury or property damage that first occurred prior to the date of management control, or that first occurs after management control ceases; nor b. personal or advertising injury caused by an offense that first occurred prior to the date of management control or that first occurs after management control ceases. 5. The insurance provided by this Coverage Part applies to Named Insureds when trading under their own names or under such other trading names or doing -business -as names (dba) as any Named Insured should choose to employ. 8. CONTRACTUAL LIABILITY — RAILROADS With respect to operations performed within 50 feet of railroad property, the definition of insured contract is replaced by the following: Insured Contract means: a. A contract for a lease of premises. However, that portion of the contract for a lease of premises that indemnifies any person or organization for damage by fire to premises while rented to a Named Insured or temporarily occupied by a Named Insured you with permission of the owner is not an insured contract; b. A sidetrack agreement; c. Any easement or license agreement; d. An obligation, as required by ordinance, to indemnify a municipality, except in connection with work for a municipality; e. An elevator maintenance agreement; If That part of any other contract or agreement pertaining to the Named Insured's business (including an indemnification of a municipality in connection with work performed for a municipality) under which the Named Insured assumes the tort liability of another party to pay for bodily injury or property damage to a third person or organization. Tort liability means a liability that would be imposed by law in the absence of any contract or agreement. Paragraph f. does not include that part of any contract or agreement: CNA74858XX (1-15) Policy No: 6075640222 Page 6 of 18 Endorsement No: CONTINENTAL CASUALTY COMPANY Effective Date: 01/01/2023 Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance services office, Inc., with its permission. CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement (1) That indemnifies an architect, engineer or surveyor for injury or damage arising out of: (a) Preparing, approving or failing to prepare or approve maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; or (b) Giving directions or instructions, or failing to give them, if that is the primary cause of the injury or damage; (2) Under which the Insured, if an architect, engineer or surveyor, assumes liability for an injury or damage arising out of the insured's rendering or failure to render professional services, including those listed 'in (1) above and supervisory, inspection, architectural or engineering activities. 9. ESTATES, LEGAL REPRESENTATIVES, AND SPOUSES The estates, executors, heirs, legal representatives, administrators, trustees, beneficiaries and spouses of any natural person Insured or living trust shall also be insured under this policy; provided, however, coverage is afforded to such estates, executors, heirs, legal representatives, administrators, trustees, beneficiaries and spouses only for claims arising solely out of their capacity or status as such and, in the case of a spouse, where such claim seeks damages from marital community property, jointly held property or property transferred from such natural person Insured to such spouse. No coverage is provided for any act, error or omission of an estate, heir, legal representative, or spouse outside the scope of such person's capacity or status as such, provided, however, that the spouse of a natural person Named Insured, and the spouses of members or partners of joint venture or partnership Named Insureds are Insureds with respect to such spouses' acts, errors or omissions in the conduct of the Named Insured's business. 10. EXPECTED OR INTENDED INJURY — EXCEPTION FOR REASONABLE FORCE Under COVERAGES, Coverage A — Bodily Injury And Property Damage Liability, the paragraph entitled Exclusions is amended'to delete the exclusion entitled Expected or Intended Injury and replace it with the following: This insurance does not apply to: Expected or Intended Injury Bodily injury or property damage expected or intended from the standpoint of the Insured. This exclusion does not apply to bodily injury or property damage resulting from the use of reasonable force to protect persons or property. 11. GENERAL AGGREGATE LIMITS OF INSURANCE - PER LOCATION A. A separate Location General Aggregate Limit, equal to the amount of the General Aggregate Limit, is the most the Insurer will pay for the sum of. 1. All damages under Coverage A, except damages because of bodily injury or property damage included in the products -completed operations hazard; and 2. All medical expenses under Coverage C, that arise from occurrences or accidents which can be attributed solely to ongoing operations at that location. Such payments shall not reduce the General Aggregate Limit shown in the Declarations, nor the Location General Aggregate Limit of any other location. B. All: 1. Damages under Coverage B, regardless of the number of locations involved; CNA74858XX (1-15) Policy No: 6075640222 Page 7 of 18 Endorsement No: CONTINENTAL CASUALTY COMPANY Effective Date: 01/01/2023 Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement 2. Damages under Coverage A, caused by occurrences which cannot be attributed solely to ongoing operations at a single location, except damages because of bodily injury or property damage included in the products -completed operations hazard; and 3. Medical expenses under Coverage C caused by accidents which cannot be attributed solely to ongoing operations at a single location, will reduce the General Aggregate Limit shown in the Declarations. C. For the purpose of this GENERAL AGGREGATE LIMITS OF INSURANCE - PER LOCATION Provision, "location" means: 1. a premises the Named Insured owns or rents; or 2. a premises not owned or rented by any Named Insured at which the Named Insured is performing operations pursuant to a contract or written agreement. If operations at such a location have been discontinued and then restarted, or if the authorized parties deviate from plans, blueprints, designs, specifications or timetables, the location will still be deemed to be the same location. For the purpose of determining the applicable aggregate limit of insurance, premises involving the same or connecting lots, or premises whose connection is interrupted only by a street, roadway, waterway or right-of-way of a railroad shall be considered a single location. D. The limits shown in the Declarations for Each Occurrence, for Damage To Premises Rented To You and for Medical Expense continue to apply, but will be subject to either the Location General Aggregate Limit or the General Aggregate Limit, depending on whether the occurrence can be attributed solely to ongoing operations at a particular location. E. When coverage for liability arising out of the products -completed operations hazard is provided, any payments for damages because of bodily injury or property damage included in the products -completed operations hazard, regardless of the number of locations involved, will reduce the Products -Completed Operations Aggregate Limit shown in the Declarations. F. The provisions of LIMITS OF INSURANCE not otherwise modified by this GENERAL AGGREGATE LIMITS OF INSURANCE - PER LOCATION Provision shall continue to apply as stipulated. 12. IN REM ACTIONS A quasi in rem action against any vessel owned or operated by or for the Named Insured, or chartered by or for the Named Insured, will be treated in the same manner as though the action were in personam against the Named Insured. 13. INCIDENTAL HEALTH CARE MALPRACTICE COVERAGE Solely with respect to bodily injury that arises out of a health care incident: A. Under COVERAGES, Coverage A — Bodily Injury And Property Damage Liability, the Insuring Agreement is amended to replace Paragraphs 1.b.(1) and 1.b.(2) with the following: b. This insurance applies to bodily injury provided that the professional health care services are incidental to the Named Insured's primary business purpose, and only if: (1) such bodily injury is caused by an occurrence that takes place in the coverage territory. (2) the bodily injury first occurs during the policy period. All bodily injury arising from an occurrence will be deemed to have occurred at the time of the first act, error, or omission that is part of the occurrence; and CNA74858XX (145) Policy No: 6075640222 Page 8 of 18 Endorsement No: CONTINENTAL CASUALTY COMPANY Effective Date: 01/01/2023 Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement B. Under COVERAGES, Coverage A — Bodily Injury And Property Damage Liability, the paragraph entitled Exclusions is amended to: 1. add the following to the Employers Liability exclusion: This exclusion applies only if the bodily injury arising from a health care incident is covered by other liability insurance available to the Insured (or which would have been available but for exhaustion of its limits). fl. delete the exclusion entitled Contractual Liability and replace it with the following: This insurance does not apply to: Contractual Liability the Insured's actual or alleged liability under any oral or written contract or agreement, including but not limited to express warranties or guarantees. iii. to add the following additional exclusions: This insurance does not apply to: Discrimination any actual or alleged discrimination, humiliation or harassment, including but not be limited to claims based on an individual's race, creed, color, age, gender, national origin, religion, disability, marital status or sexual orientation. Dishonesty or Crime Any actual or alleged dishonest, criminal or malicious act, error or omission. Medicare/Medicaid Fraud any actual or alleged violation of law with respect to Medicare, Medicaid, Tricare or any similar federal, state or local governmental program. Services Excluded by Endorsement Any health care incident for which coverage is excluded by endorsement. C. DEFINITIONS is amended to: L add the following definitions: Health care incident means an act, error or omission by the Named Insured's employees or volunteer workers in the rendering of: a. professional health care services on behalf of the Named Insured or b. Good Samaritan services rendered in an emergency and for which no payment is demanded or received. Professional health care services means any health care services or the related furnishing of food, beverages, medical supplies or appliances by the following providers in their capacity as such but solely to the extent they are duly licensed as required: a. Physician; CNA74858XX (1-15) Policy No: 6075640222 Page 9 of 18 Endorsement No: CONTINENTAL CASUALTY COMPANY Effective Date: 01/01/2023 Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement b. Nurse; c. Nurse practitioner; d. Emergency medical technician; e. Paramedic; f. Dentist; g. Physical therapist; h. Psychologist; i. Speech therapist; j. Other allied health professional; or Professional health care services does not include any services rendered in connection with human clinical trials or product testing. it. delete the definition of occurrence and replace it with the following: Occurrence means a health care incident. All acts, errors or omissions that are logically connected by any common fact, circumstance, situation, transaction, event, advice or decision will be considered to constitute a single occurrence; iii. amend the definition of Insured to: a. add the following: the Named Insured's employees are Insureds with respect to: (1) bodily injury to a co -employee while in the course of the co -employee's employment by the Named Insured or while performing duties related to the conduct of the Named Insured's business; and (2) bodily injury to a volunteer worker while performing duties related to the conduct of the Named Insured's business; when such bodily injury arises out of a health care incident. the Named Insured's volunteer workers are Insureds with respect to: (1) bodily injury to a co -volunteer worker while performing duties related to the conduct of the Named Insured's business; and (2) bodily injury to an employee while in the course of the employee's employment by the Named Insured or while performing duties related to the conduct of the Named Insured's business; when such bodily injury arises out of a health care incident. b. delete Subparagraphs (a), (b), (c) and (d) of Paragraph 2.a.(1) of WHO JS AN INSURED. D. The Other Insurance condition is amended to delete Paragraph b:(1) in its entirety and replace it with the following: Other Insurance CNA74858XX (1-1.5) Page 10 of 18 CONTINENTAL CASUALTY COMPANY Policy No: 6075640222 Endorsement No: Effective Date: 01/01/2023 Copyright.CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. 0 0 0 0 0 0 CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement b. Excess Insurance (1) To the extent this insurance applies, it is excess over any other insurance, self insurance or risk transfer instrument, whether primary, excess, contingent or on any other basis, except for insurance purchased specifically by the Named Insured to be excess of this coverage. 14. JOINT VENTURES / PARTNERSHIP / LIMITED LIABILITY COMPANIES A. Past Joint Ventures, Partnerships, Limited Liability Companies The following is added to WHO IS AN INSURED: If the Named Insured was a joint venturer, partner, or member of a limited liability company and such joint venture, partnership or limited liability company terminated prior to or during the policy period, such Named Insured is an Insured with respect to its interest in such joint venture, partnership or limited liability company but only to the extent that: a. any offense giving rise to personal and advertising injury occurred prior to such termination date, and the personal and advertising injury arising out of such offense, first occurred after such termination date; b. the bodily injury or property damage first occurred after such termination date; and c. there is no other valid and collectible insurance purchased specifically to insure the partnership, joint venture or limited liability company. If the joint venture, partnership or limited liability company is or was insured under a consolidated (wrap-up) insurance program, then such insurance will always be considered valid and collectible for the purpose of paragraph c. above. But this provision will not serve to exclude bodily injury, property damage or personal and advertising injury that would otherwise be covered under the Architects, Engineers And Surveyors General Liability Extension Endorsement provision entitled WRAP-UP EXTENSION: OCIP, CCIP, OR CONSOLIDATED (WRAP-UP) INSURANCE PROGRAMS. Please see that provision for the definition of consolidated (wrap-up) insurance program. B. Participation In Current Professional Joint Ventures The following is added to WHO IS AN INSURED: The Named Insured is also an Insured for participation in a current joint venture that is not named on the Declarations, but only if such joint venture meets all of the following criteria: a. Each and every one of the Named Insured's co -venturers are architectural, engineering or surveying firms only; and b. There is no other valid and collectible insurance purchased specifically to insure the joint venture. However, the Named Insured is an Insured only for the conduct of such Named Insured's business within such a joint venture. The Named Insured is not insured for liability arising out of the acts or omissions of other co - venturers, nor of their partners, members or employees. C. WHO IS AN INSURED is amended to delete its last paragraph and replace it with the following: Except as provided under this Architects, Engineers And Surveyors General Liability Extension Endorsement or by the attachment of another endorsement (if any), no person or organization is an Insured with respect to the conduct of any current or past partnership, joint venture or limited liability company that is not shown as a Named Insured in the Declarations. CNA74858XX (1-15) Policy No: 607S640222 Page 11 of 18 Endorsement No: CONTINENTAL CASUALTY COMPANY Effective Date: 01/01/2023 Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement 15. LEGAL LIABILITY — DAMAGE TO PREMISES / ALIENATED PREMISES / PROPERTY IN THE NAMED INSURED'S CARE, CUSTODY OR CONTROL A. Under COVERAGES, Coverage A Bodily Injury and Property Damage Liability, the paragraph entitled Exclusions is amended to delete exclusion j. Damage to Property in its entirety and replace it with the following: This insurance does not apply to: j. Damage to Property Property damage to: (1) Property the Named Insured owns, rents, or occupies, including any costs or expenses incurred by you, or any other person, organization or entity, for repair, replacement, enhancement, restoration or maintenance of such property for any reason, including prevention of injury to a person or damage to another's property; (2) Premises the Named Insured sells, gives away or abandons, if the property damage arises out of any part of those premises; (3) Property loaned to the Named Insured; (4) Personal property in the care, custody or control of the Insured; (5) That particular part of real property on which the Named Insured or any contractors or subcontractors working directly or indirectly on the Named Insured's behalf are performing operations, if the property damage arises out of those operations; or (6) That particular part of any property that must be restored, repaired or replaced because your work was incorrectly performed on it. Paragraphs (1), (3) and (4) of this exclusion do not apply to property damage (other than damage by fire) to premises rented to the Named Insured or temporarily occupied by the Named Insured with the permission of the owner, nor to the contents of premises rented to the Named Insured for a period of 7 or fewer consecutive days. A separate limit of insurance applies to Damage To Premises Rented To You as described in LIMITS OF INSURANCE. Paragraph (2) of this exclusion does not apply if the premises are your work. Paragraphs (3), (4), (5) and (6) of this exclusion do not apply to liability assumed under a sidetrack agreement. Paragraph (6) of this exclusion does not apply to property damage included in the products -completed operations hazard. Paragraphs (3) and (4) of this exclusion do not apply to property damage to: 1. tools, or equipment the Named Insured borrows from others, nor !I. other personal property of others in the Named Insured's care, custody or control while being used in the Named Insured's operations away from any Named Insured's premises. However, the coverage granted by this exception to Paragraphs (3) and (4) does not apply to: a. property at a job site awaiting or during such property's installation, fabrication, or erection; b. property that is mobile equipment leased by an Insured; CNA74858XX (1-15) Policy No: 6075640222 Page 12 of 18 Endorsement No: CONTINENTAL CASUALTY COMPANY Effective Date: 01/01/202.3 Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. CNA _ CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement c. property that is an auto, aircraft or watercraft; d. property in transit; or e. any portion of property damage for which the Insured has available other valid and collectible insurance, or would have such insurance but for exhaustion of its limits, or but for application of one of its exclusions. A separate limit of insurance and deductible apply to such property of others. See LIMITS OF INSURANCE as amended below. B. Under COVERAGES, Coverage A Bodily Injury and Property Damage Liability, the paragraph entitled Exclusions is amended to delete its last paragraph and replace it with the following: Exclusions c. through n. do not apply to damage by fire to premises while rented to a Named Insured or temporarily occupied by a Named Insured with permission of the owner, nor to damage to the contents of premises rented to a Named Insured for a period of 7 or fewer consecutive days. A separate limit of insurance applies to this coverage as described in LIMITS OF INSURANCE. C. The following paragraph is added to LIMITS OF INSURANCE: Subject to 5. above, $25,000 is the most the Insurer will pay under Coverage A for damages arising out of any one occurrence because of the sum of all property damage to borrowed tools or equipment, and to other personal property of others in the Named Insured's care, custody or control, while being used in the Named Insured's operations away from any Named Insured's premises. The Insurer's obligation to pay such property damage does not apply until the amount of such property damage exceeds $1,000. The Insurer has the right but not the duty to pay any portion of this $1,000 in order to effect settlement. If the Insurer exercises that right, the Named Insured will promptly reimburse the Insurer for any such amount. D. Paragraph 6., Damage To Premises Rented To You Limit, of LIMITS OF INSURANCE is deleted and replaced by the following: 6. Subject to Paragraph 5. above, (the Each Occurrence Limit), the Damage To Premises Rented To You Limit is the most the Insurer will pay under Coverage A for damages because of property damage to any one premises while rented to the Named Insured or temporarily occupied by the Named Insured with the permission of the owner, including contents of such premises rented to the Named Insured for a period of 7 or fewer consecutive days. The Damage To Premises Rented To You Limit is the greater of: a. $500,000; or b. The Damage To Premises Rented To You Limit shown in the Declarations. E. Paragraph 4.b.(1)(a)(ii) of the Other Insurance Condition is deleted and replaced by the following: (ii) That is property insurance for premises rented to the Named Insured, for premises temporarily occupied by the Named Insured with the permission of the owner; or for personal property of others in the Named Insured's care, custody or control; 16. LIQUOR LIABILITY Under COVERAGES, Coverage A — Bodily Injury and Property Damage Liability„ the paragraph entitled Exclusions is amended to delete the exclusion entitled Liquor Liability. This LIQUOR LIABILITY Provision does not apply to any person or organization who otherwise qualifies as an additional insured on this Coverage Part. CNA74858XX (1-15) Pollcy No: 60'/564uL22 Page 13 of 18 Endorsement No: CONTINENTAL CASUALTY COMPANY Effective Date: 01/01/2023 Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement 17. MEDICAL PAYMENTS A. LIMITS OF INSURANCE is amended to delete Paragraph 7. (the Medical Expense Limit) and replace it with the following: 7. Subject to Paragraph 5. above (the Each Occurrence Limit), the Medical Expense Limit is the most the Insurer will pay under Coverage C for all medical expenses because of bodily injury sustained by any one person. The Medical Expense Limit is the greater of. (1) $15,000 unless a different amount is shown here: $N,NNN,NNN,NNN; or (2) the amount shown in the Declarations for Medical Expense Limit. B. Under COVERAGES, the Insuring Agreement of Coverage C — Medical Payments is amended to replace Paragraph 1.a.(3)(b) with the following: (b) The expenses are incurred and reported to the Insurer within three years of the date of the accident; and 18. NON -OWNED AIRCRAFT Under COVERAGES, Coverage A — Bodily Injury and Property Damage Liability, the paragraph entitled Exclusions is amended as follows: The exclusion entitled Aircraft, Auto or Watercraft is amended to add the following: This exclusion does not apply to an aircraft not owned by any Named Insured, provided that: 1. the pilot in command holds a currently effective certificate issued by the duly constituted authority of the United States of America or, Canada, designating that person as a commercial or airline transport pilot; 2. the aircraft is rented with a trained, paid crew to the Named Insured; and 3. the aircraft is not being used to carry persons or property for a charge. 19. NON -OWNED WATERCRAFT Under COVERAGES, Coverage A — Bodily Injury and Property Damage Liability, the paragraph entitled Exclusions is amended to delete subparagraph (2) of the exclusion entitled Aircraft, Auto or Watercraft, and replace it with the following. This exclusion does not apply to: (2) a watercraft that is not owned by any Named Insured, provided the watercraft is: (a) less than 75 feet long; and (b) not being used to carry persons or property for a charge. 20. PERSONAL AND ADVERTISING INJURY —DISCRIMINATION OR HUMILIATION A. Under DEFINITIONS, the definition of personal and advertising injury is amended to add the following tort: Discrimination or humiliation that results in injury to the feelings or reputation of a natural person. B. Under COVERAGES, Coverage B — Personal and Advertising Injury Liability, the paragraph entitled Exclusions is amended to: 1. delete the Exclusion entitled Knowing Violation Of Rights Of Another and replace it with the following: CNA74858XX (1-15) Page 14 of 18 CONTINENTAL CASUALTY COMPANY Policy N0: 60756402.22 Endorsement No: Effective Date: 01/01/202.3 Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement This insurance does not apply to: Knowing Violation of Rights of Another Personal and advertising injury caused by or at the direction of the Insured with the knowledge that the act would violate the rights of another and would inflict personal and advertising injury. This exclusion shall not apply to discrimination or humiliation that results in injury to the feelings or reputation of a natural person, but only if such discrimination or humiliation is not done intentionally by or at the direction of. (a) the Named Insured; or (b) any executive officer, director, stockholder, partner, member or manager (if the Named Insured is a limited liability company) of the Named Insured. 2. add the following exclusions: This insurance does not apply to: Employment Related Discrimination discrimination or humiliation directly or indirectly related to the employment, prospective employment, past employment or termination of employment of any person by any Insured. Premises Related Discrimination discrimination or humiliation arising out of the sale, rental, lease or sub -lease or prospective sale, rental, lease or sub -lease of any room, dwelling or premises by or at the direction of any Insured. Notwithstanding the above, there is no coverage for fines or penalties levied or imposed by a governmental entity because of discrimination. The coverage provided by this PERSONAL AND ADVERTISING INJURY —DISCRIMINATION OR HUMILIATION Provision does not apply to any person or organization whose status as an Insured derives solely from Provision 1. ADDITIONAL INSURED of this endorsement; or attachment of an additional insured endorsement to this Coverage Part. 21. PERSONAL AND ADVERTISING INJURY - CONTRACTUAL LIABILITY A. Under COVERAGES, Coverage B —Personal and Advertising Injury Liability, the paragraph entitled Exclusions is amended to delete the exclusion entitled Contractual Liability. B. Solely for the purpose of the coverage provided by this PERSONAL AND ADVERTISING INJURY - LIMITED CONTRACTUAL LIABILITY provision, the following changes are made to the section entitled SUPPLEMENTARY PAYMENTS — COVERAGES A AND B: 1. Paragraph 2.d. is replaced by the following: d. The allegations in the suit and the information the Insurer knows about the offense alleged in such suit are such that no conflict appears to exist between the interests of the Insured and the interests of the indemnitee; 2. The first unnumbered paragraph beneath Paragraph 21.(2)(b) is deleted and replaced by the following: So long as the above conditions are met, attorney's fees incurred by the Insurer in the defense of that indemnitee, necessary litigation expenses incurred by the Insurer, and necessary litigation expenses incurred CNA74858XX (1-15) VOIICy NO: bU /bb4uLtt Page 15 of 18 Endorsement No: CONTINENTAL CASUALTY COMPANY Effective Date: 01/01/2023 Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement by the indemnitee at the Insurer's request will be paid as defense costs. Such payments will not be deemed to be damages for personal and advertising injury and will not reduce the limits of insurance. C. This PERSONAL AND ADVERTISING INJURY - LIMITED CONTRACTUAL LIABILITY Provision does not apply if Coverage B —Personal and Advertising Injury Liability is excluded by another endorsement attached to this Coverage Part. This PERSONAL AND ADVERTISING INJURY - CONTRACTUAL LIABILITY Provision does not apply to any person or organization who otherwise qua* lifies as an additional insured on this Coverage Part. 22. PROPERTY DAMAGE — ELEVATORS A. Under COVERAGES, Coverage A — Bodily Injury and Property Damage Liability, the paragraph entitled Exclusions is amended such that the Damage to Your Product Exclusion and subparagraphs (3), (4) and (6) of the Damage to Property Exclusion do not apply to property damage that results from the use of elevators. B. Solely for the purpose of the coverage provided by this PROPERTY DAMAGE — ELEVATORS Provision, the Other Insurance conditions is amended to add the following paragraph: This insurance is excess over any of the other insurance, whether primary, excess, contingent or on any other basis that is Property insurance covering property of others damaged from the use of elevators. 23. RETIRED PARTNERS, MEMBERS, DIRECTORS AND EMPLOYEES WHO IS INSURED is amended to include as Insureds natural persons who are retired partners, members, directors or employees, but only for bodily injury, property damage or personal and advertising injury that results from services performed for the Named Insured under the Named Insured's direct supervision. All limitations that apply to employees and volunteer workers also apply to anyone qualifying as an Insured under this Provision. 24. SUPPLEMENTARY PAYMENTS The section entitled SUPPLEMENTARY PAYMENTS — COVERAGES A AND B is amended as follows: A. Paragraph 1.b. is amended to delete the $250 limit shown for the cost of bail bonds and replace it with a $5,000. limit; and B. Paragraph 1.d. is amended to delete the limit of $250 shown for daily loss of earnings and replace it with a $1,000. limit. 26. UNINTENTIONAL FAILURE TO DISCLOSE HAZARDS If the Named Insured unintentionally fails to disclose all existing hazards at the inception date of the Named Insured's Coverage Part, the Insurer will not deny coverage under this Coverage Part because of such failure. 26. WAIVER OF SUBROGATION - BLANKET Under CONDITIONS, the condition entitled Transfer Of Rights Of Recovery Against Others To Us is amended to add the following: The Insurer waives any right of recovery the Insurer may have against any person or organization because of payments the Insurer makes for injury or damage arising out of: 1. the Named Insured's ongoing operations; or 2. your work included in the products -completed operations hazard. However, this waiver applies only when the Named Insured has agreed in writing to waive such rights of recovery in a written contract or written agreement, and only if such contract or agreement: CNA74858XX (1-15) Policy No: 6075640222 Page 16 of 18 Endorsement No: CONTINENTAL CASUALTY COMPANY Effective Date: 01/01/2023 Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. CNA CNA PARAMOUNT Architects, Engineers. and Surveyors General Liability Extension Endorsement 1. is in effect or becomes effective rduring the term of this Coverage Part; and 2. was executed prior to the bodily injury, property damage or personal and advertising injury giving rise to the claim. 27. WRAP-UP EXTENSION: OCIP, CCIP, OR CONSOLIDATED (WRAP-UP) INSURANCE PROGRAMS Note: The following provision does not apply to any public construction project in the state of Oklahoma, nor to any construction project in the state of Alaska, that is not permitted to be insured under a consolidated (wrap-up) insurance program by applicable state statute or regulation. If the endorsement EXCLUSION — CONSTRUCTION WRAP-UP is attached to this policy, or another exclusionary endorsement pertaining to Owner Controlled Insurance Programs (O.C.I.P.) or Contractor Controlled Insurance Programs (C.C.I.P.) is attached, then the following changes apply: A. The following wording is added to the above -referenced endorsement: With respect to a consolidated (wrap-up) insurance program project in which the Named Insured is or was involved, this exclusion does not apply to those sums the Named Insured become legally obligated to pay as damages because of: 1. Bodily injury, property damage, or personal or advertising injury that occurs during the Named Insured's ongoing operations at the project, or during such operations of anyone acting on the Named Insured's behalf; nor 2. Bodily injury or property damage included within the products -completed operations hazard that arises out of those portions of the project that are not residential structures. B. Condition 4. Other Insurance is amended to add the following subparagraph 4.b.(1)(c): This insurance is excess over: (c) Any of the other insurance whether primary, excess, contingent or any other basis that is insurance available to the Named Insured as a result of the Named Insured being a participant in a consolidated (wrap-up) insurance program, but only as respects the Named Insured's involvement in that consolidated (wrap-up) a insurance program. C. DEFINITIONS is amended to add the following definitions: Consolidated (wrap-up) insurance program means a construction, erection or demolition project for which the prime contractor/project manager or owner of the construction project has secured general liability insurance covering some or all of the contractors or subcontractors involved in the project, such as an Owner Controlled Insurance Program (O.C.I.P.) or Contractor Controlled Insurance Program (C.C.I.P.). 11 Residential structure means any structure where 30% or more of the square foot area is used or is intended to be used for human residency, including but not limited to: 1. single or multifamily housing, apartments, condominiums, townhouses, co-operatives or planned unit developments; and 2. the common areas and structures appurtenant to the structures in paragraph 1. (including pools, hot tubs, detached garages, guest houses or any similar structures). However, when there is no individual ownership of units, residential structure does not include military housing, college/university housing or dormitories, long term care facilities, hotels or motels. Residential structure also does not include hospitals or prisons. CNA74858XX (1-15) Policy No: 60756402'22 Page 17 of 18 Endorsement No: CONTINENTAL CASUALTY COMPANY Effective Date: 01/01/2023 Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement This WRAP-UP EXTENSION: OCIP, CCIP, OR CONSOLIDATED (WRAP-UP) INSURANCE PROGRAMS Provision does not apply to any person or organization who otherwise qualifies as an additional insured on this Coverage Part. All other terms and conditions of the Policy remain unchanged. This endorsement, which forms a part of and is for attachment to the Policy issued by the designated Insurers, takes effect on the effective date of said Policy at the hour stated in said Policy, unless another effective date is shown below, and expires concurrently with said Policy. I'+o0aAA t I--10) Policy No: 6075640222 Page 18 of 18 Endorsement No: CONTINENTAL CASUALTY COMPANY Effective Date: 01/01/20.23 Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission Policy: 6075640236 CNA SCA 23 500D09 (Ed. 10/11) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. EXTENDED COVERAGE ENDORSEMENT - BA PLUS This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM 1. LIABILITY COVERAGE A. Who Is An Insured The following is added to Section II, Paragraph A.1., Who Is An Insured: 1. a. Any incorporated entity of which the Named Insured owns a majority of the voting stock on the date of inception of this Coverage Form; provided that, 1. Which are no longer in force; or 2. Whose limits have been exhausted. B. Bail Bonds and Loss of Earnings Section 11, Paragraphs A.2.a.(2) and A.2.a.(4) are revised as follows: 1. In a.(2), the limit for the cost of bail bonds is increased from $2,000 to $5,000, and b. The insurance afforded by this provision A.1. 2. In a.(4), the limit for the loss of earnings is does not apply to any such entity that is an increased from $250 to $500 a day. "insured" under any other liability "policy" C. Fellow Employee providing "auto" coverage. Section II, Paragraph B.5 does not apply. 2. Any organization you newly acquire or form, other than a limited liability company, partnership or Such coverage as is afforded by this provision C. is joint venture, and over which you maintain excess over any other collectible insurance. majority ownership interest. II. PHYSICAL DAMAGE COVERAGE The insurance afforded by this provision A.2.: a. Is effective on the acquisition or formation date, and is afforded only until the end of the policy period of this Coverage Form, or the next anniversary of its inception date, whichever is earlier. b. Does not apply to: (1) "Bodily injury' or "property damage" caused by an "accident" that occurred before you acquired or formed the organization; or (2) Any such organization that is an "insured" under any other liability "policy" providing "auto" coverage. 3. Any person or organization that you are obligated to provide Insurance where required by a written contract or agreement is an ,insured, but only with respect to legal responsibility for acts or omissions of a person for whom Liability Coverage is afforded under this policy. 4. 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. A. Towing Section 111. Paragraph A.2., is revised to include Light Trucks up to 10,000 pounds G.V.W. B. Transportation Expenses Section 111, Paragraph AA.a. is revised, with respect to transportation expense incurred by you, to provide: a. $60 per day, in lieu of $20; subject to b. $1,800 maximum, in lieu of $600. C. Loss of Use Expenses Section 111, Paragraph AA.b. is revised, with respect to loss of use expenses incurred by you, to provide: a. $1,000 maximum, in lieu of $600. D. Personal Property The following is added to Section 111, Paragraph A.4. c. We will pay up to $500 for loss to Personal Property which is: (1) Owned by an "insured'; and (2) In or on the covered "auto" This coverage applies only in the event of a total theft of your covered "auto." "Policy," as used in this provision A. Who Is An This insurance is excess over any other collectible Insured, includes those policies that were in force on insurance and no deductible applies. the inception date of this Coverage Form but: E. Rental Reimbursement SCA 23 500D09 Copyright, CNA Corporation, 2000. Page 1 of 3 (Ed. 10/11) Includes copyrighted material of the Insurance Services Office used with its permission. Policy: 6075640236 The following is added to Section 111, Paragraph AA.: d. We will pay for rental reimbursement expenses incurred by you for the rental of, an "auto" because of "loss" to a covered "auto." Payment applies in addition to the otherwise applicable amount of each coverage you have on a covered "auto." No deductibles apply to this coverage. 1. We will pay only for those expenses incurred during the policy period beginning 24 hours after the "loss" and ending, regardless of the policy's expiration, with the lesser of the following number of days: (a) The number of days reasonably required to repair or replace the covered "auto'; or, (b) 15 days. 2. Our payment is limited to the lesser of the following amounts: (a) Necessary and actual expenses incurred; or, SCA 23 500D09 (Ed. 10/11) d. The physical damage coverage as is provided by this provision will be limited to the types of physical damage coverage(s) provided on your owned "autos." e. Such physical damage coverage for hired "autos" will: (1) Include loss of use, provided it is the consequence of an "accident" for which the Named Insured is legally liable, and as a result of which a monetary loss is sustained by the leasing or rental concern. (2) Such coverage as is provided by this provision G.e.(1) will be subject to a limit of $750 per "accident." G. Airbag Coverage The following is added to Section III, Paragraph B.3. The accidental discharge of an airbag shall not be considered mechanical breakdown. (b) $25 per day subject to a maximum of H. Electronic Equipment $375. Section 111, Paragraphs BA.c and BA.d. are deleted 3. This coverage does not apply while there are and replaced by the following: spare or reserve "autos" available to you for C. physical Damage Coverage on a covered your operations. "auto" also applies to "loss" to any 4. If "loss" results from the total theft of a permanently installed electronic equipment covered "auto" of the private passenger type, including its antennas and other accessories we will pay under this coverage only that d. A $100 per occurrence deductible applies to amount of your rental reimbursement the coverage provided by this provision. expenses which is not already provided for under the Physical Damage Coverage I. Diminution In Value Extension. F. Hired "Autos" The following is added to Section Ill. Paragraph A.: 5. Hired "Autos" If Physical Damage coverage is provided under this policy, and such coverage does not extend to Hired Autos, then Physical Damage coverage is extended to: a. Any covered "auto" you lease, hire, rent or borrow without a driver; and b. Any covered "auto" hired or rented by your "employee" without a driver, under a contract in that individual "employee's" name, with your permission, while performing duties related to the conduct of your business. c. The most we will pay for any one "accident" or "loss" is the actual cash value, cost of repair, cost of replacement or $75,000 whichever is less minus a $500 deductible for each covered auto. No deductible applies to "loss" caused by fire or lightning. The following is added to Section 111, Paragraph B.6 Subject to the following, the "diminution in value" exclusion does not apply to: a. Any covered "auto" of the private passenger type you lease, hire, rent or borrow, without a driver for a period of 30 days or less, while performing duties related to the conduct of your business; and b. Any covered "auto" of the private passenger type hired or rented by your "employee" without a driver for a period of.30 days or less, under a contract in that individual "employee's" name, with your permission, while performing duties related to the conduct of your business. C. Such coverage as is provided by this provision is limited to a "diminution in value" loss arising directly out of accidental damage and not as a result of the failure to make repairs; faulty or incomplete maintenance or repairs; or the installation of substandard parts. SCA 23 500D09 Copyright, CNA Corporation, 2000. Page 2 of 3 (Ed. 10/11) Includes copyrighted material of the Insurance Services Office used with its permission. Policy: 6075640236 d. The most we will pay for "loss" to a covered "auto" in any one accident is the lesser of. (1) $5,000; or (2) 20% of the "auto's" actual cash value (ACV) III. Drive Other Car Coverage — Executive Officers The following is added to Sections II. and III: 1. Any "auto" you don't own, hire or borrow is a covered "auto" for Liability Coverage while being used by, and for Physical Damage Coverage while in the care, custody or control of, any of your "executive officers," except: a. An "auto" owned by that "executive officer' or a member of that person's household; or b. An "auto" used by that "executive officer' while working in a business of selling, servicing, repairing or parking "autos." Such Liability and/or Physical Damage Coverage as is afforded by this provision will be: (1) Equal to the greatest of those coverages afforded any covered "auto'; and (2) Excess over any other collectible insurance. 2. For purposes of this provision, "executive officer' means a person holding any of the officer positions created by your charter, constitution, by- laws or any other similar governing document, and, while a resident of the same household, includes that person's spouse. Such "executive officers" are "insureds" while using a covered "auto" described .in this provision. IV. BUSINESS AUTO CONDITIONS A. Duties In The Event Of Accident, Claim, Suit Or Loss N O SCA 23 500D09 (Ed. 10/11) The following is added to Section IV, Paragraph A.2.a. (4) Your "employees" may know of an "accident" or "loss." This will not mean that you have such knowledge, unless such "accident" or "loss" is known to you or if you are not an individual, to any of your executive officers or partners or your insurance manager. The following is added to Section IV, Paragraph A.2.b. (6) Your "employees" may know of documents received concerning a claim or "suit." This will not mean that you have such knowledge, unless receipt of such documents is known to you or if you are not an individual, to any of your executive officers or partners or your insurance manager. B. Concealment, Misrepresentation or Fraud The following is added to Section IV, Paragraph B.Z. Your failure to disclose all hazards existing on the date of inception of this Coverage Form shall not prejudice you with respect to the coverage afforded provided such failure or omission is not intentional. C. Policy Period, Coverage Territory Section IV, Paragraphs 7.(6).(a). is revised to provide: a. 45 days of coverage in lieu of 30 days IV. DEFINITIONS Section V. Paragraph C. is deleted and replaced by the following: "Bodily injury" means bodily injury, sickness or disease sustained by a person, including mental anguish, mental injury or death resulting from any of these SCA 23 500D09 Copyright, CNA Corporation, 2000. Page 3 of 3 (Ed. 10/11) Includes copyrighted material of the Insurance Services Office used with its permission. CNA71527XX (Ed. 10/12) ADDITIONAL INSURED - PRIMARY AND NON-CONTRIBUTORY It is understood and agreed that this endorsement amends the BUSINESS AUTO COVERAGE FORM as follows: SCHEDULE Name of Additional Insured Persons Or Organizations Any person or organization with whom you are required to add as and additional insured or primary and non- contributory on this policy under a written contract or agreement. You must agree to these contracts prior to the date of loss. 1. In conformance with paragraph A.1.c. of Who Is An Insured of Section 11— LIABILITY COVERAGE, the person or organization scheduled above is an insured under this policy. 2. The insurance afforded to the additional insured under this policy will apply on a primary and non-contributory basis if you have committed it to be so in a written contract or written agreement executed prior to the date of the "accident" for which the additional insured seeks coverage under this policy. All other terms and conditions of the Policy remain unchanged. CNA71527XX (10/12) Page 1 of 1 Copyright CNA All Rights Reserved. Policy No: 6075640236 Endorsement No: Effective Date: 01-01-2023 WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US (WAIVER OF SUBROGATION) Business Auto Policy Policy Endorsement THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement modifies insurance provided under the following: AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement. This endorsement changes the policy effective on the inception date of the policy unless another date is indicated below. Named Insured: ARDURRA GROUP, INC. Endorsement Effective Date: 01/01/2022 SCHEDULE Name(s) Of Person(s) Or Organization(s): ANY PERSON OR ORGANIZATION FOR WHOM OR WHICH YOU ARE REQUIRED BY WRITTEN CONTRACT OR AGREEMENT TO OBTAIN THIS WAIVER FROM US. YOU MUST AGREE TO THAT REQUIREMENT PRIOR TO LOSS. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. The Transfer Of Rights Of Recovery Against Others To Us condition does not apply to the person(s) or organization(s) shown in the Schedule, but only to the extent that subrogation is waived prior to the "accident" or the "loss" under a contract with that person or organization. Form No: CA 04 44 10 13 Policy No: BUA 6075640236 Endorsement Effective Date: Endorsement.Expiration Date: Policy Effective Date: 01/01/2023 Endorsement No: 12; Page: 1 of 1 Policy Page: 75 of 345 Underwriting Company: National Fire Insurance Company of Hartford, 151 N Franklin St, Chicago, IL 60606 w topyrngnt insurancc ov-1 w vnwc, u , ., 1 CNAWorkers Compensation And Employers Liability Insurance Policy Endorsement This endorsement changes the policy to which it is attached. It is agreed that Part One - Workers' Compensation Insurance G. Recovery From Others and Part Two - Employers' Liability Insurance H. Recovery From Others are amended by adding the following: We will not enforce our right to recover against persons or organizations. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) PREMIUM CHARGE - Refer to the Schedule of Operations The charge will be an amount to which you and we agree that is a percentage of the total standard premium for California exposure. The amount is 3%. All other terms and conditions of the policy remain unchanged. This endorsement, which forms apart of and is for attachment to the policy issued by the designated Insurers, takes effect on the Policy Effective Date of said policy at the hour stated in said policy, unless another effective date (the Endorsement Effective Date) is shown below, and expires concurrently with said policy unless another expiration date is shown below. Form No: .G -19160-B 01-1997) Policy No: WC 6075640253 Endorsement Effective Date: Endorsement Expiration Date: Policy Effective Date: 01 /01 /2023 Endorsement No: 2; Page: 1 of 1 Policy Page: 34 of 50 Underwriting Company: American Casualty Company,of Reading, Pennsylvania, 151 N Franklin St, Chicago, 160606 10 Copyright CNA All Rights Reserved. PROFESSIONAL SERVICES AGREEMENT for Professional Project Management Services between City of Seal Beach 211 - 8th Street Seal Beach, CA 90740 Ardurra Group, Inc. 3737'Birch Street, Suite 250 Newport Beach, CA 92660 (949) 428-1500 This Professional Service Agreement ("the Agreement") is made as of May 24, 2021 (the. "Effective Date"), by and between Ardurra Group, Inc. ("Consultant'), a Florida corporation, and the City of Seal Beach ("City"), a California charter city, (collectively, "the Parties"). RECITALS A. City desires certain professional project management services.. B. Pursuant to the authority provided by its City Charter and Seal Beach Municipal Code § 3.20.025(C), City desires to retain Consultant as an independent contractor to provide professional project management services. C. Consultant represents that the principal members of its firm are qualified, professional engineers and are fully qualified to perform the professional services contemplated by this Agreement; by virtue of its experience, and the training, education and expertise of its principals and employees. D. City desires to retain Consultant as an independent contractor and Consultant desires to serve City to perform those services in accordance with the terms and conditions of this Agreement. 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. Consultant shall provide those services (collectively "Services") set forth in the Scope of Services attached hereto as Exhibit A and incorporated herein by this reference. To the extent that there is any conflict between Exhibit A and this 'Agreement, this Agreement shall control. 1.2. Consultant 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, Consultant 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, Consultant -hereby represents that it has the experience necessary to undertake the. Services to be provided. In light of such status and experience, Consultant hereby covenants that it shall follow the customary professional standards in performing all Services. The City relies upon the skill of Consultant, and Consultant's staff, if any, to do and perform the Services in a skillful, competent, and professional manner, and Consultant and Consultant's staff, shall perform the-Services'in such manner. Consultant shall, at all times, meet or exceed any and all applicable professional standards of care. The acceptance of Consultant's 2of19 work by the City shall not operate as a release of Consultant from such standard of care and workmanship, 1.5. Consultant 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 on May 24, 2021, and shall remain in full force and effect until December 31, 2022, unless sooner terminated as provided in Section 5.0 of this Agreement. 3.0 Consultant's Compensation 3.1. City will pay Consultant in accordance with the hourly rates shown on the fee schedule set forth,Jn Exhibit A for the Services but in no event will the City pay more than the total not -to -exceed amount of $154,800.00 (One Hundred Fifty four Thousand Eight Hundred and 00/100 dollars) for the Term. 4.0 Method of Payment 4,1. Consultant 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 duringthe 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 Consultant within 301 days of receiving Consultant's invoice. City will not withhold any applicable federal or state payroll and other"required taxes, or other authorized deductions from payments made to Consultant. 4.2. Upon 24-hour notice from City, Consultant shall allow City or City's agents. or representatives to inspect at Consultant's offices during reasonable business hours all records,r invoices, time cards, cost control sheets and other records maintained by Consultant in connection with this Agreement. City's rights under this Section 4.2 shall survive for three (3) years following', the termination of this Agreement. 3of19 5.0 Termination 5.1. This Agreement may be terminated by City, without cause, or by Consultant based on reasonable cause, upon giving 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 Consultant if Consultant 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. Mark Lewis is the Consultant's primary representative for purposes of this Agreement. Mark' Lewis shall be responsible during the term of this Agreement for directing; all activities of Consultant and devoting sufficient time to personally supervise the Services hereunder. Consultant 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 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 Consultant: Ardurra Group, Inc. 3737 Birch Street, Suite 250 Newport Beach, CA 92660 Attn: Anissa Voyiatzes 7.2. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service. 8.0 Permits and Licenses Consultant and all of Consultant's employees and other personnel shall obtain and maintain during the Agreement term all necessary licenses, permits and 4of19 certificates required by law for the provision of the Services under this Agreement, including a business license as required by the Seal Beach Municipal Code. 9.0 Independent Contractor 9.1. Consultant is an independent contractor and not an employee of the City. All work or other Services providedpursuant to this Agreement shall be performed by Consultant or by Consultant's employees or other personnel under Consultant's supervision. Consultant will determine the means, methods, and details, by which Consultant's employees and other personnel will perform the Services. Consultant shall be solely responsible for the satisfactory work performance of all personnel engaged in performing the Services and compliance with the customary professional standards. 9.2. All of Consultant's employees and other personnel performing any of the Services under this Agreement on behalf of Consultant shall also not be employees of.'City and shall at all times be under Consultant's exclusive direction and control. Consultant and Consultant's personnel shall not supervise any of City's employees; and City's employees shall not supervise Consultant's personnel. Consultant'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 Consultant'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. Consultant shall acquire and maintain at its sole cost and expense such vehicles, equipment and supplies as Consultant's personnel require to perform any of the Services required by this Agreement. Consultant shall perform all Services off of City premises at locations of Consultant's choice, except (1) as otherwise required for the performance of Services on City real property, vehicles or equipment; (2) as otherwise may from time to time be necessary in order for Consultant's personnel to receive projects from City, review plans on file at City, pick up or deliver any work product related to Consultant's performance of -any Services under this,Agreement, or (3) 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 Consultant from time to time for Consultant's personnel to obtain information about or to check on the status of projects pertaining to the Services under this Agreement. 9.3. Consultant shall be responsible for and pay all wages, salaries, benefits and other amounts due to Consultant's personnel in connection with their performance of any Services under this Agreement and as required by law. Consultant 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, Consultant and any of its officers, employees, agents, and 5of19 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. 9.4. Consultant 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, costsandexpenses of any nature�to the extent arising from, caused by, or relating to Consultant's personnel practices. or to the extent arising from, caused by or relating to the violation of any of the provisions of this Section;9`.0. In addition to all other remedies available under law, City shall have the right to offset against the amount of any fees due to Consultant under this Agreement any amount due to City,from Consultant as a result of Consultant's failure topromptly pay to City any reimbursement or indemnification arising under this Section. This duty of indemnification isin addition to Consultant's duty to defend, indemnify and hold harmless as set forth in any other provision of this Agreement. Consultant's indemnifications and obligations under this Section shall -survive the expiration,or termination of this Agreement. 10.0 PERS Compliance and Indemnification 10.1.. General Requirements. The Parties acknowledge that City is a local agency member of PERS, and as such has certain pension reporting and contribution obligations to PERS on behalf of qualifying employees. Consultant agrees that, in providing its employees and any other personnel to City to perform any work or other Services under this Agreement, Consultant shall assure compliance with the. Public Employees' Retirement Law ("PERL"), commencing at Government Code § 20000, as amended by the Public Employees' Pension Reform Act of 2013 ("PEPRA"),. and the regulations of PERS. Without limitation to the foregoing, Consultant shall assure compliance with regard to personnel who have active or inactive membership in PERS and to those who are retired annuitants and in performing this Agreement shall not assign or utilize any of its personnel in a manner that will cause City to be in violation of the PERIL, PEPRA or any other applicable retirement laws and regulations. 102. Indemnification. Consultant shall indemnify and hold harmless City, and its 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, caused by, or relating to Consultant's violation of any provisions of this. Section 10.0. This duty of indemnification is in addition to 6of19 Consultant's duty to defend, indemnify and hold harmless as set forth in any other provision of this Agreement. Consultant's indemnification and obligations under this Section shall survive the expiration or termination of this Agreement. 11.0 Confidentiality 11.1. Consultant covenants that all data, reports, documents, surveys, studies, drawings, plans, maps, models, photographs, images, video files, media, discussion, or other information (collectively "Data & Documents") developed or received, by Consultant or provided for performance of this Agreement are deemed confidential and shallnot be disclosed by Consultant without prior written authorization by City. City shall grant such authorization if applicable law requires disclosure. Consultant, its officers, employees, agents, or subcontractors shall not without written authorization from the City Manager or unless requested in writing by the City Attorney, voluntarily provide declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the Services performed under this Agreement or relating to any project or property located within the City. Response 'do a subpoena or court order shall not be considered "voluntary," provided Consultant gives City notice of such court order or subpoena. 11.2. Consultant shall promptly notify City should Consultant, its officers, employees, agents or subcontractors be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery request, court order or subpoena from any party regarding this Agreement and the work performed thereunder or with respect to any project or property located within the City. City may, but has no obligation to, represent, Consultant or be present at any deposition, hearing or similar proceeding. Consultant agrees to cooperate fully with City and to provide City with the opportunity to review any response to, discovery requests provided by Consultant. However, City's right to review any such response does not imply or mean the right by City to control, director rewrite the response. 11.3. Consultant's covenants under this Section shall survive the termination or expiration of this Agreement. 12.0 Ownership of Documents and Work Product 12.1. Unless. otherwise agreed upon inr writing, all Data & Documents created or developed by the Consultant in the performance of this Agreement (collectively "Work Product") shall be considered "works made for hire" for the benefit of the City. All Work Product and any and all intellectual property rights arising from their creation, including, but not limited to, all copyrights and other proprietary rights, shall be,and remain the property of City without restriction or limitation upon their use, duplication or dissemination by City upon final payment being made. Any use by the City of the Work. Product outside the scope of the 7of19 Services herein shall be at its'sole risk. Consultant shall not obtain or attempt to obtain copyright protection as to any Data & Documents. 12.2. Consultant hereby assigns to City all ownership and any and all intellectual property rights to the Data & Documents that are not otherwise vested in City pursuant to the paragraph directly above this one. 12.3. Consultant warrants and represents that it has secured all necessary licenses, consents or approvals to use any instrumentality, thing or component as to which any intellectual property right exists, including computer software, used in the rendering of the Services and the production of all Written Products produced under this.Agreement, and'that City hasifull legal title to and the right to reproduce the Work Product. Consultant shall defend, indemnify and hold City, and its elected officials, officers, employees, servants, attorneys, designated volunteers, and agents _serving as independent contractors in the role of City officials, harmless from any loss, claim or liability in any way related to a claim that City's use of any of the Work Product:is violating federal, state or local laws, or any contractual provisions, or any laws relating to trade names, licenses, franchises, copyrights, patents or other means of protecting intellectual property rights and/or interests in products or inventions. Consultant shall bear all costs arising from the use of patented, copyrighted, trade secret or trademarked documents, materials, equipment, devices or processes in connection with its provision of the Services: and"Work Product produced under this Agreement. In the event the use of any of the Written Products or other deliverables hereunder by City is held to constitute an infringement and the use of any of the same is enjoined, Consultant, at its expense, shall: (1) secure for City the right to continue using the Work Product and other deliverables by suspension of any injunction, or by procuring a license or licenses for City; or (2) modify the Wrk Product and other deliverables so that they become non -infringing while remaining in compliance with the requirements of this Agreement. These covenants shall survive the expiration and/or termination of this Agreement. 12.4. Upon expiration or termination of the Agreement, Consultant shall deliver to City all Work Product and other deliverables related to any Services performed pursuant to this Agreement without additional cost or expense to City. If Consultant prepares a document on a computer, Consultant shall provide City with said document both in a printed format and in an electronic format that is acceptable to City. 13.0 Subcontractors No portion of this Agreement shall be subcontracted without the prior written approval of the City. Consultant is fully responsible to City for the performance of any and all subcontractors. 14.0 Prohibition Against Assignment or Delegation Consultant shall not assign any of its rights or delegate any of its duties under this Agreement, either in whole or in part, without City's prior written consent. Any purported assignment or delegation in violation of this Section shall be void and without effect, and shall entitle City to terminate this Agreement. As used in this Section, "assignment' and "delegation" 'means any sale, gift, pledge, hypothecation, encumbrance or other transfer of all or any portion of the rights, obligations, or liabilities in or arising from this Agreement to any person or entity, whether by operation of law or otherwise, and regardless of the legal form of the transaction in which the attempted transfer occurs. 15.0 Inspection and Audit of Records Consultant. 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 respect to .this Agreement. Consultant 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, Consultant 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. Consultant 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 15.0 shall survive for three (3) .years after expiration, termination or final payment under this Agreement, whichever occurs later. 16.0 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 and other applicable state and federal laws. City may issue restraint or cease and desist orders to Consultant when unsafe or harmful acts are observed or reported relative to the performance of the Services. Consultant shall maintain the work sites free°of hazards to persons and property resulting from its -operations. Consultant shall immediately report to the City any hazardous condition noted by Contractor. 9of19 17.0 Insurance 1:7.1. General Requirements. Consultant shall not commence work under this Agreement until it has provided evidence satisfactory to the City that Consultant has secured all insurance required under this Section. 17.2. Minimum Scope and Limits of Insurance. Consultant shall, at its sole_ cost and expense, procure, maintain and keep in full force and effect 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, as follows: 17.2.1. Commercial General Liability Insurance: Consultant shall maintain limits no less than $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 Agreementflocation or the general aggregate limit shall be twice the required occurrence limit: Coverage shall be at least as broad as the latest version of Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001), If Consultant is a limited liability company; the commercial general liability coverage shall be amended so that Consultant and its managers, affiliates, employees, agents and other persons necessary or incidental to its operation are insureds; 17.2.2. Automobile Liability Insurance: Consultant shall maintain limits no less than $1,000,000 per accident for bodily injury and property damage. Coverage shall be at least as broad as Automobile Liability: Insurance Services Office Business Auto Coverage form number CA 0001, code 1 (any auto).. 17.2.3. Workers' Compensation Insurance in the amount required by law; and Employer's Liability: $1,000,000 per accident and in the aggregate for bodily injury,or disease; 17.2.4. Professional Liability (or Errors and Omissions) Liability, Within minimum limits of $1,000,000 per claimlaggregate..lf a "claims made" policy is, provided, then the policy shall be endorsed to provide an extended reporting period of not less than three years. 1.7.3. Acceptability of Insurers. The Insurance policies required under this Section shall 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. 10 of 19 17.4. Additional Insured. 1.7.4.1. For ,general liability insurance, City, its elected and appointed officials, officers, employees, agents, designated volunteers and those City agents acting as independent contractors in the role of City officials shall be covered as additional 'insureds with respect to the services or operations performed by or on behalf of the Consultant, including materials, parts or equipment furnished in connection with such work. 17.4.2. For automobile liability, City, its elected and appointed officials, officers, employees, agents, designated volunteers and those City agents serving as independent contractors in the role of City officials, 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 Consultant or for which the Consultant is responsible. 17.4.3. These additional insured provisions shall also apply to any excess/umbrella liability policies. 17.5. Cancellations or Modifications to Coverage. The insurance policies shall contain the following provisions, or Consultant shall provide endorsements on forms supplied or approved by 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 City; (2) any failure to comply, with reporting or other provisions of the policies, including breaches of warranties, shall ,not affect coverage provided to City, its elected and appointed officials, officers,, employees, agents, designated volunteers, .and those City agents serving as independent contractors in the role of City officials; 17.6. Primary and Non -Contributing. Coverage shall be primary insurance as respects the City,.its elected officials, officers, employees, agents, designated volunteers designated volunteers and agents serving as independent contractors in the role of City officials, or if excess, shall stand in an unbroken chain of coverage excess of the Consultant's scheduled underlying coverage and that any insurance or self-insurance maintained by the City, its. elected officials, officers, employees, agents. designated volunteers designated volunteers and agents serving as independent contractors in the role of City officials, shall; be excess of the Consultant's insurance and shall not be called upon to contribute with it; 17.7. Separation of Insureds. 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 City, its elected and appointed officials, officers, employees, agents, designated volunteers and those City,agents serving as independent contractors in the role of City officials. 11 of 19 17.8. Deductibles and Self -Insured Retentions. Any deductibles or self- insured retentions shall be declared to and approved by City. Consultant guarantees that, at the option of City, either: (1) the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects City, its elected and appointed officials, officers, employees, agents, designated volunteers and those City agents serving as independent contractors in the role of City officials; or (2) Consultant shall procure a bond guaranteeing payment of losses and related investigation costs, claims and administrative and defense expenses. 17.9. Waiver of Subrogation. Each insurance policy required by this Agreement shall expressly waive the insurers right of subrogation against City and its elected and appointed officials, officers, employees, agents, designated volunteers and those City agents,serving as independent contractors in the role of'City officials. Consultant hereby waives all rights of subrogation against City. 17.10. City Remedy for Noncompliance: If Consultant does not maintain the policies of insurance required under this Section in full force and effect during the term of this Agreement, or in the event any of Consultant's policies do not comply with the requirements under this Section, City may either immediately terminate this Agreement or, if insurance is ;available at a reasonable cost, City may, but has no duty to, take out the necessary insurance and pay, at Consultant's expense, the premium thereon. Consultant shall promptly reimburse City for any premium paid by City or City may withhold amounts sufficient to pay the premiums from payments due to Consultant. 17.11. Evidence of Insurance. Prior to the performance of Services under this, Agreement, Consultant shall furnish City with original certificates of insurance and all original endorsements evidencing and effecting the coverages required under this Section on forms satisfactory to and approved by 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 City if requested. Consultant may provide complete, certified copies of all required insurance policies to City. Consultant shall maintain current endorsements on file with City's Risk Manager. All certificates and endorsements shall be received and approved by the City before work commences. City reserves the right to require complete, certified copies of all required insurance policies, at any time.. Consultant shall also provide proof to City that insurance policies expiring during the term of this Agreement have been renewed or replaced with other policies providing at least the same coverage. Consultant shall furnish such proof at least two weeks prior to the expiration of the coverages. 17.12. Indemnity Requirements Not Limiting. Procurement of insurance by Consultant shall not be construed as a limitation of Consultant's liability or as full performance of Consultant's duty to indemnify City under Section 18.0. 12 of 19 17.13. Broader Coverage/Higher Limits. If Consultant maintains broader coverage and/or higher limits than the minimums required above, City requires and shall be entitled to the broader coverage and/or the higher limits maintained by Consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to City. 17.14. Subcontractor Insurance Requirements. Consultant shall require each of its subcontractors that perform Services under this Agreement to maintain rinsurance coverage that meets all of the requirements of this Section. 18.0 Indemnification, Hold Harmless, and Duty to'Defend 18.1. Indemnities. 18.1.1. To the fullest extent permitted by law, Consultant shall, at its sole cost and expense, protect, defend, hold harmless and indemnify City and its elected and appointed officials, officers, attorneys, agents, employees, designated volunteers, successors, assigns and those City agents serving as independent contractors in the role of City loffic,ials (collectively "Indemnitees" in this Section 18.0), from and against any and all damages, costs, expenses, liabilities, claims, demands; causes of action, proceedings, judgments, penalties, bid protests, stop notices, liens and losses ofany nature whatsoever, including but not limited to fees of accountants, attorneys and other professionals, and all costs associated therewith, and the payment of all consequential damages (collectively "Liabilities"), in law or equity, whether actual, alleged or threatened, which.arise out of, pertain to, or relate to the acts or omissions of Consultant, its officers, agents, servants, employees, subcontractors,.material men, suppliers, or contractors or their officers, :agents, servants or employees (or any entity or individual that Consultant shall bear the legal liability thereof) in the performance of this Agreement, including the Indemnitees' active or passive negligence, except for Liabilities 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. Consultant shall defend the Indemnitees in any action or actions filed in connection with any Liabilities 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. Consultant shall reimburse the Indemnitees for any and all legal expenses and costs incurred by the Indemnitees in connection therewith. 18.1.2. Consultant shall indemnify and hold harmless City in accordance with Sections 9.0 and 10.0. 18.2. Subcontractor Indemnification. Consultant shall obtain executed indemnity agreements with provisions identical to those in thisl Section 18.0 from 13 of 19 each and every subcontractor or any other person or entity involved by, for, with or on behalf of Consultant in the performance of this Agreement. If Consultant fails to 'obtain such indemnities, Consultant 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 Consultant's subcontractor, its officers, agents, servants, employees, subcontractors, materialmen, contractors or their officers, agents, servants or employees (or any entity or individual that Consultant'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. 18.3. Workers' Compensation Acts. Not Limiting. Consultant's indemnification obligations under this Section, or any other provision of this Agreement, shall not be limited by the provisions of any workers' compensation actor similar act. Consultant expressly waives its statutory immunity under such statutes or laws as to City, its elected and, appointed officers, officials, agents, employees, designated volunteers and those City agents serving as independent contractors in the role of City officials. 18.4. Insurance -.Requirements Not Limiting. City does not, and shall not, waive any rights that it may possess against Consultant because of the acceptance by City, or the deposit with City, of any insurance policy or certificate required pursuant to this Agreement. The indemnities and obligations in this Section shall apply regardless of whether or not any insurance policies are determined to be applicable to: the Claims or Liabilities asserted against City or any of the other Indemnitees. 18.5. Survival of Terms. Consultant's indemnifications and obligations under this Section _ 18.0 shall survive the, expiration or termination of this Agreement. 19.0 Non -Discrimination Equal Employment Opportunity Consultant affirmatively represents that itisan equal opportunity employer. In the performance of this Agreement, Consultant shall not discriminate against any subcontractor, employee, or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex, gender, sexual orientation, gender identity; gender expression, marital status, national origin, ancestry, agephysical disability„ mental disability, medical condition, genetic information, or any other basis prohibited by law. Consultant will take affirmative action to ensure that subcontractors and applicants are employed, and that employees are treated during employment, without regard to their race, color, religious creed, sex, gender, gender identity, gender expression, marital status, national origin, 14 of 19 ancestry, age, physical disability, mental disability, medical condition, genetic information or sexual orientation, or any other basis prohibited by law. 20.0 Labor Certification By its signature hereunder, Consultant 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. 21.0 Prevailing Wage and Payroll Records To the extent that this Agreement calls for services that, in whole or in part, constitute "public works" as defined in the California Labor Code, Consultant shall comply in all respects with all applicable provisions of the California Labor Code, including those set sforth in Exhibit B, attached hereto and incorporated by reference herein. 22.0 Entire Agreement This Agreement contains the entire agreementof 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. 23.0 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. 24.0 Governing Law and Venue This Agreement shall be governed by and construed in accordance with the laws of the State of California, except that any rule of construction to the effect that ambiguities are to be resolved against the drafting party shall' not be applied in interpreting this Agreement. Any dispute that arises under or relates to this Agreement (whether contract, tort or both) shall be resolved in a superior court with geographic jurisdiction over the City of Seal Beach. 25.0 No Th.ird'Party Beneficiaries This Agreement is made solely for the benefit of the Parties to this Agreement and their respective successors and assigns,. and no other person or entity shall 15 of 19 be deemed to have any rights hereunder against either party by virtue of this Agreement. 26.0 Waiver No delay or omission to exercise any right, power or remedy accruing to City under this Agreement shall impair any right, power or remedy of City, nor shall it be construed as a waiver of, or consent to, any breach or default. No waiver of any breach, any failure of a condition, or any right or remedy under this Agreement shall be (1'.) effective unless it is in writing and signed by the Party making the waiver, (2) deemed to be a waiver of, or consent to, any other breach, failure of a condition, or right or remedy, or (3) deemed to constitute a continuing waiver unless the writing expressly so states. 27.0 Prohibited Interests; Conflict of Interest 27.1. Consultant 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. Consultant further covenants that, in performance of this Agreement, no person having any,such interest shall be employed by it. Furthermore, Consultant shall avoid the appearance of'having any interest, which would conflict in any manner with the performance of the Services: Consultant shall not accept any employment or representation during the term of this Agreement which is or may likely make Consultant "financially interested" (as provided in California Government Code §§ 1090 and 87100) in any decision made by City on any matter in connection with which Consultant has been retained. 27.2. Consultant further warrants and maintains that it has not employed or retained any person or entity, other than a bona fide employee working exclusively for Consultant, to.solicitor obtain this Agreement. Nor has Consultant paid or agreed to pay any person or entity, other'than a bona fide employee working exclusively for Consultant, 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 Consultant hereunder the full amount or value of any such fee, commission, percentage or gift. 27:3. Consultant 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 Consultant, and that if any such interest comes to the knowledge of Consultant at any time during the term of this Agreement, Consultant shall immediately make a complete, written disclosure of such interest to City, even if 16 of 19 such interest would not be deemed a prohibited "conflict of interest" under applicable laws as described in this Section. 28.0 Final Payment Acceptance Constitutes Release The acceptance by Consultant of the final payment made under this Agreement shall operate as and be a release of City from all claims and liabilities for compensation to Consultant for anything done, furnished or relating to Consultant's work or services. Acceptance of payment shall be any negotiation of City's check or the failure to make a written extra compensation claim within ten calendar days of the receipt of that check. However, approval or payment by City shall not constitute, nor be deemed, a release of the responsibility and liability of Consultant, its employees, subcontractors and agents for the accuracy and competency of the information provided and/or work performed; nor shall such approval or payment be deemed to be an assumption ofisuch responsibility or liability by City for any defect or error in the work prepared by Consultant, its employees, subcontractors and agents. 29.0 Corrections In addition to the indemnification obligations set forth above, Consultant shall correct; at its expense, all errors in°the work which may be disclosed during City's review of Consultant's ,report or plans. Should Consultant fail to make such correction in a reasonably timely manner, such correction may be made by City, and the cost thereof shall be charged to Consultant. In addition to all other available remedies, City may deduct the cost of such correction from any retention amount held by City or may withhold payment otherwise owed Consultant under this Agreement up to the amount of the cost of correction. 30.0 Non -Appropriation of Funds Payments to be made to Consultant 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 Consultant's Services beyond the current fiscal year, this Agreement shall cover payment for Consultant'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. 31.0 Mutual Cooperation 31.1. City's Cooperation. City shall provide Consultant with all pertinent Data, documents and other requested information as is reasonably available for Consultant's proper performance of the Services required under this Agreement. 17 of 19 '31.2. Consultant's Cooperation. In the event any claim or action is broughtagainst City relating to Consultant's performance of Services rendered under this Agreement, Consultant shall render any reasonable assistance that City requires. 32.0 Time of the Essence Time is of -the essence in respect to all provisions of this Agreement that specify a time for performance; provided, however, that the foregoing shall not be construed to limit or deprive a Party of the benefits of any grace or use period allowed in this Agreement. 33.0 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. 34.0 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. 35.0 Corporate Authority The person executing this Agreement on.behalf of Consultant warrants that he or she is duly authorized'to execute this Agreement on behalf of said party and that 18 of 19 by his or her execution, the Consultant is formally bound to the provisions of this Agreement. 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 Attest: 0 Jill R. Ingram, City Man e Gloria D. Approv;ra!taA. or By: Steele, City Attorney CONSULTANT: Ardurra Group, Inc. a Florida corporation 9 Name: "LisAs A4, Pen.niA Its: VIZ -5 PRE.sLPFWF !��Mti. Cff��� frro.✓c�=AL o,�FicE.� Pse note, two, signatures required ;fo17porations orporations pursuant to California Code Section 313 from each of the following categories: (i) the chairperson of the board, the president or any vice president, and (ii) the secretaryy any assistant secretary, the chief financial officer or any assistant treasurer of such corporation.) 19 of 19 �V ARDURRA COLLABORATE. INNOVATE. CREATE. April 7, 2021 Iris Lee, PE Deputy Public Works Director/City Engineer City of Seal Beach 211 Eighth Street Seal Beach, CA 90740 Subject: Proposal for Professional Project, Management/Staff Augmentation Services for the Sanitary Sewer Pump Station #35and 61 Street Alley Sewer/Water Replacement Projects Dear Iris, Ardurra Group, Inc. (Ardurra) is pleased to present this proposal to provide project management/staff augmentation services that entail constructability review and specification preparation for the 6t1 Street Alley Sewer/Water Replacement project, and project management services for both the 6'h Street Alley Sewer/Water Replacement project as well as the Sewer Pump Station #35 project to the City of Seal Beach (City). Ardurra's project understanding, proposed scope of services, team and hourly rates are presented herein for your consideration. Project Understanding/Proposed Scope of Services/Team Ardurra understands the City would like us to provide project management/staff augmentation to assist the Public Works Department project management services for both the 6`1 Street Alley Sewer/Water Replacement project as well as the Sewer Pump Station;935 project. We propose Mark Lewis, PE, TE who brings 36 years of engineering experience, to provide these services to the City. During Mark's tenure as Director of Public Works/City Engineer forthe Cityof,Fountain Valley, he directed the overall operations of the Public Works Department including development of a robust CIP'mduding inshouse as well as consultant design, construction funding, contract management, and fmal'completion. Mark s ability:to deliver projects on time and on budget with minimal change orders and contract dispute`s provided for efficient and economic capital improvements. Mark's thoughtfulness about schedule to minimize commu nity impacts and coordination: with other, stakeholders not only added to the economic efficiency of the project but also toward fostering community support;a'nd acceptance of the project making the impacts of construction more palatable to the community. Mark also has extensive experience and good relations working with the design firm for both projects./ In addition to Mark's directinvolvement; oversight, and experience on similar projects throughout his career, he will be supported by Steve 6cluni, PE, who has extensive knowledge and -experience with the City s' nfrastructure and community from his tenure as Director of Public Works/City Engineer in Seal Beach',from 1995 —2001. Ardurra also has a robust construction management section that can provide support as neededlesumes for Mark and Steve follow our Fee Proposal. Project Management for the 6th Street Alley Sewer/Water Replacement and Sewer Pump Station #35 Mark will se`"rve'as project manager for both projects, supported by Steve Markwill be directly involved in the activities -'as project manager and will oversee any support operations provided by Ardurra's team. Ou'r project management; approach to provide the services we understand that the City,is seeking is to ensure'that'our consulting team led by Mark is comprised of individuals who have extensive experience working as and/,orfor,public sector Public Works executives. In this way, we ensure the Citynot only has individuals with the technical know=how but also the _T NEWPORT BFcH EL SEGUNDO LONG BEACH SAN DIEGO SACRAMENTO WWW.ARDURRA.COM City of Seal Beach April 7, 2021 Page 2 political a cu men toproperly manage aproject that meets with community acceptance and City Council approval of the final outcome from a performance and cost effectiveness standpoint. Our project management approach includes the following task areas: • Provide community outreach in advance of each project with the greater emphasis on the 6tb Street Alley project. This includes providing a reasonable amount of response to project stakeholders and community concerns throughout, the project. It is anticipated that there will be one pre -construction community outreach meeting. Notices of these meetings will be provided byArdurra. Excluded from community outreach is any social media, website management, special signage, or. routine mailings. • Bid support and bid management for both projects. This includes documenting any His during bidding and managing the responses with the design engineer. It also includes review ofthe bids received and the corresponding bid documents foraccuracy, thoroughness, compliance with the bid specifications, tabulation of all bids and recommendation to the City for award. • Review and coordination with the design engineer, AKM, for RFIs, submittal approvals, and proposed change orders. • Coordination with dry utilities (gas, SCE, phone, cable) to avoid conflicts or schedule impacts. • Conducting weekly on-site construction coordination meetings. This will include agenda preparation, taking notes/minutes, and responding to any questions/concerns that have resulted from the prior week's meeting. • Review of the project schedule to ensure timely completion and maintain,ownershipofthe float inthe schedule. • Review and process progress payments in accordance with the contract documents and City pay schedules. • Review and recommend action on requests for change orders. • Maintain files for all documents processed as part of the project. • Ensure that the contractor is maintaining as -built records during construction to enable the design engineer to prepare final As -Built drawings forthe City. • Provide a summary report of both projects upon completion and turn over to the City all project documents. Fee Proposal Our fee proposal for project management/staff augmentatio ,is included ori, }he following page. Billing will be on a time and materials (T&M)basis not -to -exceed the total proposed amount of $154,800 Any portion of the proposed budget amount that is not utilized will not be billed to the City. Any delays`or extended time grantedfor either or both projects or any additional scope beyond that which is outlined in this proposal'may require additional courpensation for either or both projects. We appreciate the opportunity to propose,on1liis work. We look forward to continuing and enhancing our positive working relationship with the City's team to deliver high quality service. If there are any questions regarding tliis proposal, please contact Mark Lewis at (949) 667' 0391 or mlewis@ardurra.com or contact meat (714)476-3509,pravoyiatzes@ardurra.com. Sincerely, Ardurra Group, Inc Anissa Voyiatzes, PE, QSD, ENV SP Mark;Lewis, PE; TE Engineering and Municipal Services Group Leader Senior Project Manager Project Management/Staff Augmentation Services for the Sanitary Sewer Pump Station#35 and 611 Street Alley Sewer/Water Replacement Projects Fee Proposal City of Seal Beach Public Works Department City of Seal Beach Project Management Services for the 6th Street Alley and Sewer Pump Station #35 1 M /V ARDURRA rldii 1 Est. Hours Per Extended TITLE 'Total Hours Hourly Rate t Day Fee Project Manager 2.50 250.00 S 200.00 S 50,000.00 QA -QC Manager 0:25 25'00 $ 200.00 S 5,000.00 Projectiontrols 1150 150.00 $ 120.00.$ 18,000.00 , III I 1 DaySJF Est. Hours Per Extended TITLE Total Hours Hourly Rate Da. Fee Project Manager 2.50 250.00 $ 200.00 $ 50,000.00 QA -QC Manager 0.25 25.00 $ 200.00 $ 5,000.00 Proiectfontrols 1.50 -150.00 :$ 120.00 $ 18,000.00 III I 1 _PaysJJ Est. Hours Per Extended TITLE Total Hours Hourly Rate Day Fee Pro'eR Mana er 250 25.00 $ 200.00 $ 5,000.00 QA -QC Manager 1.00 10.00 S 200.00 $ 2,000.00 ProjeA Controls 1'.50 ,15.00 $ .120.00 $ 1,800.00 :11 II Total EitiMitecifeb :11 II 1 M /V ARDURRA t 1 M /V ARDURRA Project Management/Staff Augmentation Services for the Sanitary Sewer City of Seal Beach Pump Station #35 and 61 Street Alley Sewer/Water Replacement Projects Public Works Department Mark Lewis; PE, TE I Ardurra Senior Project Manager Education: BS/1986/Civil Engineering/California State University, Long Beach Registrations: 1992/PE/Civil/CA # C49335 1992/TE/Traffic/CA # TR1637 2001/PE/Traffic Operations Engineer/CA # 661 Professional Affiliations: American Society of Civil Engineers; American Public Works Association; Institute of Transportation Engineers; American Water Works Association; City Engineers Association of Orange County; League of California Cities Public Works Officers Institute Awards and Recognition: 2019APWA'Southern California Top Leader Public Sector Years of Experience: Entered the profession in 1985; Ardurra year of hire — 2020 Mark Lewis, PE, TE, is a proven leader with 36years ofengineering experience. Mark's ambitious career with the City of Fountain Valley (City) spans 35 years commencing as a college intern and advancing to the position as director of public works/city engineer for the last 13 years. Mark has extensivefamiliarity, knowledge and progressive management expertise in strategic planning, operational efficiency, financial planning, and human resources management. He applies an innovative approach in these key areas in addition to communication, funding procurement, asset management, capital improvement program development and implementation, project management and intergovernmental relations to deliver cost-saving solutions to all his projects. During his tenure, Mark directed the funding, operation, and capital improvement of the City's Utilities Division which includes a full-service water production and distribution system, full service sanitary sewer collection as well as storm water collection system. Mark has secured more than $60 million of,local; federal, and state grants to fund a capital program that resulted in the City being known forits,hgh-quality streets, world class sports park and recreational center as well as a self-sustaining Utilities system that is fully funded by a comprehensive yet simplistic water and sewer rate structure. Mark's additional and notable accomplishments include chairing the Orange County Transportation Authority (OCTA) Technical Advisory Committee (TAQ and Technical Steering Committee (TSC) on four separate occasions. He participated in drafting language for OCTA Measure M2 and met with government and business leaders throughout its development and ultimate passage. Mark is also the current chair of the Laguna Beach Water'Commission, past president of the OC City Engineers 4 Association, past president of OC Traffic Engineering Council Mark is' leading mind and well respected in regional arenas of transportation, water works and civil services tthrough out e County; He was a leading voice on the OCWD Groundwater Producer's Group which helps guide strategiesfor management of the groundwater basin in Orange County. RELEVANT EXPERIENCE Utilities Management Support, City of Huntington Beach, CA. Project, manage responsible for providing organizational analysis and recommendations; assisted with development of the Capital Improvements Program (CIP) and coordinated with supervisors and superintendents relative to operational and capital issues., Traffic Engineering Support, City of Lake Forest, CA. Project manager providing additi6naI municipal engineering assistance with traffic operations, traffic engineeringand transportaponmanagement for capital. improvement projects. Responsibilities included developing traffic engineering policies, traffic ommission agenda reports, reviewing development projects as they relateto traffic impacts; school traffic programs, daily tiafiicengineering questions/concerns. Randall Avenue Street Improvements, City of.Rialto, CA. Program manager leading the design team in evaluating Randall,A'venue street improvements for traffic, ADA, and construction quality ncerns by developing a strategic plain report, directing the design effort to prepare plans for improvement, and coordinating wiih':the City, including the atymanager, city attorney, mayor, pro tem, and the City's ADA consultant. Director of Public Works/City Engineer, City of Fountain Valley, Fountain Valley; CA * As public works director/city engineer, responsible foroverseeing the daily operation of 76'(now 59) full time employees; multiple contract maintenance r 21 page /VV ARDURRA Project Management/Staff Augmentation Services for the Sanitary Sewer City of Seal Beach Pump Station #35 and 61 Street Alley Sewer/Water Replacement Projects Public Works Department service agreements, an annual $7 -million general operating budget, an $11 -million water utility operating budget and a capital improvement budget that ranged from $10 to $20 million annually. The City is a full-service city with a population over 55,000. There are 220 full time employees, up to nearly 100 parttime employees and an annual $44 -million General Fund operating budget. The City delivers high quality, fiscally responsible public services that feature strong public safety, well maintained public infrastructure, progressive business development to preserve and enhance City revenues, diverse community programs and a high quality of life in the City's neighborhoods. (2006-2019) Key.accomplishments included: • Directed the, operations, maintenance, and capital improvements of a full-service water system with an annual demand of approx. 10,000 AF, over 17,500 connections; two 5 -million -gallon reservoirs, six water production wells, one MWD.import connection, and approx. 1,700 AF demand and service for reclaimed/recycled water via Green Acres Production (GAP) Reclaimed.Water. • Capital Improvement Project (CIP) experience includes project director on construction of new booster stations for both reservoirs. One project included rehab of interior of raised steel tank. The other project included the seismic evaluation of a half -buried concrete tank in a residential neighborhood park. This included numerous neighborhood meetings ultimately leading to constructing a new basketball court within the adjacent park, upgrading ADA access throughout the park, and construction of a new ADA accessible playground structure. The booster station building was architecturally designed to be compatible with the neighborhood. • Project manager/director for construction and equipping of new water well within a new residential neighborhood park. This included securing flood plain certification to allow for drilling and equipping within a flood zone. The well building was designed by the housing tract architect to ensure compatibility with new tract homes. The environmental clearance was also included in the EIR for the housing tract. I oversaw three separate contracts for drilling, equipping, and a''/z-mile distribution pipeline. • Directed the conversion of all metered connections to AMI. Under Mark's leadership, Fountain Valley was the first agency within this area to convert all metered connections to AM] in a single project. Since, many agencies have converted to similartechnology;and have used this model as their guiding principle for their conversion projects. • Developed a fully rate funded CIP for sanitary Sewer system pipeline replacement, repair, and lining projects. This included equipping the staff with CCTV and other equipment to provide for in-house completion of minor works that were both economically and time efficient. • Directedthe design and rehabilitation/upgrade'of.the City's two stbinm water pump stations that were on the brink of failure prior to their rehabilitation due to funding challenges to complete the two projects. • Established adequate but conservative sevveand water ratesto'd'ejiver high quality, cost effective utility services. • Implemented full cost recovery to the General Fund for Water Enterprisefacilities leading to General Fund revenues by more than $1.7,millionannually. • Reorganized the publicworks department to utilize the economic value oftheprivate sector combined with high quality, well-trained City'forces resulting in a 25 percent, reduction in City workforces, more than $1.5 -million savings in personnel costs while maintaining a high-levefservice. • Collaborativelymorked on the City's Crossings Specific Plan to provide economic enhancement through re -development opportunities. • Collaborated with other department heads and City Council on Strategic Plan Goals and Objectives andaggressiveiy: pursued completion of several identified Council priority items. ` • ' Secured more than $3 million from OCTA for staff and consultant res"ourcesfor 1-405 project interface,Alsor,through valuable institutional knowledge of previous freeway agreements was'abie to ensure all utility relocation costs associated with 1-405 are 100 percent funded by OCTA, saving the City several million dollars.,. • Innovative and aggressive financial budgeting and funding strategies to secureover.$60millioni0easureM, state, and federal funding for transportation. 3I page ARDURRA Project Management/Staff Augmentation Services for the Sanitary Sewer City of Seal Beach Pump Station #35 and 61 Street Alley Sewer/Water Replacement Projects Public Works Department Additional Key Accomplishments.include: • Completed an expandable citywide communications network infrastructure. • Completed the development of citywide Geographic Information System (GIS) utilizing Utility Systems Master Plans as a catalyst • Completed state-of-the-art citywide Traffic Management System. • Managed construction for the $20 -million Recreation Center and Sports Park Master Plan Expansion, the largest capital project in the City's history. • Completed a $5 -million energy efficiency project to improve efficiency and lower energy costs while utilizing Federal Economic Stimulus Funds to assist in the financing. Led an energy -efficiency project that included purchase of SCE streetlights to be converted to LED and utilized as infrastructure support for small cell antennae and other similar communication networks. • Implemented a fleet management program that reduced rolling stock by over 25 percent, costs by nearly $1 million and improved overall maintenance and preservation of diverse inventory. • Strengthened inter -agency and, regional agency relations expanding the City's leadership in various regional arenas. • Twice served as chairman of OCTA TAC and TSC. Forged alliances with government, private business and citizen advocacy groups on programs and financial plans that became part of the ballot measure for renewal of Measure M in 2006. As chairman in 2009-10, collaborated with local agency leaders and executive management staff, including the CEO of.00TA on the guidingprinciples forth@ competitive funding programs for local agency transportation for the newly voter -approved 30 -year extension to Measure M. City Engineer/Traffic Engineer, City:of Fountain Valley, Fountain Valley, CA.* Responsible for overseeing a daily operation that included ten full time employees, multiple professional service and, contract maintenance service agreements, a general $1 -million operating budget and $12 -million capital improvement budget. Secured millions of dollars in Measure M, state, and federal funding for transportation: Introduced a citywide Geographic Information System (GIS). Developed comprehensive updates to public infrastructure master plans.forwater, sewer, drainage and streets including financial plans and user rates. Continued development of state -of -the -A Traffi(Manag"ement System. Overhauled City standards for private development standards and conditions, constructionplans, bid'documents, contracts and claims release documents. l Appointed to serve on OCTA, TAC and TSC. EnhancedLdevelopment of,interagenryrelationships. (1999-2006) Traffic Engineer, Cityof Fountain Valley; Fountain Valley, CA.* Secured' Measure M, state and federal funding for transportation. Expanded signal mtertie netwotk and implemented, the Traffic'Management Center. Initiated studies for traffic safety and operational efficiencyt6athave been highly regarded in the industryand are continually used locally and at the state level. Initiated a development' plan review process to better coordinate between,City departments to reduce plan review time. (1996-1999) * Work performed prior to joining Ardurra 41 page ARDURRA Project Management/Staff Augmentation Services for the Sanitary Sewer City of Seal Beach Pump Station#35 and 61" Street Alley Sewer/WaterReplacement Projects Public Works Department Stephen Badum, PE I Ardurra Education: Registration: Professional Affiliations: Years of Experience Manager, Municipal Services MPA/1997/Public Administration, California State University, Long Beach BS/1980/Civil Engineering/ University of MA, Amherst 1983/PE/Civil/CA #036106 American Society of Civil Engineers; American Public Works Association; International City Managers Association Entered the profession in 1980; Ardurra year of hire — 2016 Stephen G. Badum, PE, brings more than 38 years of experience in the field of municipal management and engineering. His projec( pes have included: public works administration/management; engineering planning and design; general maintenance and operations; water and sewer maintenance and operations; construction administration, inspection, and resident engineer; land development design, plan check, subdivision, and environmental processing; and consultant procurement and management. Steve retired in 2015 as the assistant city manager for the City of Newport Beach working with all City departments to improve and streamline City services. Significant accomplishments include the management of the $140 -million Civic Center and Park projectincluding a 16 -acre park/wetlands/dog park,17,000sf library expansion, 100,000 square feet of City Hall Office building with one stop permitting center and a 450 -space parking structure. Steve is currently'Ardurra's Manager for Municipal Services Division and works closely with our municipal clients to assist them with the delivery of capital projects and'municipal services including feasibility studies, program analysis and implementation, management consulting, engineering design, capital project; management and staff augmentation. RELEVANT EXPERIENCE On -Call City Engineering Services, City of Signal Hill, CA. Currently under a multi-year contract reporting to the public works director and serving as City Engineer providing city engineering services including capital improvement program management, development services, review; assessment district program management, preliminary engineering,, capital project planning, budgeting and scheduling, permit and grant administration and general engineering support services with a team of seasoned municipal managers; engineers, designers, p"roje`cbmanagers, construction managers and inspectors, grant administration and support specialists. / \ City Engineering and Project Management Services, City of Signal Hill; CA: Provided city engineer and project management services for the City of Signal Hill include overseeing activities of various divisions within the Public Works Department on a temporary basis during the recruitment to fill the permanent public works director position. These divisions include administration, engineering;, capital programs, water, stormwater/water"quality, and parks, streets and right of way maintenance. This position oversaw.deparfinental activities and supports programs that enabled the community to continue to function during the recruitmentpr'ocess,Thisassignmenfwas under he direction of and provided administrative assistance to the city manager. Another` key responsibility was to ensure the ongoing implementation of the City's capital s improvement program during the recruitment process and transitioning to the new director.t i Recent projects fonthe City include: • View Park and Reclaimed Water:System Development Prolectmanagement for the City's construction of; View Park and reclaimed water system to service the park and other future parks and open space Duties include �he management of a S2 -million RMC grant; management ofthe landscape architect and engineering consultants for the design of the reclaimed water system, negotiations.with the City 1.ofLong Beach to provide reclaimed water, and coordination with the community. • Signal Hill Dog Park— Project management for the City's Dog Park just south of the 405,Freeway between Atlantic and Orange Avenues. Improvements include.newartificial turf, landscaping;,a,parkmg lot and sidewalks. 5I page /V ARDURRA Project Management/Staff Augmentation Services forthe Sanitary Sewer City of Seal Beach Pump Station #35 and 6`h Street Alley Sewer/Water Replacement Projects Public Works Department The park will'be enhanced with play mulch, crushed -granite walkways, seating, lighting, fencing, and drinking fountains. Public Works Engineering Bureau Staff liaison, City of Long Beach, CA. Serving as public works staff liaison responsiblefor preparing a study to address current organizational, operational, and staffing issues forthe improvement of the City's development services program. Responsible for facilitating project processing and assisting in the implementation of the study's findings for development clients in the City. The goal is to support the City's vision of sustainable development and re -development most effectively. On-call Municipal Engineering Services, Opportunity Studies Area (OSA) Projects, City of Lake Forest, CA. Management contact for this $3,585,000 project involving amulti-year contract with the City to provide services for general municipal engineering, review of land use development applications, plan check for proposed developments, public works encroachment permit inspections, capital improvement project design, construction management and inspection, and water quality program management. (Ongoing) Lincoln Avenue Widening, City of Anaheim, CA. Quality assurance/quality control for engineering design services forthe widening of Lincoln Avenue, between East Street and State College Boulevard,pavement reconstruction, median island construction, curb and gutter construction, sidewalk construction, parkway construction, driveway construction and curb ramp upgrades. Assistant City Manager, City of Newport. Beach, CA. Responsible for overseeing City operation departments including Public Works, Community Development, and Municipal Operations Departments. Assisted the City Manager in developing the City budget, policy, programs, and strategic planning. Worked with City Council members, Commissioners, committee members and community members to address and resolve community problems and issues in a dynamic environment. Performed special projects such as the construction management of the Civic Center and Park project and implemented the West Newport Facilities Program. Provided organization analysis and development forthe City administration and programs. Public Works Director, City of Newport Beach, (A. As public works director was responsible for administering The City's Public Works Department including the Engineering, Transportation and Development Services and Harbor Resources Divisions; coordination and preparation of the annual Department°_Budget($5 million +) and Capitallmprovement Program ($60 million +); oversaw grant development, personnel issues; an dreview/investigate/resolve City Council and citizen issues. Additional duties included: regularly attending and,pesenting items to CityCouncil, various Commissions and sub- committees and community groups; coordmated'and worked with other agencies such as Caltrans, FEMA, Orange County Transportation Authority, County of Orange, Orang County Flood Control Orange County Sanitation District, Orange County Water District, and neighboring Cities; and managementof a variety of other projects and tasks as warranted or assigned. Projects included: Newport Beach Civic Center and Park. The $1.05 -million project included the 981000 -SF city hall office building, a 450 -space parking garage,,a 17,000 -SF addition to the Central Library and 16 -acre park. (2012) Oasis Senior Center. A $15-million"senior center. Marina ParkdA $20 -million 12 -acre park with a small visitor marina; Girl Scout house, basketball court, tot lot, community centerand sailing center. Su6sYidge Park. This project consisted of 15 -acre park with baseball and soccer fields, tot lot, public restroom, and an ocean view park. 61 page /V ARRDURRA EXHIBIT B 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, Consultant 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", Consultantshall 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. Consultant 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. Consultant shall not perform work with any subcontractor that is not registered with DIR pursuant to Section 1725.5. Consultant and subcontractors shall maintain their registration with the DIR in effect throughout the duration of this Agreement. If Consultant or any subcontractor ceases to be registered with DIR at any time during the duration of the project, Consultant shall immediately notify City. 4. Pursuant to Labor Code Section 1771.4, Consultant's Services are subject to compliance monitoring and enforcement by DIR. Consultant 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. Consultant acknowledges receipt of a copy of the DIR determination of such prevailing rate of per diem wages, and Consultant shall post such rates at each job site covered by this Agreement. 6. Consultant 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. Consultant 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 Consultant or by any subcontractor. 7. Consultant shall comply with and be bound by the provisions of Labor Code Section 1776, which requires Consultant 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. Consultant 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. Consultant shall be responsible for compliance with these aforementioned Sections for all apprenticeable occupations. Prior to commencing work under this Agreement; Consultant 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, Consultant and each of its subcontractors shall submit to City a verified statement of the journeyman and apprentice hours performed under this Agreement. 9. Consultant shall not perform work with any Subcontractor that has been debarred or suspended pursuant to Cal ifornia°Labor Code Section 1777.1 or any other federal or state law providing for the debarment of contractors from public works. Consultant and subcontractors shall not be debarred or suspended throughout the duration of this Contract pursuant to Labor Code Section 1,777.1 or any other federal or state law providing for the debarment of contractors from public works. If Consultant or any subcontractor becomes debarred or suspended during the duration of the project, Consultant shall Immediately notify City. 10. Consultant acknowledges that eight hours labor constitutes a legal day's work. Consultant shall comply with and be bound by Labor Code Section 1810. Consultant shall comply with and be bound by the provisions of Labor Code Section 1813 concerning penalties for workers who work excess hours. Consultant shall, as a penalty to City, forfeit $25.00 for each worker employed in the performance of this Agreement by Consultant 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 Consultant 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, Consultant 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, Consultant shall be responsible for such subcontractor's compliance with Chapter 1 and Labor Code Sections 1860 and 3700, and Consultant 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. Consultant 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. Consultant shall diligently take corrective action 10 halt or rectify any failure. 13. To the maximum extent permitted by law, Consultant shall indemnify, hold harmless and defend (at Consultant'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 Consultant, 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 Consultant under this Section shall survive the termination of the Agreement. ARDURRA-01 KGODWIN AGOI20' ��- CERTIFICATE OF LIABILITY INSURANCE DA EIMMIDDM YYI 512712021 THIS CERTIFICATE IS ISSUED AS.A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE. DOESNOT. 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 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 II not confer ri lits to the certificate holder in lieu'bf. such'endorsendent(s). this certificate III... PRODUCER Ames& Gough 8300' Greensboro Drive Suite 980 McLean, VA 22102 'CONTACT NAME: IAICNNNo, Ext): (703) 827-2277 pu'Xc,No):(703) 827-2279 E- LE .admin@amesgoligh.com INSURE SAFFORDING COVERAGE NAIDM INSURER A:Valley Fore Insurance Com an A XV 120508 INSURED INSURER B:Natiohal Fire Insurance Company of Hartford A(XV) 120478 INSURER C:Contlnental Insurance Company AXV 35289 Ardurra Group, Inc. 4921- Memorial' Highway, Suite 300 INSURER D: Berkshire Hathaway Specialty Insurance Companyl22276 Tampa; FL 33634 INSURER E INSURER F:. 71 CLAIMS -MADE ❑X OCCUR COVFRAGFS CERTIFICATE. NUMBER: REVISION NUMBER: THIS''IS TO CERTIFY THAT THE. POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION, -OF"ANY CONTRACTOR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE_ MAYBE ISSUED. OR MAY PERTAIN, THE -INSURANCE AFFORDED BY THE POLICIES DESCRIBED H ERE] NIS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED' BY PAID CLAIMS. /NSR LTR TYPE OF INSURANCE AODD MIDR POLICY NUMBER MO/DOY EFF MMIDDINY LIMITS A X I COMMERCIAL GENERALLIABILITY EACH OCCURRENCE $ 1,000,000 71 CLAIMS -MADE ❑X OCCUR 6075640222 1/112021 111/2022 DAMAGE TO RENTED REMISES(Eaoccugenw)_ 1,000,000 $ X $ 15'000 Contractual Liab._ MED EXP (Any oneperson) PERSONAL B ADV INJURY $ 1,000,000 GEN 'X 'L AGGREGATE LIMIT APPLIES PER. POLICY jEeT F-1 LOC GENERAL AGGREGATE. l$ 2,000,000 PRODUCTS -COMPIOPAGG $ 2'000'000 OTHER'. $ B. AUTOMOBILE LIABILITY EeacrlCM EDI SINGLE LIMIT $ 1,000,000 BODILY INJURY Perperson) $ X ANY AUTO 6075640236 11112021 1/1/2022 OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY (Per amdenil_ $ PROPERTY DAMAGE (Per accident) $ A�EE ppyWyNN TODS ONLY AMS NEDY $ C X UMBRELLA UAB X OCCUR. EACH OCCURRENCE ib 15,000,000 EXCESS une CLAIMSMADE16075640270 111/2021 1/112022 AGGREGATE $ 15'000'000 Is DEO X I RETENTION$ 10,000 C WORKERS COMPENSATION AND EMPLOYERS' LIABILITY YIN ANY PROPRIETORIPARTNERIEXECUTIVE . OFFICERIMEMBI (Mandatory in NH) NIA 6075640267 1/1/2021 1/112022 I X I STATUTE I I PRH—1 E. L. EACH ACCIDENT 1,000,000 5 E.L. DISEASE - EA EMPLOYEE I 1,000,000 $ � E L DISEASE POLICY LIMIT $ If yes tlescned under1,000,000 DESCRIPTION OF OPERATIONS MI. D' Professional Liab. 47-EPP-306878-03 1/112021 1/1/2022 Per Claim/Aggregate 5;000,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101; Additional Remarks Schedule, may be attached if mote space is required) RE: ALL PROJECTS/OPERATIONS The City of: Seal' Beach, CA, its officers, officials, employees, designated' volunteers and agents serving as independent contractors in the role of City. officials areincluded as additional insured with respect to General Liability„ Automobile liability, and Umbrella Liability when required by written contract. General Liability includes Additional Insured coverage for.Completed Operations as required by written contract. General Liability, Automobile Liability, and Umbrella _primary and no -contributory over any existing insurance -end limited to liability arising out of the operations of the named insured and when Liability are n required by written. contract. General Liability, Automobile Liability, WorkersCompensation, and Umbrella Liability policies include a waiver of subrogation. in SEE ATTACHED ACORD 101 CERT!Flr ATE HOLDER r.ANCFI I ATlr)N ACORD 25 (2016103) @ 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE Cit of Seal Beach, CA City THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. 2118th Street Sea$ Beach, CA 90740 AUTHORIZED REPRESENTATIVE ACORD 25 (2016103) @ 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD ACORO" 1111� AGENCY CUSTOMER ID: ARDURRA-01 KGODWIN LOC #: ADDITIONAL REMARKS SCHEDULE Page 1 of 1 AGENCY Ames & Gough 9 NAMEDINSURED Ardurra Group, Inc. 4921 Memorial Highway, Suite 300 Tampa,. FL 33634- POLICY NUMBER EE PAGE 1 CARRIER NAIC CODE EE PAGE 1 SEE P1 EFEECnVE DAT! SEEPAGE 1 THIS ADDITIONAL REMARKS FORM IS ASCHEDULE TO ACORD: FORM, FORM NUMBER: AC ORD 25. FORM TITLE: Certificate of Liability Insurance Description. of Operations/LocationsNehicles: favor of the additional insureds 'where, permissible by state law and when required by writterixontract. 30-dayMotice of, Cancellation. will be issued for'the Geiieral'Liability, Automobile Liability, Workers Compensation, Umbrella'Liability,and Professional Liability policies in accordance with policy terms and conditions. The ACORD name and logo are registered marks ofACORD CNA CNA PARAMOUNT Blanket Additional Insured - Owners, Lessees or Contractors - with Products -Completed Operations Coverage Endorsement This endorsement+modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART It is understood and agreedas follows: 1. WHO IS AWINSURED is amended to include, as an Insured any, person or organization whom you are required by written contract to add as an additional Insuredon this'coverage part, butonly with respect to liability for bodily injury, proper ty'damage or persorial-and advertising injury caused in whole or in part by your acts oromissions, or the acts or omissions of those acting on your behalf: A. in the performance of your ongoing operations, subject to such written contract; or B. in the performance of your work subject to.such,written contract, but only with respect to bodily injury or property damage.included in the products -completed operations hazard, and only if: 1. the written contract requires you to provide the additional insured such coverage; and 2. this coverage part provides such coverage. II. But if the written contract requires: A. 'additional insured coverage under the 11-85 edition, 10-93 edition, or 10-01 edition of CG2010, or under the 10- 01 edition of CG2037; or B. additional insured coverage with "arising out of language; or C. additional insured coverage to.thegreatest extent permissible by law, then paragraph (.:above is deleted in,its'entirety and replaced by the following: WHO IS AN INSURED is amended to include aslan Insured any person or organization whom you are required by written contract to add,as an additional insured on -this coverage part, but only with respect to liability for bodily injury, property damage or personaland advertising injury arising out of your work that is subject to such written contract. III. Subject always to the terms and conditions of this policy; including the limits of insurance, the Insurer will not provide such additional insured with: A. coverage broader than required:by.the written contract, or B. a higher limit of insurance than required by the written contract. IV. The insurance granted by this endorsement to:the additional insured does not apply to bodily injury,., property damage, or personal and advertising injury arising out of. A. the rendering of, or the failure to render, any professional architectural, engineering, or surveying services, including: 1. the preparing, approving, or failing to prepare or approve maps, shop drawings, opinions, reports, surveys, field.orders, change orders or drawings and specifications, and 2. supervisory, inspection, architectural or engineering activities, or B. any premises or workfor which the additional insured is specifically listed as an additional insured on another endorsement attached to this coverage part. V. Under COMMERCIAL GENERAL LIABILITY CONDITIONS,. the Condition entitled Other Insurance is amended to add the following, which supersedes any provision to the contrary in this Condition or elsewhere in this coverage CNA75079XX (10-16) YOIICy NO: 6 U/ t, b 4 U 2 2 2 Page 1 of 2 Endorsement No: 13 The Continental;- Insurance Co. Effective Date: 01/01/202i Insured Name`ARDURRA GROUP., INC. Copynght CNA All Rights Reserved.` Includes copyrighted material' of. Insurance Services Once; Inc., with its permission. CNA CNA PARAMOUNT I� Blanket Additional Insured - Owners, Lessees; or Contractors• -with Prod ucts-Completed Operations,Coverage Endorsement Primary and Noncontributory Insurance With respect to other insurance available to,theadditional insured under which the additional linsured:is',a;named insured, this insurance is primary to and will not seek contribution from such otherinsurance, provided that a written. contract requires the insurance provided by this policy 4o be: 1. primary and non-contributing with other insurance available to the additional insured or 2: primary and to not.seek contribution from any other insurance available to thea lditional insured. But except as specified above, this insurance will be excess of all other insurance available tome additional insured. VI. Solely with respect to the insurance granted by this endorsement, the section entitled:COMMERCIAL GENERAL LIABILITY CONDITIONS is amended as follows: The Condition entitled Duties In The Event of Occurrence, Offense, Claim or Suit+isamended with the addition of the following: Any additional insured pursuant to this endorsement will as soon as practicable: 1. give the, Insurer written notice of any claim, or any occurrence or offense which may result in.a claim, 2. send thejnsurer copies of all legal papers received, and otherwise cooperate with the Insurer In the:investigation, defense, or settlement of the claim, and 3. make available any other insurance, and tenderfhe defense and indemnity ofany claim to any other. insurer or self -insurer, whose policy; or program applies to a loss that the Insurer covers under this coverage. part. However, ,if the written contract requires this insurance to be primary and non=contributory, thisparagraph,3: does' not apply to insurance on which: the additional insured Is a`named insured. The Insurer has no duty to defend or indemnify an additional insured under this endorsement until the I nsurer. receives written notice of,a claim from the additional insured. VII. Solely with respect to the insurance granted by this endorsement, the section. entitled' DEFINITIONS Is amended to add the following definition: Written;contractmeans a written contractor written agreement that requires you to,make a person or organization an additional insured on this coverage part, provided the contract or agreement: A. is currently in effect or becomes effective during the term of this policy; and B. was executed prior to: 1. the bodily injury or property damage; or 2. the offense that caused the personal and advertising injury; for which the additional insured seeks coverage. Any coverage granted•by this endorsement shall applysolely to the extent permissible bylaw. All other terms and conditions of the Policy remain unchanged. This endorsement, which'forms`a part of and is for attachment to the Policy issued b'y- the _designated lnsurers,,takes effect on'the effective date of said Policy'at the hour stated in said'Polic_ y, unless another effective date is shown below, and expires concurrently with said Policy. CNA75079XX (10-16) Policyi 607,5640222 Page 2 oft Endorsement No: 13 The Continental Insurance Co. Effective Date:- 01/01./-2021 Insured Name: ARDURRA GROUP, INC. Copynghl CNA All Rii Reserved. Induoes mpyrighfeo mavrial of Insurance Services nRce, Inc., wIM ds permission. N CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement Itis understood. and, agreed that this endorsement amends.the COMMERCIAL GENERAL LIABILITY COVERAGE PART as follows. If any"other endorsement "attached to this policy amends any provision also amended by this endorsement, then that other`endorsement controls with respect to such provision, and the changes made by this endorsement with respect to such provision do not apply. CNA74858XX (1-15) Policy No: 6075640222 Pagel of't8 Endorsement No: CONTINENTAL CASUALTY COMPANY Effective Dale: 01/01/2021 Copynght CNA All Rights ReserveB. Indudes copyrighted malenal of InswanceServices CKce, Inc., withits permission. TABLE OF CONTENTS 1. Additional Insureds 2. Additional Insured - Primary And Non -Contributory To Additional Insured's Insurance 3. Additional Insured — Extended Coverage 4., Boats 6. Bodily Injury —Expanded Definition 6. Broad Knowledge of Occurrence/ Notice of Occurrence 7. Broad Named Insured 8. Contractual Liability —Railroads. 9. Estates,.Legal Representatives and Spouses 10. Expected.Or Intended Injury— Exception for Reasonable Force 11. General Aggregate Limits ofansurance — Per Location 12. In Rem Actions 13. Incidental Health Care Malpractice Coverage 14. Joint Ventures/Partnership/Limited'Liability'Companies 15. Legal Liability — Damage To Premises 16. Liquor Liability 17. Medical Payments 18. Non -owned, Aircraft Coverage 19. Non -owned Watercraft 20.: Personal And. Advertising Injury:— Discrimination.or Humiliation 21. Personal And Advertising Injury - Contractual Liability 22. Property Damage—Elevators 23. Retired Partners, Members; Directors And Employees 24. Supplementary Payments 25. UnintentionaFFailure To Disclose Hazards 26. Waiver of Subrogation- Blanket 27. WrapTUp Extension: OCIP, CCIP;orConsolidated (Wrap -Up) Insurance Programs CNA74858XX (1-15) Policy No: 6075640222 Pagel of't8 Endorsement No: CONTINENTAL CASUALTY COMPANY Effective Dale: 01/01/2021 Copynght CNA All Rights ReserveB. Indudes copyrighted malenal of InswanceServices CKce, Inc., withits permission. CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement 1. ADDITIONAL INSUREDS a. WHO IS AN INSURED:is amended to include as an Insured any person,or organization; described in^.paragraphs A. through I. below.whom a Named Insured Is required'to adders an additional insured on this Coverage.Part, under a written contract or written agreement, provided such contractor agreement: (1) is currently in effect or becomes effective during the term of this Coverage Part, and (2) was executed prior to; (a) the bodily injury.or property damage; or (b) the offense that caused the personal and advertising. injury, for which such additional'insured seeks coverage. b. However, subject alwaysto'the terms and conditions of this policy, including the limits ofinsurance, the Insurer will not provide such additional insured with: (1) a higher limit of insurance than required by such contract or agreement; or (2) coverage broader than; required by such contract or agreement, and in no event broader than that described by the applicable paragraph A. through I. below. Any coverage granted by this endorsement shall apply only to the extent permissiblerby law. A. Controlling Interest Any person or organization with a, controlling interest'ina Named Insured butonly with respect to such person or. organization's liability for bodilyinjury, property' damage orpersonal and advertising injury arising out of 1. such person or organizationsifinancial control of;a Named Insured; or 2. premises such person or organization owns, maintains or controls while a Named Insure_ d_ leases or occupies such premises; provided that the coverage granted by this paragraph does,not,apply to structural, alterations, new construction or: demolition operations performed by, on behalf of, orfcr such additionalinsured. B. Co.owner of Insured Premises A co-owner of a premises co -owned by a Named Insured and covered under this insurance but only withrespect to such co -owner's liability for bodily injury; property damage or personal and advertising injury,as co-owner of such premises. C. Engineers, Architects or. Surveyors Engaged By You CNA An architect, engineer or surveyor engaged by the Named Insured, but only with, respect to liabilitytforbodily injury, property damage or personal ;and advertising injury caused In whole or In part by the Named Insured's acts or omissions, or the acts or omissions of those acting on the Named Insured's behalf: a. in connection with the Named Insured's premises, or b. in the performance of the Named Insured's ongoing operations. But the coverage hereby granted to such additional insureds does not apply to bodily injury, property, damage or personal and advertising injury arising out of the rendering of or failure to render any professional services by, on behalf of, or for the Named Insured, including but not limited to: CASUALTY COMPANY I Policy No: .6075640222 Endorsement No: Effective Dater 01/01/2021 Copyright CNA All Rights Reserved. Includes copynghted material of Insurance. Services Office, Inc., with its permission: CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement 1. the preparing, approving ;;orfailing to, prepare :or`approve, maps, shop drawings, opinions, reports, surveys, field orders, "change orders or`drawings:and spc ifications, or 2. supervisory, inspection, architectural or engineering activities. D. Lessor of Equipment Any person or organization from whom a Named Insured leases equipment, but only with respect to liability for bodilyihjury, property damage or personal and advertising injury caused, in whole or in part, by the Named Insured's maintenance, operation or :use of such equipment, provided that the occurrence giving rise to such bodily, injury,"property damage or the offense giving rise to such personal and advertising injury takes place prior to the termination of such.lease. E. Lessor of Land Any person or organization from whom a Named Insured'leases:land but only with respect to liability for bodily injury, property damage or personal and,advertising;,injury arising out of the ownership, maintenance or use of such land, provided that the occurrence giving rise'to such bodily injury, property damage or the offense giving rise to such personal and advertising injury takes place prior to the termination of such lease. The coverage granted by this paragraph does not ,apply to structural alterations, new construction or demolition operations performed by, on behalf of; or for such additional insured. F. Lessor of Premises An owner or lessor of premises leased to the'Named Insured; or such owner or lessors real estate manager, but only with respect to liability for bodily injury, property damage or personal and advertising injury arising out of the owners hip,,maintenance or use.of such part of the premises leased to,the Named Insured, and provided that the,occurrence giving rise to such bodily, injury or propertydamage, or the offense giving rise to such personal and advertising injury', takes place prior to the termination of such lease. The coverage granted by this paragraphrdoes not apply to structural alterations, new construction or demolition operations performed by, on behalf of, or for such additional insured. G. Mortgagee, Assignee or Receiver A mortgagee, assignee or receiver :of premises butonlywith respect to such mortgagee, assignee or receivers liability for bodily injury, property damage or personal and advertising injury arising out of the Named Insured's ownership, maintenance, or use of a premises by Named Insured. The coverage granted by this paragraph does not apply to structural alterations, new construction or demolition operations performed by, on behalf'of; or for such additional insured. s H. State or Governmental Agency or Subdivision.. or Political Subdivisions — Permits A state or governmental agency or subdivision or political subdivision that has issued a permit or authorization but only with respectto such state or governmental agency'orsubdivision or political subdivision's liability for bodily injury, property damage or personal and advertising injuryarising out of: 1. the following hazards in connection withpremises a Named Insured owns, rents, or controls and to which this insurance applies: a. the existence; maintenance; repair, construction; erection, or removal of advertising signs, awnings, canopies; cellar entrances; coal -holes, driveways, manholes, marquees, hoistaway openings, sidewalk vaults, street banners, or decorations and similar exposures; or b. the,construction, erection, or removal of elevators; or c. the ownership, maintenance or use of any elevators covered by this insurance; or Policy No: 6075640222 Endorsement No: CASUALTY COMPANY Effective Date: 01/01/2021 copyrightCNA All Rights: Reserved. Induces copyrighted material of Insurance services Office, Inc., with its permission. CNA CNA PARAMOUNT Architects, Engineers and Surveyors Generaillability Extension Endorsement 2. the permitted or authorized operations performed bya Named Insured, or on a Named Insured's behalf. The coverage granted by this paragraph does not apply to: a. Bodily injury, property damage or personal and advertising, injury arising out of operations' performed for the state or governmental agency or subdivision or political subdivision, or b., Bodily injury or property damage included within the products-cornpleted:operationsRhazard. With respect to this provision's requirement that additional insured status; must be requested under. a written contrail or agreement the Insurer will treat as a written contract any governmental permit that requires the Named Insured to add the governmental entity as an additional insured. I. Trade Show Event Lessor 1. With respect to a Named Insured's participation in a trade show event as,an exhibitor;; presenter: or displayer, any, person or organization whom the NamedJnsured is required to include as am,addihonal"insured", but only with respect to -such person or organization's ; liability for bodily injury, property damage or personal and advertising injury caused by: a. the Named Insured's acts or omissions; or b. the acts or omissions of those acting bathe Named Insured's behalf, in the performance of the Named Insured's ongoing operations at the trade show event premises during the tradeshow event. 2. The coverage, granted by this paragraph does,notapply to bodily injury or property damage included within the products -completed operations hazard. 2. ADDITIONAL INSURED - PRIMARY AND NON-CONTRIBUTORY TO ADDITIONAL:INSURED'S INSURANCE The Other Insurance Condition in the COMMERCIAL GENERAL LIABILITY CONDITIONS Section,is amended to add the -following paragraph: If the Named Insured has agreed in writing in a contract, or agreement that this ;insurance is primary and 'non- contributory;relative to an additional insured's own insurance, thewthis insurance.is primary, and'theInsurer wilt nob seek contribution from that other insurance. For the purpose of this Provision 2., the additional insured's own insurance means insurance on which the additional Insured is a named insured, Otherwise and notwithstanding anything to the contrary elsewhere in this Condition, the_;insurance provided tosuch person or organization is -;excess of any other insurance available to such person or organization. 3. ADDITIONAL INSURED— EXTENDED COVERAGE When an additional insured is added by this or any other endorsement attached to this Coverage Part, WHO IS AN INSURED is amended to make the following natural persons Insureds. If the additional insured is: a. An individual, then his or her spouse is an Insured, b. A partnership or joint venture, then its partners, members and their spouses are Insureds; c. A limited liability company, then its members and managers are Insureds; or d. An organization other than a partnership, joint venture or limited liability company, then its executive officers, directors and shareholders are Insureds; CNA74858XX (1-15) Policy No: 60, ?,5.640222, Page:4 of 18 Endorse nentNo CONTINENTAL CASUALTY COMPANY Effective Date:. 01/01/2021 copyright CNA AD Rights Resented. Includes copyngfited material of Insurance Services Office, Inc, with its permission. NA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement but ontywith respect toiocations and operations covered by the additional insured endorsement's provisions, and only with respect to their respective roles within their organizations. Please see the ESTATES, LEGAL REPRESENTATIVES, AND SPOUSES provision of this endorsement for additional coverage and restrictions applicable to spouses of natural person Insureds. 4. BOATS Under COVERAGES; Coverage. A — Bodily Injury And Property Damage' Liability, the paragraph entitled Exclusions is amended to add the following additionalexception to the exclusion entitled Aircraft, .Auto or Watercraft: This exclusion does not apply to: Any watercraft owned by the Named Insured that is less than 30 feet long while being used in the course of the Named Insured's inspection or surveying work. 5. BODILY INJURY— EXPANDED'DEFINITION Under DEFINITIONS, the definition of bodily injury is deleted and replaced by the following: Bodily injury means physical injury, sickness or disease sustained by a person, including death, humiliation, shock, mental anguish or mental injury' sustained by that person at any time which results as a consequence of the physical injury, sickness or disease. 6. BROAD KNOWLEDGE OF OCCURRENCE/ NOTICE OF OCCURRENCE Under CONDITIONS, the condition. entitled Duties in The Event of Occurrence, Offense, Claim or Suit is amended to add the following provisions: A. BROAD KNOWLEDGE OF OCCURRENCE The Named Insured must give the Insurer or the. Insurers authorized representative notice of an occurrence, offense or claim only when the occurrence, offense or claim is known to a natural person Named Insured, to a partner, executive officer, manager or member of a Named Insured, or to an employee designated by any of the above to give such notice. B. NOTICE OF OCCURRENCE The Named Insured's rights under this Coverage Part will notbe prejudiced if the Named Insured fails to give the Insurer notice of an occurrence; offense or claim and that failure is solely due to the Named Insured's reasonable belief that the bodily injury or property damage is not covered under this Coverage Part. However, the Named lnsured,shall give written notice of such occurrence, offense or claim to the Insurer as soon as the Named Insured is aware that this insurance may apply to such occurrence, offense or claim. 7. BROAD NAMED INSURED WHO IS AN INSURED is amended to delete its Paragraph 3. in its entirety and replace it with the following: 3. Pursuant to the limitations described in Paragraph 4. 1below, any organization in which a Named Insured has management control: a. on the effective date of this Coverage Part; or b: by reason of a Named Insured creating or acquiring the, organization.during the policy period, qualifies as a Named _Insured; provided that there is no other similar liability insurance, whether primary, contributory, excess, contingent or otherwise, which provides coverage to such organization, or which would have Page 5 of 18 CONTINENTAL -15) Policy No: 6075640222 Endorsement No: CASUALTY COMPANY Effective Date: 0:/01/2021 Copyright CNA All Rights Reserved. Includes copyrighted' material of Insurance services Office, Inc., with its permission. CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement provided. coverage but for the exhaustion of its limit, and without regard to whether its coverage is broader or narrower than that provided by this insurance. But this BROAD NAMED INSURED provision does not apply to: (a) any partnership, limited liability company or joint venture, or (b) any organization for which coverage is excluded by another endorsement attached to this Coverage.Part. For the, purpose of this provision, management control means: A. owning interests representing more than 50% of the voting, appointment or designation power for the .selection of a majority of the Board of Directors of a corporation; or B. having the right, pursuant to a written trust, agreement, to protect, control the use of, encumber or'transfer or sell property held by a trust. 4. With respect to organizations which qualify as Named Insureds by virtue of Paragraph 3. above; this insurance does not apply to: a. bodily injury or property damage that firstoccurred prior to the date of management control, or that first occurs_after management control ceases; nor b, personal or advertising injury caused by an offense that first occurred prior to the date.of management control or that first occurs after management control ceases. 5. The.insurance provided by this Coverage Part applies to Namedtnsuredswhen trading under,their owmnames or undersuch other trading names or doing -business -as names (dba) asrany-Named Insured,should choose,to employ. 8. CONTRACTUAL LIABILITY—RAILROADS With respect to operations performed within 50 feet of railroad property, the definition of insured contract is replaced by the following: Insured Contract means: a. A contract for a lease of premises. However, that portion of the contract fora - lease of premises that indemnifies any person or organization for damage by fire to premises while rented to a Named insured or temporarily occupied by a Nlamed ' Insure dyou with permission of the owner is nonan insured contract, b. A sidetrack agreement; c. Any easement or license agreement; d. An obligation, as required by ordinance, to indemnify a municipality, except in connection with work for a municipality, e. An elevator maintenance agreement, f. That part of any other contract or agreement pertaining to the Named Insured's business, (including an indemnification of a municipality in connection with work performed for a municipality) under,which the Named Insured assumes the tort liability of another party to pay for bodily injury or property damage to;a third person or organization. Tort liability means a liability that would be imposed by in the absence of any contract or agreement. Paragraph f. does not include that part of any contract or agreement: CNA74858XX (1-15) Policy No: 6075640222 Page 6 of 18 Endorsement No: CONTINENTAL CASUALTY COMPANY Effective Date: 6I/01/2021 Copynght CNA All Rights Reserved. Includes copyrighted matenal of Insurance Services Office,.Inc., with its permission. CNA PARAMOUNT CNA Architects, Engineers and Surveyors General Liability Extension Endorsement (1) That indemnifies an architect, engineer or surveyor 'for injury or damage arising out of: (a) Preparing, approving or failing to prepare.or approve maps, shop drawings, opinions, reports, surveys, field orders, change" ordersor drawings and specifications; or (b) Giving directions or instructions, or failing to give them, if that is the primary cause of the injury or damage; (2) Under which the Insured, if an architect engineer or surveyor, assumes liability for an injury or damage arising out of the insured's rendering, or•fallureao render professional services, including those listed in (1) above and supervisory, inspection, architectural' or engineering activities. 9. ESTATES, LEGAL REPRESENTATIVES, AND SPOUSES The estates; executors heirs, legal, representatives, administrators, trustees, beneficiaries and spouses of any natural persominsured or living trust shall also be insured under this policy; provided, however, coverage is afforded to such estates, executors, heirs, legal representatives',. administrators, trustees, beneficiaries and spouses only for claims arising solely out of their capacity'or,status as such and, in the case of a;spouse, where such claim seeks damages from marital community property, jointly held property or property transferred from such natural person Insured to such' spouse. No coverage is pro"vlded for any act, error or omission of an estate, heir, legal representative, or spouse,outside,the scope:of such,person's"capacity or status as such, provided, however, that the spouse of a natural person Named Insured, and the spouses of members or partners of joint venture or partnership Named Insureds are Insureds with', respect to such spouses' acts, errors or omissions in the conduct of the Named Insureds business. 10. EXPECTED OR INTENDED INJURY- EXCEPTION. FOR REASONABLE FORCE Under COVERAGES, Coverage A - Bodily Injury And Property Damage Liability, the paragraph entitled Exclusions is amended to delete the exclusion entitled Expected or Intended Injury and replace it with the following: This insurance does not apply to: Expected or Intended Injury Bodily injury, or property damage expected or intended from the standpoint of the Insured. This exclusion does not apply to bodily injury or property damage resulting from the use of reasonable force to protect persons or property. 11. GENERAL AGGREGATE LIMITS OF INSURANCE -'PER LOCATION A. A separate Location General Aggregate: Limit, equal to the amount of the General Aggregate Limit, is the most the Insurer will pay for the sum of: 1. All damages under Coverage A, except damagesbecause of bodily injury or property damage included in the products -completed operations hazard, and 2. All medical expenses under Coverage C, that arise from occurrences or accidents which canbe,attributed solely to ongoing operations at that location. Such, payments shall not reduce the General Aggregate Limit shown in the Declarations, nor the Location General Aggregate Limit of any other location. B. All: 1. Damages under Coverage B, regardless of the number of locations involved; CNA74858XX (1-15) Policy No: 6075640222 Page 7 of 18 Endorsement No: CONTINENTAL CASUALTY COMPANY Effective Date: 01/01/2021 Copyright CNA AJI Rights Reserved. Includes copyrighted matenal of Insurance Services Office, Inc., with its permission. CNA CNA.PARAMOUNT Architects; Engineers,and Surveyors General Liability Extension Endorsement 2, Damages under Coverage A, caused by, occurrences which cannot be attributed ,solely ;to ongoing operations at a single location, except damages because of bodily injury or property damage included in the products-completedoperations hazard, and 3. Medical expenses under Coverage C caused by accidents which cannot be attributed solely to ongoing operations at a single location, will reduce the General Aggregate Limit shown in the Declarations. C. For the purpose of this GENERAL AGGREGATE LIMITS OF INSURANCE - PER LOCATION Provision, 'location means: 1. a premises the Named Insured owns or rents. or 2. a premises not owned or rented by any Named Insured at which the Named insured Js performing operations pursuant to a contract or written ,agreement. If operations_at such a location have been discontinued and then restarted, or if the authorized parties deviate' from plans blueprints; designs, specifications or timetables, the location will still be deemed to be the same location. For the purpose of determining the applicable aggregate limit of insurance, premises involving the _same or connecting lots,.orpremises whose connection is interrupted only by a street; roadway, waterway or_right-pf-way of a railroad shall ,be considered a single location, D. The limits shown in the Declarations for Each Occurrence, for Damage To Premises Rented To You .and for Medical, Expense continue to apply, but will be subject to either the Location General 'Aggregate Limit or the General Aggregate Limit, depending on whether the occurrence can,be attributed solely to bngoing,operations at a particular location. E. When coverage -for liability arising _out ;of the products completed operations hazard is,provided, any payments for damages because of bodily injury or property damage included in the products -completed operations hazard, regardless of the number of locations involved, will reduce the Products -Completed !Operations Aggregate Limit shown in the Declarations. F. The provisions of LIMITS OF INSURANCE not otherwise modified by this GENERAL AGGREGATE LIMITS; OF INSURANCE - PER LOCATION Provision shall continue to apply as stipulated. 12. IN REM ACTIONS A quasi 'in,rem action against any vessel owned or operated by or for the Named Insured, or chartered by or for the,Named,,Insured,'will be treated in the same manneras,though the action were in personam. against the. Named Insured. 13. INCIDENTAL HEALTH CARE MALPRACTICE COVERAGE Solely with respect to bodily injury that arises out of a health care incident: A. Under COVERAGES; Coverage A — Bodily Injury And Property Damage Liability, the Insuring Agreement is amended to replace. Paragraphs 1.b.(1) and 1,b,(2) with the following: b. This insurance++'applies to bodily injury provided that the professional health care services are incidental to the Named Insured's primary business purpose, and only if: (1) such bodily injury is caused by an occurrence that takes place in the coverage territory: (2) the bodily injury first occurs during the policy period. All bodily injury arising from,an occurrence.will be deemed to have occurred at the time of the first act, error, or omission that is part of the occurrence; and CNA74858XX (1-15) Policy,'No '6075640222 Page.8 of 18 End6rsem6ni CONTINENTAL CASUALTY COMPANY Effective Date: 0I/01/2021 Copynght CNA All Rights Reserved. Includes copynghted maienal of Insurance Services Office, Inc., with its permission. CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement B. Under COVERAGES, Coverage A — Bodily Injury And Property Damage Liability, the paragraph entitled Exclusions is amended to: I. add the following to the Employers Liability exclusion: This exclusion applies only if the bodily injury arising from a health care incident is covered by other liability insurance available to the Insured (or which would have been available but for exhaustion of its limits). ii. delete the exclusion entitled.Contractual Liability and replace it with the following: This insurance does not apply to: Contractual Liability the Insured's actual or alleged ,liability under any oral or written contract or agreement, including but not limited to express warranties'or guarantees. iii. to add the following additional exclusions: This insurance does not apply to: Discrimination any actual or alleged disdiinination, humiliation or harassment, including but not be limited to claims based on an individual's race, creed, color, age, gender, national origin, religion, disability, marital status or sexual orientation. Dishonesty or Crime Any actual or alleged dishonest, criminal or malicious:act„error or omission. Medicare/Medicaid Fraud any actual or alleged violationbf law with respect to Medicare, Medicaid, Tricare or any similar federal, state or local governmental program: Services Excluded by Endorsement Any health care incident for which coverage is excluded by endorsement. C. DEFINITIONS is amended to: I. add the following definitions: Health care incident means an act, error or omission by the Named Insured's employees or volunteer workers in the rendering of: a. professional health care services on behalf of the Named Insured or b. Good Samaritan services rendered in,amemergency and for which no'payment is demanded or received. Professional health care services means any health care services or the related furnishing of food, beverages, medical supplies or appliances by the following providers in their capacity as such but solely to the extent they are duly licensed as required a. Physician, CNA74858XX (1 - 15) Page 9 of 18 CONTINENTAL CASUALTY COMPANY Policy NO: 6075640222 Endorsement No: Effective Date: 01/01/2021 Copynghl CNA All Rights Reserved. Includes copynghted material of Insurance Ser ces office, Inc., with its permission. CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability. Extension Endorsement b. Nurse; c. Nurse practitioner; d. Emergency medical technician; e. Paramedic, f. Dentist; g. Physical therapist, h. Psychologist; I. Speech therapist; j. Other allied health professional; or Professional healthcare services does not include any services rendered in connection with human clinical trials or product testing. ii. delete the definition of occurrence and replace it with the following: Occurrence means:a health care incident. All acts, errors or omissions that are logically connected by any common.fact, circumstance, situation, transaction, event, advice or decision will be considered to constitute,a single occurrence; iii. amend the definition of Insured to: a. add the following: the Named Insured's employees are Insureds with respect.to (1) bodily injury to.a co -employee while in the course of the co -employee's employment by the Named Insured or while performing duties related to the conduct of the NamedInsured's business; and (2) bodily injury to a volunteer worker while performing duties related to the conduct of the Named Insured's business, when such bodily injury arises out of a health care incident. the Named Insureds volunteer workers are Insureds with respect to: (1) bodily injury to a co -volunteer worker while performing duties related:to the conduct -of the Named Insured's business; and (2) bodily injury to an employee whilejn the course of the employee's employment by the Named Insured or while. performing duties related to the conduct of the'Named Insured's business; when such bodily injury arises out of a health care incident. b. delete. Subparagraphs (a), (b), (c) and (d) of Paragraph 2.a.(1) of WHO IS AN INSURED. D. The Other Insurance condition is amended to delete Paragraph b:(1) in its entirety and replace it with the following: Otherinsurance CNA74858XX (1-15) Policy No 607554022 Page 10 of 18 Endorsement Ni CONTINENTAL CASUALTY COMPANY Effective Date: 01/.01/2021 Copynght CNA All Rights Reserved. Indudes wpynghted.matena) of Insurance Services Office, Inc., with its permission. CNA CNA PARAMOUNT'i Architects, Engineers and Surveyors General Liability Extension Endorsement b. Excess Insurance (1) To the'extent this insurance applies, it is excess over any other insurance, self insurance or risk transfer instrument; whether primary, excess; contingent oron any other basis, except for insurance purchased specifically by the •Named Insured to be excess -of this coverage. 14. JOINT VENTURES /PARTNERSHIP / LIMITED LIABILITY COMPANIES A. Past Joint Ventures, Partnerships; Limited Liability Companies The following is added to WHO IS AN INSURED: If the'Named Insured was a jointveriturer; partner, or member of a limited liability company and such joint venture, partnership or limited liability company terminated prior to or during the policy period, such Named Insured is an Insured with respect to its inferestin such joint venture, partnership or limited liability company but only to the extent that: a. any offense giving, rise to personal and advertising injury occurred prior to such termination date, and the personal and advertisinginjury arising outpfsuch offense, first occurred after such termination date; b. the bodily injury or property damage first occurred after such termination date; and c. there is no.other valid and collectible insurance purchased specifically to insure the partnership, joint venture or limited liability company. If the jointventure; partnership or limited liability company is or was insured under a consolidated (wrap-up) insurance program, then such insurance will always be considered' valid and collectible for the purpose of paragraph c. above. But this provision will not serve to exclude bodily'injury, property damage or personal and advertising'injury that would otherwise be covered under the Architects, Engineers And Surveyors General Liability Extension Endorsement provision _,entitled WRAP-UP' EXTENSION: OCIP, CCIP, OR CONSOLIDATED (WRAP-UP) INSURANCE' PROGRAMS. Please see that provision for the definition of consolidated (wrap-up) insurance, program. B. Participation In Current Professional Joint Ventures The following is added to WHO IS AN INSURED: The Named Insured is also an Insured for participation in a current joint venture that is not named on the Declarations, but only if such joint venture meets all of the following criteria: a. Each and every one of the Named Insured's co -venturers are architectural, engineering or surveying firms only, and b. There is no other valid and collectible: insurance purchased specifically to insure the joint venture. However, the Named Insured is an Insured only for the conduct of such Named Insured's business within such a joint venture. The Named Insured is not insured: for liability arising out of the acts or omissions of other co - venturers, nor of their partners, members orernployees. C. WHO IS AN INSURED is amended to delete its last paragraph and replace it with the following: Except as provided under this Architects; Engineers And Surveyors General Liability Extension Endorsement or by theattachment of another endorsement (if any), no person or organization is an Insured with respect to the conduct of'any current or past partnership; joint venture or limited liability company that is not shown as a Named Insured in the Declarations. 4858XX (1-15) Policy No: 6075640222 11 of tl3 Endorsement No'. CASUALTY COMPANY Effective Date: 01/01/2021 Copynght CNA All Rights Reserved. Includes copyrighted matenal of Insurance Services Office, Inc-, with its permission. CNA CNA PARAMOUNT Architects, Engineers -and Surveyors General Liability Extension Endorsement 15. LEGAL LIABILITY — DAMAGE TO 'PREMISES / ALIENATED PREMISES, / PROPERTY IN THE NAMED INSURED'S CARE, CUSTODY OR CONTROL A. Under COVERAGES, Coverage.A — Bodily Injury and Property. Damage Liability, the ,paragraph entitled Exclusions is amended to delete exclusion j. Damage to Property in its entirety and replace d with:the'follcwing: This insurance does not apply to: j. Damage to Property Property damage to: (1) Property the Named Insured owns, rents, or, occupies, including any costs, or expenses incurred, by you, or any other person; organization or entity, for repair; replacement, enhancement; restoration or maintenance of such property for any reason; including prevention .of'injury to a person ordamage to another's property; (2) _Premises the Named Insured sells, gives away,or abandons, if the property damage aiises'out of any part of those premises; (3) Property loaned to the Named; Insured; (4) Personal property in the care, custody or control of the Insured; (5) That particular part of real property on which the Named,lnsured or, any contractors or subcontractors working directly.ocindirectly on the Named,lnsured's behalf are per operations, if,the- property damage arises out of -those operations; or (6) That particular part of any property that must be restored, repaired or replaced because your, work was incorrectly., performed on it. Paragraphs (1), (3) and (4) ofthis;exclusion do not`apply to property damage (other than damage by fire);to_, premises rented to the Named Insured or temporarily occupied by the Named Insured with the permissioh,of the owner; nor to the contents of premises rented to the Named Insured for a, period of 7 or fewer consecutive days. A separate limit of insurance applies to Damage To Premises Rented To You as described in LIMITS OF INSURANCE. Paragraph (2) of this exclusion does not apply if the premises are your work. Paragraphs (3), (4), (5) and (6) of this exclusion do not apply to liability assumed under a sidetrack agreement. Paragraph (6) of this exclusion does not apply to property damage included in the products -completed operations hazard. Paragraphs (3) and (4) of this,exclusioo do not apply to property damage to: i. tools. or equipment the Named Insured borrows from others,. nor ii. other personal. property of, others in the Named Insured's care, custody or control while being used in the Named Insured's operations away from any Named Insured's premises. However, the coverage granted by this exception to Paragraphs (3) and (4) does:not apply to: a. property at a job site awaiting or during such property's installation, fabrication, or erection; b. property that is mobile equipment leased by an Insured; CNA74858XX (1-15) Policy No: 607564022 Page 12 of 18 Endorsement.Nc CONTINENTAL CASUALTY COMPANY Effective Date: 01/01/2021. Copynght CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its pennission. CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement c. property that is an auto,, aircraft or watercraft; d. property in transit, or e. any portion of property damage for which the Insured has available other valid and collectible insurance, or would have such insurance but for exhaustion of its limits, or but for application of one of its exclusions. A separate limit of insurance and deductible. apply to such property of others. See LIMITS OF INSURANCE as amended below. B. Under COVERAGES, Coverage, A — Bodily Injury and Property Damage Liability, the paragraph entitled Exclusions is amended to delete its last paragraph and replace it with the following: Exclusions c. through n. do not apply to damage by fire to premises while rented to a Named Insured or temporarily occupied by a. Named, Insured .with permission of the owner, nor to damage to the contents of premises rented to a NamedInsured for a' period of 7 or fewer consecutive days. A separate.limit of insurance applies to this coverage as described in LIMITS OF INSURANCE. C. The following paragraph is added to LIMITS,OF INSURANCE: Subject to 5. above, $25,000 is.the most the'Ins_urer will pay under Coverage A for damages arising out of any one occurrence because of the sum of all property damage :to borrowed tools or equipment, and to other personal property of others.in the Named Insured's care, custody or control, while being used in the Named Insured's operations away from any Named Insured's premises. The Insurer's obligation to pay such property damage does not apply untilthe;amount o_ f such property damage exceeds $1,000. The Insurer has the right but not the duty to pay any portion of this $1,060 in order'to effect settlement. If the Insurer exercises that right, the Named Insured will promptly reimburse the Insurer for any such amount. D. Paragraph 6., Damage To Premises, Rented To You Limit, of LIMITS OF INSURANCE is deleted and replaced by the following: 6. Subject to Paragraph 5. above, (the Each Occurrence Limit), the Damage To Premises Rented To You Limit is the -most. the Insurer will pay under Coverage A for damages because of property damage to any one premises while rented to the Named Insured or°temporarily occupied by the Named Insured with the permission, of the owner; including co'ntents'ofsuch premises rented to the Named Insured for a period of 7 or fewer consecutive days. The Damage To Premises Rented To You Limit is the greater of: a. $500,000, or b. The Damage To Premises Rented To You Limit shown in the Declarations. E. Paragraph 4.b.(1)(a)(ii) of the Other Insurance. Condition' is, deleted and replaced by the following: (ii) That is property insurance for premises rented to the Named Insured, for premises temporarily occupied by the Named Insured with the permission of the owner, or for personal property of others in the Named Insured's care, custody or control; 16. LIQUOR LIABILITY Under COVERAGES,, Coverage A — Bodily Injury and Property Damage Liability, the paragraph entitled Exclusions is°amended`to delete the exclusion entitled Liquor Liability. This LIQUOR LIABILITY Provision does not apply to any person or organization who otherwise qualifies as an additional insured'on this Coverage Part. CNA74858XX'(1-15) Policy No: 607564 0222 Page 13 of18 Endorsement No: CONTINENTAL CASUALTY COMPANY Effective Dater 01/01/2C2I Copynght CNA All Rights Reserved. Includes copyrighted matenal of. Insurance Services Office, Inc., with its permission. CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement 17. MEDICAL PAYMENTS A. LIMITS OF=INSURANCE is amended to delete Paragraph 7. (the Medical Expense Limit) and replace it with, the. following: 7. Subject to Paragraph 5. above (the, Each Occurrence Limit), the Medical ,Expense Limit, is ;the most. the Insurer will pay' under Coverage C'for :all medical,expenses because of bodily injury sustained by any one person. The Medical Expense Limit is greater of. (1) $15,000 unless a different amount is shown here: $N;NNN,NNN,NNN or (2) the(amount,shown in the Declarations for Medical Expense Limit. B. Under COVERAGES, the Insuring Agreement of'Coverage C — Medical Payments is amended to replace Paragraph 1.a.(3)(b) with the: following: (b) The expenses are incurred and reported to the Insurer within three years ofthe.date of the accident;;and 18. NON -OWNED AIRCRAFT Under COVERAGES, Coverage A — Bodily Injury and Property Damage Liability, the paragraph entitled Exclusions is amended as follows: The exclusion entitled Aircraft, Auto or Watercraft is amended to add the following: This exclusion does not apply to an aircraft not owned by any Named Insured, provided.that 1, the pilot in command holds a currently effective, certificate issued by the duly constitutedauthority of.the United States of America or Canada, designating that person as a commercial or airline transport pilot', 2. the aircraft is rented with a trained, paid crew to the Named Insured, and 3. the aircraft is not being used to carry persons or property for a charge.. 19. NON -OWNED WATERCRAFT Under COVERAGES, Coverage A — Bodily Injury and Property Damage Liability; the paragraph entitled Exclusions is amended to delete subparagraph (2) of the exclusion entitled Aircraft, Auto or Watercraft, and replace itwith the following. This exclusion does not apply to: (2) a watercraft that is not owned by any Named Insured, provided the watercraft is: (a) less than 75•feetlong, and (b) not being used to carry persons or property for a charge. 20. PERSONAL AND ADVERTISING INJURY—DISCRIMINATIONORHUMILIATION A. Under DEFINITIONS, the definition of personal and advertising injury is amended to add't tort; Discrimination or humiliation that results in injury to the feelings or reputation of a natural person. B. Under COVERAGES, Coverage B — Personal and Advertising Injury Liability, the paragraph entitled Exclusions is amended to: 1. delete the Exclusion entitled Knowing,violation Of Rights Of Another andreplace it with the following CNA74858XX (1-15) Page 14.of 18 CONTINENTAL CASUALTY COMPANY Policy No: .6075640222 Endorsement No Effective Date. 01/01/2021 Capynght CNA All Rights Reserved. Includes wpynghted material of Insurance Services Office, Inc.; with its permission. CNA CNA PARAMOUNT Architects, Engineervand Surveyors General Liability Extension Endorsement This insurance does not apply to: Knowing Violation of Rights of Another Personal and: advertising injury caused by or at the direction of the Insured with the knowledge that the act Would violate the rights of another and would.inflict personal and advertising injury. This exclusion shall not applyto discrimination or humiliation thatresults'in injury to the feelings or reputation of a natural person, but only if such discrimination or humiliation is not done intentionally by or at the direction of: (a) the Named Insured, or (b) any executive officer, director, stockholder, partner, member or manager (if the Named Insured is a limited liability company) of the Named Insured. 2. add the following exclusions: This insurance does not apply to: Employment Related Discrimination discrimination or humiliation directly or indirectly related to the employment, prospective employment, past employment or termination of: employment of any person by any Insured. Premises Related Discrimination discrimination or humiliation arising out of the sale, rental, lease: or sub -lease or prospective sale, rental, lease or sub -lease of any room, dwelling or premises by or at the directionlof any Insured. Notwithstanding the -,,above, there is no coverage for fines or penalties levied or imposed by a governmental entity because of discrimination. The coverage provided by this PERSONAL AND,ADVERTISING INJURY —DISCRIMINATION OR HUMILIATION Provision does not apply to any person or organization whose status as an Insured derives solely from Provision 1. ADDITIONAL INSURED of this endorsement, or attachment of an additional insured endorsement to this Coverage Part. 21. PERSONAL AND ADVERTISING INJURY - CONTRACTUAL LIABILITY A. Under COVERAGES; Coverage B —Personal and Advertising Injury Liability, the paragraph entitled Exclusions is amended to delete the exclusion entitled Contractual Liability. B. Solely for the purpose of the coverage provided by this PERSONAL AND ADVERTISING INJURY - LIMITED CONTRACTUAL LIABILITY provision; the following changes are made to the section entitled SUPPLEMENTARY PAYMENTS — COVERAGES A AND B: 1. Paragraph 2.d. is replaced by the following: d. The allegations in the suit and the information the Insurer knows about the offense alleged in such suit are such that no conflict appears to exist, between the interests of the Insured and the interests of the indemnitee; 2. The first unnumbered paragraph beneath Paragraph.2:f.(2)(b) is deleted and replaced by the following: So ,long as, the ,above conditions are met, attorney'sfees incurred by the Insurer in the defense of that indemnitee, necessary litigation expenses,incurred'by the,insurer, and necessary litigation expenses incurred CNA74858XX (1-15) Page 15 of 18 CONTINENTAL .CASUALTY COMPANY Policy No: 6075640222 Endorsement No: Effective Date: 01/01/2021 Copynght CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. CNA CNA PARAMOUNT Architects, Engineers and Surveyors General. Liability Extension Endorsement by the indemnitee at the,Insurer's request will bepaid as defense costs: Such payments will,not be deemed to be damages for personal and advertising injury and will not reduce the limits of insurance. C. This PERSONAL AND ADVERTISING INJURY -LIMITED CONTRACTUAL LIABILITY Provisiom,does not apply if,Coverage.B —Personal and'Advertising Injury Liability is excluded by another.endarsement attached to this Coverage Part. This PERSONAL AND,ADVERTISING INJURY - CONTRACTUAL LIABILITY Provision does not apply to any person or organization who otherwise qualifies as an additional insured on this Coverage Part.. 22. PROPERTY DAMAGE— ELEVATORS A. Under COVERAGES, Coverage A.— Bodily Injury and Property Damage .Liability, the paragraph entitled Exclusions is ainended such that the Damage to Your Product Exclusion, and subparagraphs (3)i (4) and (6) of the Damage to PropertyExclusion do not apply to property damageJhat results from the use of elevators. B. Solely for the purpose of the coverage, provided by, this PROPERTY` DAMAGE ELEVATORS Provision, the Other Insurance conditions is amended to add the following paragraph: This insurance is excess over any of the other' insurance, whether primary, excess, contingent oron any other basis that is Property insurance covering property' of others damaged from the use of elevators. 23. RETIRED PARTNERS, MEMBERS, DIRECTORS AND EMPLOYEES WHO IS INSURED is amended -to include as Insureds natural persons who are,retired partners members, directors or employees, but only for bodily injury, property damage or personal and :gadvertising•injury.Ihat results'from services performed for theNamed Insured' under the Named Insured's direct supervision. All limitations that apply.to employees and volunteer workers also apply to anyone qualifying as an Insured under this Provision. 24. SUPPLEMENTARY PAYMENTS The section entitled SUPPLEMENTARY PAYMENTS — COVERAGES A AND Ris amended as follows:. A. Paragraph 1.b. is amended to delete the $250 limit shown for the cost of bail bonds and replace 'it with x.$5,000. limit; and B. Paragraph 1.d. is amended to delete the limit of $250 shown for daily loss of earnings and replace it with a $1,000. limit. ' 25. UNINTENTIONAL FAILURE TO DISCLOSE HAZARDS If the Named Insured unintentionally fails to disclose all existing hazards at the inception date of the Named Insured's Coverage Part, the Insurer will not deny coverage under this Coverage Part because of such4ailure. 26. WAIVEWOF SUBROGATION -BLANKET Under CONDITIONS, the condition entitled Transfer Of Rights Of Recovery Against Others To Us is amended''.to add the following: The Insurer waives any right of recovery the Insurer may have ,againstiany person or organization because of payments the Insurer makes for injury or damage arising out of: 1. the. Named Insured's ongoing operations; or 2. your work included in the products -completed operations hazard. However, this waiver applies only when the Named Insured has agreed in writing to waive such rights of recovery in a written contract or written agreement, and only if such contract or agreement CNA74858XX (1-1b) Policy No: 6075 640222 Page 16 of 18 Endorsement No: CONTINENTAL CASUALTY COMPANY Effective, Date: 03/01/.2021 Copynght CNA All Rights Reserved. Indudes copynghted materia! ar Insurance. Seneces.affce, Inc., with its permission. CNA CNA PARAMOUNT Architects, Engineers'and Surveyors General Liability Extension Endorsement 1. is in effector becomes'effective during the term ofthis Coverage Part; and 2. was executed prior to the bodily injury, property. damage or personal and advertising injury giving rise to the claim. 27. WRAP-UP EXTENSION: OCIP, CCIP, OR CONSOLIDATED (WRAP-UP) INSURANCE PROGRAMS Note: The following provision does not apply to any public construction project in the state of Oklahoma, nor to any construction project 'in the state of Alaska, that is not permitted to be insured under a consolidated (wrap-up) insurance program by applicable state statute or regulation. If the endorsement EXCLUSION — CONSTRUCTION WRAP-UP is attached to this policy, or another exclusionary endorsement pertaining to Owner Controlled Insurance Programs (O.C.I.P:) or Contractor Controlled Insurance Programs (C.C.1.P.) is attached, then the following changes apply: A. The following wording is added to the above -referenced endorsement: With respect to a consolidated (wrapmup) insurance program project in which the Named Insured is or was involved, this exclusion does not apply to those sums the Named Insured become legally obligated to pay as damages because of: 1. Bodily injury, property damage, or personal or advertising injury that occurs during the Named Insured's ongoing operations at the project, or during such operations of anyone acting on the Named Insured's behalf; nor 2. Bodily injury or property damage included` within the products -completed operations hazard that arises out of those portions of the project that are not residential structures. B. Condition 4. Other Insurance is amended to add the following subparagraph 4.b.(1)(c): This insurance is excess over: (c) Any of the other insurance whether primary, excess, contingent or any other basis that is insurance available to the Named Insured as a result of the Named Insured being a participant in a consolidated (wrap-up) insurance program, but only as respects the Named Insured's involvement in that consolidated (wrap-up) insurance program. C. DEFINITIONS is amended to add the following definitions: Consolidated (wrap-up) insurance program means a construction, erection or demolition project for which the prime contractor/project manager or owner of the construction project has secured general liability insurance covering some or all of the contractors or subcontractors involved in the project, such as an Owner Controlled Insurance Program (O.C.I.P.) or Contractor Controlled Insurance Program (C.C.I.P.). Residential structure means any structure where 30% or more of the square foot area is used or is intended to be used for human residency, including but not limited to'. 1. single or multifamily housing, apartments, condominiums, townhouses, co-operatives or planned unit developments; and 2, the common areas and structures appurtenant,to the structures in paragraph 1. (including pools, hot tubs, detached garages, guest houses or any similar structures). However, when there is no individual ownership of units, residential structure does not include military housing, college/university, housing or dormitories, long term care facilities, hotels or motels. Residential structure also does not include hospitals or prisons. CNA74858XX (1-15) Policy No: 6075640222 Page 17 of 18 Endorsement No: CONTINENTAL CASUALTY COMPANY Effective Date. 01/01/2021 Copynght CNA All Rights Reserved. Includes copynghted matenal of Insurance Services Office, Inc., with its permission. CNA CNA PARAMOUNT Architects, Engineers and Surveyors General. Liability Extension Endorsement This WRAP-UP EXTENSION:OCIP, CCIP, OR CONSOLIDATED (WRAP-UP),INSURANCE, PROGRAMS Provision does not apply to any person or organization, who otherwise qualifies as an additional insured on this Coverage Part. All other terms and conditions of the Policy remain unchanged. This endorsement, which forms a part of and is for attachment to the Policy issued lby the designated Insurers, takes effect on the effective date of said Policy at the hour stated in said Policy, unless another effective date is shown below, and expires concurrently with said Policy. CNA74858XX'(1-15) Policy No; 6P7564022 Page 18 of 18 Endorsement Nt CONTINENTAL CASUALTY COMPANY Effective Date:. 01/01/2021 copyright CNA All Rights Reserved. Indudes copynghtedmalenal of Insurance Services Office, Inc., with Is permission. Policy: 6075640236 SCA 23 500D09 (Ed. 10111) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. EXTENDED`COVERAGE ENDORSEMENT - BA! PLUS This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM I. LIABILITY COVERAGE A. Who Is An Insured The following is added to Section II, Paragraph A.1., Who Is An Insured: 1. a. Any incorporated entity 'of which the Named Insured owns a majority of the voting stock on the date,of inception of this Coverage Form, provided that, b. The insurance afforded by this provision A.I. does not apply to any such entity that is an "insured" under any other liability "policy" providing "auto" coverage. 2. Any organization you newly acquire or.form,.other than a limited liability company, partnership or joint venture; and over which you maintain majority ownership interest. The insurance afforded by this provision A.2.: a. Is effective on the acquisition or formation date, and is afforded only until the end of the policy period of this Coverage Form, or the next anniversary of its inception date, whichever is earlier. b. Does not apply to: (1) 'Bodily injury" or "property damage" caused by an "accident" that occurred before you acquired or formed the organization; or (2) Any such organ ization,thatis an"insured" under any other liability "policy" providing .,auto" coverage. 3. Any person or organization that you are obligated to provide Insurance where required by a written contract or;agreement,,is aniinsured, butonly with respect to legal responsibility for acts or omissions of a person for whom Liability Coverage is afforded under this policy. 4. 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. 1. Which are no longer in force, or 2. Whose limits have been exhausted. B. Bail Bonds and Loss of Earnings Section 11, Paragraphs A.2.a.(2) and A.2.a.(4) are revised as follows: 1. In a.(2), the limit for the cost of bail bonds is increased from $2,000 to $5,000, and 2. In a.(4), the limit for the loss of earnings is increased from $250 to $500 a day. C. Fellow Employee Section II, Paragraph B.5 does not apply. Such coverage as is afforded by this provision C. is excess over any other collectible insurance. II. PHYSICAL DAMAGE COVERAGE A. Towing Section III. Paragraph A.2., is revised to include Light Trucks up to 10,000 pounds G.V.W. B. Transportation Expenses Section III, Paragraph A.4.a. is revised, with respect to transportation expense incurred by you, to provide: a. $60 per day, in lieu of $20; subject to b. $1,800 maximum, in lieu of $600. C. Loss of Use Expenses Section III, Paragraph AA.b. is revised, with respect to loss of use expenses incurred by you, to provide: a. $1,000 maximum, in lieu of $600. D. Personal Property The following is.added to Section 111, Paragraph A.4. c. We will pay up to $500 for loss to Personal Property which is: (1) Owned by an "insured"; and (2) In or on the covered "auto." This coverage applies only in the event of a total theft of your covered "auto." "Policy," as used in this "provision A. Who Is An This insurance is excess over any other collectible Insured, includes those policies that, were in force on insurance and no deductible applies. the inception date of this Coverage Form but: E. Rental Reimbursement SCA 23500D09' Copyright; CNA Corporation, 2000. Page 1 of 3 (Ed. 10/11) Includes copyrighted material of the Insurance Services Office used with its permission. Policy: 6075640236 The following is added taSection III, Paragraph AA. d. We will pay for rental reimbursement expenses incurred by you for the rental ouan "auto" because of "loss" to a covered "auto." Payment applies in addition to the otherwise applicable amount of each coverage you have on a covered "auto." No deductibles apply to this coverage. 1. We will pay only for those expenses incurred during the policy period beginning 24 hours after the "loss" and ending, regardless of the policy's expiration, with the lesser of the following number of days: SCA 23 5001309 (Ed. 10/11) d. The physical damage 'coverage las is provided by this provision -will be'limited to the typesi:of physical ;damage coverage(s) provided' on your owned"'autos:" e. Such physical damage coverage for hired "autos" will: (1) Include loss .of use, provided it is the consequence of an !'accident"' -for which the Named Insured is', legally liable, and as a result of which'a monetary loss is sustained by the leasing or rental concern. (a) The number of days reasonably required (2) Such coverage as Is provided by this to repair or replace the covered "auto"; or, provision G.e (1) will be subject to a limit (b) 15 days. of $750 per"'accident:" 2. Our payment is limited to the lesser of the G. Airbag Coverage following amounts: The following is added to Section III; Paragraph B.3. (a) Necessary and actual expenses incurred; The accidental discharge of an airbag shall not be or, considered mechanical breakdown'. (b) $25 per day subject to a maximum of H. Electronic Equipment $375. Section III, Paragraphs B.4.c and BAA are deleted 3. This coverage does not apply while there are and replaced by the.following: spare or reserve "autos" available to you for your operations: C. physical Damage Coverage, on a covered ..auto" also applies to "loss" to any 4. If "loss" results from the total theft of a permanently installed electronic equipment covered "auto" of-tKe_private passenger type, including,its antennas and other accessories we will ,pay under this coverage only that amount of your rental reimbursement d. A $100, per: occurrence deductible rapplies to expenses which is not already provided for the coverage, provided by this provision. under the Physical Damage Coverage I. Diminution In Value Extension. The following is added to Section III, ParagrapB'B.6. F. Hired "Autos" Subject tothe following, the "diminution in value" The following is added to Section III. Paragraph A.: exclusion does not apply to: 5. Hired "Autos' a. Any covered "auto" 'of the private; passenger If Physical Damage coverage is provided under type you lease,.fiire, rentor borrow, without a this policy, and such coverage does not extend to driver for a.penod of 30 days or less, while Hired Autos, then Physical Damagecoverageis performing duties, related to the conduct of extended to: your business; :and a. Any covered "auto" you lease, hire, rent or b. Any covered "auto" of :the private passenger -employee" borrow withouta'driver;and type .hired. or rented by your without a driver,fora period. of 30 days or less, b. Any covered "auto" hired or rented by your under a contract` in that individual "employee" withouta, driver, under a contract "employee's" name, with your ;permission, in that individual "employee's" name, with while performing duties related to the,conduct your permission, while performing duties of your business. related to the conduct of your business. c. Such coverage as is provided by this c. The most we will pay for any one "accident" or provision is limited to a "diminution in value" "loss" is the actual cash, value, cost of repair, loss arising directly.out of accidental damage cost of replacement or $75;000 whichever is and not as a result of, the, failure to. make less minus a $500 deductible for each repairs; faulty or"incomplete maintenance or covered auto. No deductible applies to "loss" repairs, or the installation of substandard' caused by fire or lightning. parts. SCA 23,500D09 Copyright, CNA Corporation, 2000. Page 2 of (Ed. 10/11) Includes copyrighted material of the Insurance Services Office used Win its permission. Policy: 6075640236 d. The most we will pay for "loss" to a ,covered "auto" in.any one accident'is the lesser of: (1) $5;000; or (2) 20% of the "auto's' actual cash value (ACV) Ill. Drive Other Car Coverage — Executive Officers The following is added to Sections II and III: 1. Any "auto' you don't own, hire or borrow is a covered "auto" for Liability Coverage while, being used by, and for Physical Damage Coverage while in the care, custody or control of, any of your "executive officers," except: a. An "auto" owned by that "executive officer' or a member of that person's -household; or b. An "auto" used by that "executive officer" while working in a business of selling, servicing, repairing or parking "autos." Such Liability and/or Physical Damage Coverage asds afforded by this provision will be: (1) Equal to the greatest of those coverages afforded any covered%'auto"; and (2) Excess over any other collectible insurance. 2. For purposes of this provision; "executive officer' means a person holding any of the officer positions created by your charter, constitution, by- laws or any other similar governing document, and, while a resident of the same household, includes that person's spouse. Such "executive officers" are "insureds" while using a covered "auto" described in this provision. IV. BUSINESS AUTO CONDITIONS A. Duties In The Event Of Accident, Claim, Suit Or Loss SCA 23 500D09 (Ed. 10/11) The following is added to Section IV, Paragraph A.2.a. (4) Your "employees" may know of an "accident" or "loss." This will not mean that you have such knowledge, unless such "accident" or "loss" is known to you or if you are not an individual, to any of your executive officers or partners or your insurance manager. The following is added to Section IV, Paragraph Alb. (6) Your "employees" may know of documents received concerning a claim or "suit." This will not mean that you have such knowledge, unless receipt of such documents is known to you or if you are not an individual, to any of your executive officers or partners or your insurance manager. B. Concealment, Misrepresentation or Fraud The following is added to Section IV, Paragraph B.2 Your failure to disclose all hazards existing on the date of inception of this Coverage Form shall not prejudice you with respect to the coverage afforded provided such failure or omission is not intentional. C. Policy Period, Coverage Territory Section IV, Paragraphs 7.(6).(a). is revised to provide: a. 45 days of coverage in lieu of 30 days IV. DEFINITIONS Section V. Paragraph C. is deleted and replaced by the following: "Bodily injury" means bodily injury, sickness or disease sustained by a person, including mental anguish, mental injury or death resulting from any of these SCA 23 500D09 Copyright. CNA corporation, 2000. Page 3 of 3 (Ed. 10/11) Includes copyrighted material of the Insurance Seivices Office used with its permission. CNA71527XX (Ed. 10/12) ADDITIONAL INSURED PRIMARY AND NON-CONTRIBUTORY It understood and agreed that this endorsement amends the BUSINESS AUTO COVERAGE ,FORM as follows: SCHEDULE Name of Additional Insured Persons Or Organizations Any ,person or organization with whom you are required to add as and additional 'insured or ,primary and non- contributory on this policy under a written contract or agreement. You must agree to these contracts`prioi to the date of loss. 1. 1n conformance with paragraph A.1.c. of Who Is An Insured of Section II — LIABILITY COVERAGE, the person or organization scheduled above is an insured under this policy. 2. The insurance afforded to the additional insured under this policy will apply on a primary and non-contributory basls,if you have committed it to be so,in a written contract or written agreement executed prior the date of the "accident' for which the%additional insured seeks coverage under this policy. All other terms and conditions of the Policy remain. unchanged. CNA71527XX (10/12) Page 1 of 1 Copyright CNA All Rights Reserved. Policy No: 60756402 Endorsement No:. Effective Date: 01.01-202:1 POLICY NUMBER, 6075640236 COMMERCIAL AUTO CA 04 44 03 10 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US (WAIVER OF SUBROGATION) This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM BUSINESS AUTO PHYSICAL DAMAGE COVERAGE FORM GARAGE_ COVERAGE FORM MOTOR'CARRIER COVERAGE FORM TRUCKERS'COVERAGEFORM With respect to coverage provided by this endorsement; the provisions of the Coverage Form apply unless modified,by the endorsement. This endorsement changes the policy effective on the inception date of the policy'unless another date is indicated below. Endorsement Effective Date: 01/01/2020 SCHEDULE Name(s) Of Person(s) Or Organization (s): ANY PERSON OR ORGANIZATION FOR WHOM OR WHICH YOU ARE REQUIRED BY WRITTEN CONTRACT OR AGREEMENT TO OBTAIN THIS WAIVER FROM US. YOU MUST AGREE TO THAT Information require&to complete this'Schedule, if not shown above, will be shown in the Declarations. The Transfer Of Rights Of Recovery Against Others To Us Condition does not apply to the person(s) or organization(s) shown in the Schedule,: but only to the extent that subrogation is waived prior to the "accident'` or the "loss" under a contract with that person or organization. CA 04 44 03'10 Copyright, Insurance Services Office, Inc., 2009 Page 1 of 1 CNA Workers Compensation And Employers Liability Insurance Policy Endorsement This endorsement changes the policy to which it is attached. It is agreed that Part One.-. Workers' Compensation. Insurance G. Recovery From Others,and Part Two - Employers' Liability Insurance H. Recovery From Others are amended byadding the following: We will not.enforce our right to recover against persons or organizations. (This agreement applies;only to the extent that you perform work under a writtencontract. that requires you to.obtain this;agreement"from us.) PREMIUM CHARGE - Refer to the Schedule of Operations The charge will be an amount to which you and we agree that is a.percentage of the total standard premium for California exposure. The amount is 3%. All other terms and conditions of the policy remain unchanged. This -endorsement, whichforms.a,part of and is for attachment to the policy'issued by the designated Insurers, takes effect on the Policy Effective Date of said policy a4 the hour stated in said policy, unless another effective date (the Endorsement Effective Date) is shown below, and expires concurrently with said policy unless another expiration date is shown below. Form No: G -1 9160-B (11-1997) Policy No:WC 6,75640253 Endorsement Effective Date: Endorsement Expiration Date: Policy Effective Date:,01/01/2021 Endorsement No: 2; Page: 1 of 1 Policy Page: 34 of 50 Underwriting Company: American Casualty Company of Reading, Pennsylvania, 151 N Franklin St, Chicago, IL 60606 o Cnnvriaht CNA. All Riahts Reserved