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HomeMy WebLinkAboutTerracon Consultants, Inc. - 2023-11-01 (2) SERVICE AGREEMENT BETWEEN THE CITY OF HUNTINGTON BEACH AND TERRACON CONSULTANTS, INC. FOR ENVIRONMENTAL SERVICES THIS AGREEMENT ("Agreement") is made and entered into by and between the City of Huntington Beach, a municipal corporation of the State of California, hereinafter called"City," and Terracon Consultants, Inc. hereinafter referred to as "Contractor." Recitals A. The City desires to retain a Contractor having special skill and knowledge in the field of environmental services. . B. Contractor represents that Contractor is able and willing to provide such services to the City. C. In undertaking the performance of this Agreement, Contractor represents that it is knowledgeable in its field and that any services performed by Contractor under this Agreement will be performed in compliance with such standards as may reasonably be expected from a comparable company or firm in the field. Contractor has been selected to perform these services pursuant to Huntington Beach Municipal Code Chapter 3.02. NOW, THEREFORE, it is agreed by City and Contractor as follows: 1. Scope of Services Contractor shall provide all services as described in Exhibit"A,"which is attached hereto and incorporated into this Agreement by this reference. These services shall sometimes hereinafter be referred to as the "Project." Contractor hereby designates Chris Blake, who shall represent it and be its sole contact and agent in all consultations with City during the performance of this Agreement. 2. City Staff Assistance City shall assign a staff coordinator to work directly with Contractor in the performance of this Agreement. 23-13590/321662 1 3. Compensation a. City agrees to pay, and Contractor agrees to accept as total payment for its services, the rates and charges identified in Exhibit"B." The total sum to be expended under this Agreement, shall not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) per year during the term of this Agreement. Additional services required by other divisions and/or departments shall not count towards the Public Works Operations not to exceed amount. b. Payment by City shall be made within thirty(30) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. c. Contractor shall be paid pursuant to the terms of Exhibit"B." 4. Term Time is of the essence of this Agreement. The services of Contractor are to commence November 1, 2023, or as soon as practicable after the execution of this Agreement by City (the "Commencement Date") and terminate June 30, 2027,unless terminated earlier in accordance with the provisions of this Agreement. Contract may be extended for 2 additional one-year periods if mutually agreed to in writing by both parties. The time for performance of the tasks identified in Exhibit"A" are generally to be shown in Exhibit"A." This schedule and Term may be amended to benefit the Project if mutually agreed to in writing by City and Contractor. In the event the Commencement Date precedes the Effective Date, Contractor shall be bound by all terms and conditions as provided herein. 5. Extra Work In the event City requires additional services not included in Exhibit"A" or changes in the scope of services described in Exhibit"A," Contractor will undertake such work only after receiving written authorization from City. Additional compensation for such extra work shall be allowed only if the prior written approval of City is obtained. 6. Disposition of Plans,Estimates and Other Documents Contractor agrees that title to all materials prepared hereunder, including, without limitation, all original drawings, designs, reports, both field and office notices, calculations, computer code, language, date or programs, maps, memoranda, letters and other documents, shall belong to City, and Contractor shall turn these materials over to City upon expiration or termination of this Agreement or upon Project completion, whichever shall occur first. These materials may be used by City as it sees fit. 23-13590/321662 2 7. Hold Harmless Contractor hereby agrees to protect, defend, indemnify and hold harmless City, its officers, elected or appointed officials, employees, agents, and volunteers from and against any and all claims, damages, losses, expenses,judgments, demands and defense costs, and consequential damage or liability of any kind or nature,however caused, including those resulting from death or injury to Contractor's employees and damage to Contractor's property, arising directly or indirectly out of the obligations or operations herein undertaken by Contractor, caused in whole or in part by any negligent act or omission of the Contractor, any subcontractors, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable, including but not limited to concurrent active or passive negligence, except where caused by the active negligence, sole negligence, or willful misconduct of the City. Contractor will conduct all defense at its sole cost and expense and City shall approve selection of Contractor's counsel. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by Contractor. 8. Workers Compensation Insurance Pursuant to California Labor Code Section 1861, Contractor acknowledges awareness of Section 3700 et seq. of this Code,which requires every employer to be insured against liability for workers' compensation; Contractor covenants that it will comply with such provisions prior to commencing performance of the work hereunder. Contractor shall obtain and furnish to City workers' compensation and employer's liability insurance in an amount of not less than.the State statutory limits. Contractor shall require all subcontractors to provide such workers' compensation and employer's liability insurance for all of the subcontractors' employees. Contractor shall furnish to City a certificate of waiver of subrogation under the terms of the workers' compensation and employer's liability insurance and Contractor shall similarly require all subcontractors to waive subrogation. 9. General Liability Insurance In addition to the workers' compensation and employer's liability insurance and Contractor's covenant to defend,hold harmless and indemnify City, Contractor shall obtain and furnish to City, a policy of general public liability insurance, including motor vehicle coverage covering the Project/Service. This policy shall indemnify Contractor, its officers, employees and agents while acting within the scope of their duties, against any and all claims arising out of or in connection with the Project/Service, and shall provide coverage in not less than the following amount: combined single limit bodily injury and property damage, including products/completed operations liability and blanket contractual liability, of One Million Dollars ($1,000,000)per occurrence. If coverage is provided under a form which includes a designated general aggregate limit, 23-13590/321662 3 the aggregate limit must be no less than One Million Dollars ($1,000,000) per occurrence. If coverage is provided under a form which includes a designated general aggregate limit,the aggregate limit must be no less than One Million Dollars ($1,000,000) for this Project/Service. This policy shall name City, its officers, elected or appointed officials, employees, agents, and volunteers as Additional Insureds, and shall ' specifically provide that any other insurance coverage which may be applicable to the Project/Service shall be deemed excess coverage and that Contractor's insurance shall be primary. Under no circumstances shall said above-mentioned insurance contain a self- insured retention, or a"deductible" or any other similar form of limitation on the required coverage. 10. Automobile Liability Insurance Contractor shall obtain and furnish to City an automotive liability insurance policy covering the work performed by it hereunder. This policy shall provide coverage for Contractor's automotive liability in an amount not less than One Million Dollars ($1,000,000.00)per occurrence and a separate "Additional Insured Endorsement"page listing both the policy number and naming the"City of Huntington Beach, its officers, elected or appointed officials, employees, agents and volunteers" as additional insured on the endorsement. The above-mentioned insurance shall not contain a self-insured retention, "deductible" or any similar form of limitation on the required coverage except with the express written consent of City. 11. Certificate of Insurance Prior to commencing performance of the work hereunder, Contractor shall furnish to City a certificate of insurance subject to approval of the City Attorney evidencing the foregoing insurance coverage as required by this Agreement; the certificate shall: a. provide the name and policy number of each carrier and policy; b. state that the policy is currently in force; and c. promise that such policy shall not be suspended, voided or canceled by either party,reduced in coverage or in limits except after thirty (30) days' prior written notice; however,ten(10) days' prior written notice in the event of cancellation for nonpayment of premium. Contractor shall maintain the foregoing insurance coverage in force until the work under this Agreement is fully completed and accepted by City. This requirement for carrying the foregoing insurance coverage shall not derogate from Contractor's defense,hold harmless and indemnification obligations as set forth in this Agreement. City or its representative shall at all times have the right to demand the original or a copy of the policy of insurance. Contractor shall pay, in a prompt and timely manner,the premiums on the insurance hereinabove required. 23-13590/321662 4 12. Independent Contractor Contractor is, and shall be, acting at all times in the performance of this Agreement as an independent contractor herein and not as an employee of City. Contractor shall secure at its own cost and expense, and be responsible for any and all payment of all taxes, social security, state disability insurance compensation, unemployment compensation and other payroll deductions for Contractor and its officers, agents and employees and all business licenses, if any, in connection with the Project and/or the services to be performed hereunder. 13. Conflict of Interest Contractor covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 14. Termination This Agreement may be terminated by the City upon thirty(30) days written notice of termination. In such event, Contractor shall be entitled to receive and the City shall pay Contractor compensation for all services performed by Contractor prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment,the Director may require Contractor to deliver to the City all work product completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Contractor consents the City's use thereof for such purposes as the City deems appropriate. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 15. Exclusivity and Amendment This Agreement represents the complete and exclusive statement between the City and Contractor, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto,the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Contractor. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to,the terms and conditions hereof, shall not bind or obligate Contractor or the City. Each party to this Agreement acknowledges that no representations, inducements,promises or agreements, orally or otherwise,have been made by any party, or anyone acting on behalf of any party, which are not embodied herein. 23-13590/321662 5 16. Assignment Inasmuch as to this Agreement is intended to secure the specialized services of Contractor, Contractor may not assign,transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment,transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other Contractors retained by City'. 17. City Employees and Officials Contractor shall employ no City official nor any regular City employee in the work performed pursuant to this Agreement. No officer or employee of City shall have any financial interest in this Agreement in violation of the applicable provisions of the California Government Code. 18. Notices Any notices, certificates, or other communications hereunder shall be given either by personal delivery to Contractor's agent(as designated in Section 1 hereinabove) or to City as the situation shall warrant, or by enclosing the same in a sealed envelope,postage prepaid, and depositing the same in the United. States Postal Service,to the addresses below. City and Contractor may designate different addresses to which subsequent notices, certificates or other communications will be sent by notifying the other party via personal delivery, a reputable overnight carrier or U.S. certified U.S. certified mail-return receipt requested: To City: Contractor: City of Huntington Beach Terracon Consultants, Inc. Attn: Director of Public Works Attn: Chris Blake 2000 Main Street 23041 Avenida de la Carlota, Suite 350 Huntington Beach, CA 92648 Laguna Hills, CA 92653 19. Consent When City's consent/approval is required under this Agreement, its consent/approval for one transaction or event shall not be deemed to be a consent/approval to any subsequent occurrence of the same or any other transactions or event. 20. Modification No waiver or modification of any language in this Agreement shall be valid unless in writing and duly executed by both parties. 23-13590/321662 6 21. Section Headings The titles, captions, section,paragraph and subject headings, and descriptive phrases at the beginning of the various sections in this Agreement are merely descriptive and are included solely for convenience of reference only and are not representative of matters included or excluded from such provisions, and do not interpret, define, limit or describe, or construe the intent of the parties or affect the construction or interpretation of any provision of this Agreement. 22. Interpretation of this Agreement The language of all parts of this Agreement shall in all cases be construed as a whole, according to its fair meaning, and not strictly for or against any of the parties. If any provision of this Agreement is held by an-arbitrator or court of competent jurisdiction to be unenforceable, void, illegal or invalid, such holding shall not invalidate or affect the remaining covenants and provisions of this Agreement. No covenant or provision shall be deemed dependent upon any other unless so expressly provided here. As used in this Agreement,the masculine or neuter gender and singular or plural number shall be deemed to include the other whenever the context so indicates or requires. Nothing contained herein shall be construed so as to require the commission of any act contrary to law, and wherever there is any conflict between any provision contained herein and any present or future statute, law, ordinance or regulation contrary to which the parties have no right to contract, then the latter shall prevail, and the provision of this Agreement which is hereby affected shall be curtailed and limited only to the extent necessary to bring it within the requirements of the law. 23. Duplicate Original The original of this Agreement and one or more copies hereto have been prepared and signed in counterparts as duplicate originals, each of which so executed shall, irrespective of the date of its execution and delivery, be deemed an original. Each duplicate original shall be deemed an original instrument as against any party who has signed it. 24. Immigration Contractor shall be responsible for full compliance with the immigration and naturalization laws of the United States and shall, in particular, comply with the provisions of the United States Code regarding employment verification. 25. Legal Services Subcontracting Prohibited Contractor and City agree that City is not liable for payment of any subcontractor work involving legal services, and that such legal services are expressly outside the scope of services contemplated hereunder. Contractor understands that pursuant to Huntington Beach City Charter Section 309, the City Attorney is the exclusive legal counsel for City; 23-13590/321662 7 and City shall not be liable for payment of any legal services expenses incurred by Contractor. 26. Confidentiality Contractor recognizes that in the performance of its duties under this Agreement, it must conduct its activities in a manner designed to protect information of a sensitive nature from improper use or disclosure. Contractor warrants that it will use reasonable efforts consistent with practices customary in the facilities management industry in recruiting,training and supervising employees and in otherwise performing its duties hereunder in order to achieve this result. In the furtherance of this, Contractor agrees, at the request of the City,to require its employees to execute written undertakings to comply with the foregoing confidentiality provision. 27. Discrimination Contractor shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection,training, utilization, promotion,termination or other employment related activities. Contractor affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and • local laws and regulations. 28. Jurisdiction—Venue This Agreement and all questions relating to its validity, interpretation, performance, and enforcement shall be government and construed in accordance with the laws of the State of California. This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 29. Professional Licenses Contractor shall,through the term of this Agreement, maintain all necessary licenses,permits, approvals,waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California,the City of Huntington Beach and all other governmental agencies. Contractor shall notify the City immediately and in writing of her inability to obtain or maintain such permits, licenses, approvals,waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 23-13590/321662 8 30. Attorney's Fees In the event suit is brought by either party to construe, interpret and/or enforce the terms and/or provisions of this Agreement or to secure the performance hereof, each party shall bear its own attorney's fees, such that the prevailing party shall not be entitled to recover its attorney's fees from the non-prevailing party. 31. Survival Terms and conditions of this Agreement, which by their sense and context survive the expiration or,termination of this Agreement, shall so survive. 32. Governing Law This Agreement shall be governed and construed in accordance with the laws of the State of California. 33. Signatories Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully for any injuries or damages to City in the event that such authority or power is not, in fact,held by the signatory or is withdrawn. 34. Entirety (a) The parties acknowledge and agree that they are entering into this Agreement freely and voluntarily following extensive arm's length negotiation, and that each has had the opportunity to consult with legal counsel prior to executing this Agreement. The parties also acknowledge and agree that no representations, inducements, promises, agreements or warranties, oral or otherwise, have been made by that party or anyone acting on that party's behalf, which are not embodied in this Agreement, and that that party has not executed this Agreement in reliance on any representation, inducement, promise, agreement warranty, fact or circumstance not expressly set forth in this • Agreement. (b) All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. 23-13590/321662 9 35. Effective Date IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their authorized officers. This Agreement shall be effective on the date of its approval by the Mayor. This Agreement shall expire when terminated as provided herein. CONTRACTOR CITY OF HUNTINGTON BEACH, a TERRACON CONSULTANTS, INC. municipal corporation of the State of California 1 1'7 ifriOD Byj ,' Mayor TOSFPN A 1.--.0e21U , SVP Print name ��� �� ITS: (circle one) Chairman/President/ '�Cl/zIQ,�TGu./ ice Presi•en City Clerk ///7 ' AND By: fi-c 0e12.)-, S VP INITIATED AND APPROVED: Print name S: (circle one) Secretary/Chief Financial /�✓ Officer/Asst. Secretary-Treasurer Director of Public Works APPROVED AS TO FORM: . (S•j\'( City Attorney 'VIEWED . DAP' 'OVED: liii‘i: - 00( 23-13590/321662 10 • EXHIBIT "A" A. STATEMENT OF WORK: (Narrative of work to be performed) Environmental Services B. CONSULTANT'S DUTIES AND RESPONSIBILITIES: C. CITY'S DUTIES AND RESPONSIBILITIES: D. WORK PROGRAM/PROJECT SCHEDULE: 23-13590/321662 11 EXHIBIT "B" • Payment Schedule (Hourly Payment) A. Hourly Rate CONSULTANT'S fees for such services shall be based upon the following hourly rate and cost schedule: SEE ATTACHED EXHIBIT B B. Travel Charges for time during travel are not reimbursable. C. Billing 1. All billing shall be done monthly in fifteen (15) minute increments and matched to an appropriate breakdown of the time that was taken to perform that work and who performed it. 2. Each month's bill should include a total to date. That total should provide, at a glance,the total fees and costs incurred to date for the project. 3. A copy of memoranda, letters, reports, calculations and other documentation prepared by CONSULTANT may be required to be submitted to CITY to demonstrate progress toward completion of tasks. In the event CITY rejects or has comments on any . such product, CITY shall identify specific requirements for satisfactory completion. • 4. CONSULTANT shall submit to CITY an invoice for each monthly payment due. Such invoice shall: A) Reference this Agreement; B) Describe the services performed; C) Show the total amount of the payment due; D) Include a certification by a principal member of CONSULTANT's firm that the work has been performed in accordance with the provisions of this Agreement; and E) For all payments include an estimate of the percentage of work completed. Upon submission of any such invoice, if CITY is satisfied that CONSULTANT is making satisfactory progress toward completion of tasks in accordance with this Agreement, CITY shall approve the invoice, in which event payment shall be made within thirty.(30) days of receipt of the invoice by CITY. Such approval shall not be unreasonably withheld. If CITY does not approve an invoice, CITY shall notify CONSULTANT in writing of the reasons for non-approval and the schedule of performance set 23-13590/321662 12 • forth in Exhibit "A" may at the option of CITY be suspended until the parties agree that past performance by CONSULTANT is in, or has been brought into compliance, or until this Agreement has expired or is terminated as provided herein. 5. Any billings for extra work or additional services authorized in advance and in writing by CITY shall be invoiced separately to CITY. Such invoice shall contain all of the information required above, and in addition shall list the hours expended and hourly rate charged for such time. Such invoices shall be approved by CITY if the work performed is in accordance with the extra work or additional services requested, and if CITY is satisfied that the statement of hours worked and costs incurred is accurate. Such approval shall not be unreasonably withheld. Any dispute between the parties concerning payment of such an invoice shall be treated as separate and apart from the ongoing performance of the remainder of this Agreement. 23-13590/321662 13 B - 7, . , Public Works Envirorinvetital:Srvices Bid Sheet Company Name: Terracoh Consultants, Inc. Date: 6/5/2023 Instrucliuns for comnleting Bid Sheet: 1.Fill in the company name and date above. 2.Complete/fill-in price information for ONLY the service areas you are qualified to provide. 3.,Attacb(include)BidSheet with your RFQOal submittal. 4.Optional.-additional pricing infurinatiQn can be,submitted but IS NOT required. EN*113.ommiNITAT,SERVICE AREA PRICE Asbestos Unlit sampling* S 12 (PLM 72 hour TAT) persample Abatement design and oversight services S 185 deign/$125 oversight per hour Asbestos abatement(remediation/removal services)** S N/A Lead abatement(remediation/removal serVices)** N/A Indoor au quality sampling* $ 25(Mold Air Non-viable 72 hour TAT) per sample Methane monitoring 1,300 daily rate Organics testing* _ 98 per sample* _ Metals testing* S. 109 per sample* Hazardous Materials/waSte.teAing s 35,(Lead TTLC Standard TAT) per sample OSHA monitoring 1,000/8419ur shift per sample Radon gas sampling* S. 15 (2 day TAT) per sample Soil sampling.(related to UST's at fixed fuel sites)* S 175 per sample *base pricing on a minimum oft°samples **State of California license required *Note: "Metals testing*" assumes CAM-17 analysis. 13 "Organics testing*" assumes VOCs analysis. II Soil Sampling, (related to UST's at fixed fuel sites) includes TPH, VOCs, oxygenates, and lead. PW Env Svs'May2023 g142 APPENDIX Cl FFQ Environmental Services 11 . • — Explore withus . City of Huntington Beach 2023 Schedule of Services and Fees , , . Title . . Unit Price , . Senior Principal /Office Manager •, i $310.00 /hour Principal $290.00 /hour Senior Engineer/Geologist/Scientist/Industrial Hygienist $215.00 /hour Pbject1 Engineer/Geologist/Scientist/Industrial Hygienist $180.00 /hour Project Manager ' $165.00 /hour Senior Staff Engineer/Geologist/Scientist/Industrial Hygienist • $155.00 /hour • Staff Engineer/Geologist/Scientist/Industrial Hygienist $135.00 /hour Field Engineer/Geologist/Soientist/Indu"Strial Hygienist $125.00 /hour I Engineer/Geologist/Scientist/Industrial Hygienist $1,300.00 /day Rule 1166 Monitoring $1,400.00 /day Administration $85.00 /hour CAC Oversight $1,600.00 /shift CSST Oversight $1,250.00 /shift 11cigisticS • ° • '' ' - • ° .- , • . P; 1.,-- '', .• •- ' . `. - -. ,Unit Price • • - , '.., .• . •..„. ..,, . . . •,. .. .. . . . • Drilling - Hydraulic Push Rig -Sampling, UST sites $3,400.00 /day Vehicle Charge (mileage) $0.67 /mile Per Diem $150.00 /day Photo Ionization Device (PID,) $100.00 /day , . Miscellaneous Charges (equipment, materials, etc.) COST + 1.50/0 Mobilization $150.00 /day , Parking $30.00 /day ... , . , Samples*: .• :- ...',. : . . :,•-•. ,..••'. •-• 7', :1 ..&, * .. . ',°d• ' ..... , . Unit Price Asbestos Asbestos PLM (24hr) $20.00 /test Asbestos PLM.(72hr) $12.00 /test , Asbestos TEM bulk $35.00 /test Asbestos 1,000 Point Count (72hr) • $115.00 /test Asbestos PCM (24hr) $12.00 /test Asbestos TEM Air (24hr) $85.00 /test Lead Lead Paint Chips (24hr) $20.00 /test Lead Paint Chips (72hr) $20.00 /test Lead Bulk TTLC (Standard) $350 /test Lead Bulk STLC (5-day) . ..0 $190.00 /test Lead Bulk TCLP (Standard) $120.00 /test Mold Mold Spore Trap (24hr) $30.00 /test Mold Spore trap (72hr) . $25.00 /test Mold Tape Lift/Swab (24hr)• $30.00. /test Mold Tape Lift/Swab (72ht) $25.00 /test 1 APPENDIX CI RFQ Environmental Services °' 12 - ' ' ..-- ''.' ' : • Explore with us . . .TH Silica 4- Dust (5-day) VOCs cro-is) $110.00 /test $350.00 /test Additional Testing VOCs atialysis,, canister, valve assembly $330.00 /test • • • • • • APPENDIX Ci RR/Environniental Services 13 ••,:; ' ; ,„ - - . , • xplore with us , /0 ' --1 • ' ® DATE(MM!DDIYYYY) A�EP CERTIFICATE OF LIABILITY INSURANCE 4/1/2024 10/20/2023 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). CON PRODUCER Lockton Companies NAMEACT 444 W.47th Street,Suite 900 X (NC.No.Eat): (A/C,No): Kansas City MO 64112-1906 E-MAIL (816)960-9000 ADDItESS: kcasu@lockton.com INSURER(S)AFFORDING COVERAGE NAIC A INSURER A:Travelers Property Casualty Company of America 25674 INSURED TERRACON CONSULTANTS,INC. INSURER B:Allied World Assurance Company(U.S.)Inc. 19489 1312891 1355 EAST COOLEY DRIVE,SUITE C INSURER C:The Travelers Indemnity Company 25658 COLTON CA 92324-0231 INSURER B:The Travelers Indemnity Company of America 25666 INSURER E:Lloyds of London INSURER F: COVERAGES TERCO01 CERTIFICATE NUMBER: 20003032 REVISION NUMBER: XXXXXXX THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR ADDL TYPE OF INSURANCE SUER POLICY NUMBER (MM/DDPOLICYIYY INSO EFF POLICY EXP LTR INSR WVD YY) IMM/DDIYYVY1 LIMITS A X COMMERCIAL GENERAL LIABILITY Y Y TC2J-GLSA-9P529930 4/1/2023 4/1/2024 EACH OCCURRENCE $ 2,000,000 DAMAGE TO RENTED CLAIMS-MADE X OCCUR PREMISES Es occurrence) $ 1,000,000 X CONTRACTUAL LIAB MED EXP(Any one person) $ 25,000 X XCU COVERAGE PERSONAL 8 ADV INJURY $ 1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 4,000,000 POLICY X EC LOC PRODUCTS-COMP/OP AGG $ 4,000,000 OTHER: $ A AUTOMOBILE LIABILITY y y TC2J-CAP-131J3858 4/1/2023 4/I/2024 paMaB�NdEaDjINGLELIMIT $ 2,000,000 x ANY AUTO BODILY INJURY(Per person) $ XXXXXXX OWNED SCHEDULED BODILY INJURY(Per accident) $ XXXXXXX _ H ONLY AUTOS $ XXXXXXX HIREDIRED NON-OWNED PROPERTY DAMAGE AUTOS ONLY - AUTOS ONLY (Per acddentl $ XXXXXXX A X UMBRELLA LIAR X OCCUR Y Y CUP-4W208814 4/1/2023 4/1/2024 EACH OCCURRENCE $ 5,000,000 A EXCESS LIAB CLAIMS-MADE (EXCL.PROF&POLL LIAB.) AGGREGATE $ 5,000,000 DED X RETENTIONS $0 $ XXXXXXX WORKERD AND EMPLOYERTIONS'LIABILITY Sr UB-IT88663A AOS 4/1/2023 4/1/2024 X STATUTE ER PER H C AND EMPLOYERs'LIABILITY Y/N UB-IT88568I(AZ, 4/1/2023 4/1/2024 ANY PROPRIETOR/PARTNER/EXECUTIVE ) E.L.EACH ACCIDENT $ 1,000,000 OFFICER/MEMBER EXCLUDED? N N 1 A (Mandatory In NH) E.L.DISEASE-EA EMPLOYEE $ 1,000,000 If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ 1.000,000 B CONTRACTORS N N 0312-6506 4/1/2023 4/1/2025 S10,000,000 EACH POLLUTION LIAB OCCURANCE/AGGREGATE E PROFESSIONAL LDUSA2305180 4/1/2023 4/1/2024 S1,000,000 EACH CLAIM/$1,000,000 LIABILITY AGGREGATE DESCRIPTION OF OPERATIONS!LOCATIONS!VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space Is required) RE:TERRACON PROPOSAL NO.P60237026.MASTER SERVICES AGREEMENT FOR ENVIRONMENTAL SERVICES.CITY OF HUNTINGTON BEACH,ITY,ITS OFFICERS,ELECTED OR APPOINTED OFFICIALS,EMPLOYEES,AGENTS AND VOLUNTEERS ARE ADDITIONAL INSUREDS AS RESPECTS GENERAL LIABILITY,AUTO LIABILITY AND UMBRELLA/ EXCESS LIABILITY,THESE COVERAGES ARE PRIMARY AND NON-CONTRIBUTORY AS REQUIRED BY WRITTEN CONTRACT.WAIVER OF SUBROGATION APPLIES TO GENERAL.LIABILITY,AUTO LIABILITY,UMBRELLA/EXCESS LIABILITY,AND WORKERS COMPENSATION/EMPLOYER'S LIABILITY,WIIERE ALLOWED BY STATE LAW AND AS REQUIRED BY WRITTEN CONTRACT. APPROVED AS TO FORM / /` By: U.4 CERTIFICATE HOLDER CANCELLATION Sec Atta EL E. GATES l�AT�T�,IOr�RTNnEYRF er{ SHOULD ANY OF THE AISEJITWDPiC�IIlATP'OLICI('SIe"CANCELLED BEFORE 20003032 THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. CITY OF HUNTINGTON BEACH 2000 MAIN STREET HUNTINGTON BEACH CA 92648 AUTHORIZED REPRESENTATIV I / 41 4lga @ 1988 015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD ' Attachment Code:D510839 Certificate ID:20003032 POLICY NUMBER: TC2J-GLSA-9P529930 COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Names of Additional Insured Person(s) or Organization(s): CITY OF HUNTINGTON BEACH, ITS OFFICERS, ELECTED OR APPOINTED OFFICIALS, EMPLOYEES,AGENTS AND VOLUNTEERS Location of Covered Operations: (Information required to complete this Schedule, if not shown above, will be shown in the Declarations.) A. Section II -Who Is An Insured is This insurance does not apply to "bodily amended to include as an injury" or"property damage" occurring, or additional insured the person(s) "personal injury" or"advertising injury" or organization(s)shown in the arising out of an offense committed, after: Schedule, but only with respect to 1. All work, including materials, parts or liability for"bodily injury," equipment furnished in connection with "property damage." "personal such work, on the project (other than injury" or"advertising injury" service, maintenance or repairs)to be caused, in whole or in part, by: performed by or on behalf of the 1. Your acts or omissions; or additional insured(s) at the location of 2. The acts or omissions of the covered operations has been those acting on your behalf; completed; or In the performance of your 2. That portion of"your work" out of which ongoing operations for the the injury or damage arises has been additional insured(s)at the put to its intended use by any person or location(s)designated above. organization other than another B. With respect to the insurance contractor or subcontractor engaged in afforded to these additional performing operations for a principal as insureds, the following additional a part of the same project. exclusions apply: CG D3 61 03 05 ' Attachment Code:D510839 Certificate ID:20003032 POLICY NUMBER: TC2J-GLSA-9P529930 CG 20 37 07 04 COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s): Location And Description Of Completed Operations CITY OF HUNTINGTON BEACH, ITS AS PER WRITTEN CONTRACT OFFICERS,ELECTED OR APPOINTED OFFICIALS, EMPLOYEES, AGENTS AND VOLUNTEERS Information required to complete this Schedule, if not shown above,will be shown in the Declarations. Section II -Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule,but only with respect to liability for"bodily injury"or"property damage"caused,in whole or in part, by"your work"at the location designated and described in the schedule of this endorsement performed for that additional insured and included in the "products-completed operations hazard" ' Attachment Code:D510839 Certificate ID:20003032 COMMERCIAL GENERAL LIABILITY TC2J-GLSA-9P529930 4.Other Insurance d. Primary And Non-Contributory Insurance If Required By Written Contract If you specifically agree in a written contract or agreement that the insurance afforded to an insured under this Coverage Part must apply on a primary basis,or a primary and non-contributory basis,this insurance is primary to other insurance that is available to such insured which covers such insured as a named insured,and we will not share that other insurance, provided that: (1) The "bodily injury"or"property damage"for which coverage is sought occurs;and (2) The"personal and advertising injury"for which coverage is sought is caused by an offense that is committed; Subsequent to the signing of that contract or agreement by you. ' Miscellaneous Attachment:M463695 Certificate ID:20003032 POLICY-NUMBER: TC2J-GLSA-9P529930 COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED ENTITY -EARLIER NOTICE OF CANCELLATION/NONRENEWAL PROVIDED BY US This endorsement modifies insurance provided under the following: ALL COVERAGE PARTS INCLUDED IN THIS POLICY SCHEDULE CANCELLATION: Number of Days'Notice: 30 NAME:ANY PERSON OR ORGANIZATION FOR WHOM YOU HAVE AGREED IN A WRITTEN CONTRACT THAT NOTICE OF CANCELLATION, NONRENEWAL OR MATERIAL REDUCTION IN COVERAGE OF THIS POLICY.WILL BE GIVEN, BUT ONLY IF: 1. YOU SEE TO IT THAT WE RECEIVE A WRITTEN REQUEST TO PROVIDE SUCH NOTICE, INCLUDING THE NAME AND ADDRESS OF SUCH PERSON OR ORGANIZATION,AFTER THE FIRST NAMED INSURED RECEIVES NOTICE FROM US OF THE CANCELLATION, NONRENEWAL,.OR MATERIAL LIMITATION OF THIS POLICY;AND 2. WE RECEIVE SUCH WRITTEN REQUEST AT LEAST 14 DAYS BEFORE THE BEGINNING OF THE APPLICABLE NUMBER OF DAYS SHOWN IN THIS ENDORSEMENT. ADDRESS:THE ADDRESS FOR THAT PERSON OR ORGANIZATION INCLUDED IN SUCH WRITTEN REQUEST FROM YOU TO US A. For any statutorily permitted reason other than nonpayment of premium,the number of days required for notice of cancellation, as provided in the CONDITIONS Section of this insurance, or as amended by any applicable state cancellation endorsement applicable to this insurance, is increased to the number of days shown in the SCHEDULE above. B. For any statutorily permitted reason other than nonpayment of premium, the number of days required for notice of When We Do Not Renew(Nonrenewal), as provided in the CONDITIONS Section of this insurance,or as amended by any applicable state When We Do Not Renew (Nonrenewal)endorsement applicable to this insurance, is increased to the number of days shown in the SCHEDULE above. C. We will mail notice of cancellation or nonrenewal or material limitation of those coverage forms to . the person or organizationshown in the schedule above. We will mail the notice with at least the Number of Days indication above before the effective date to our action. ILT3540398 ' Miscellaneous Attachment:M463694 Certificate ID:20003032 POLICY NUMBER: TC2J-CAP-131J3858 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED ENTITY -NOTICE OF CANCELLATION PROVIDED BY US This endorsement modifies insurance provided under the following: ALL COVERAGE PARTS INCLUDED IN THIS POLICY SCHEDULE CANCELLATION: Number of Days Notice of Cancellation:30 NAME: ANY PERSON OR ORGANIZATION FOR WHOM YOU HAVE AGREED IN A WRITTEN CONTRACT THAT NOTICE OF CANCELLATION,OF THIS POLICY WILL BE GIVEN, BUT ONLY IF: 1. YOU SEE TO IT THAT WE RECEIVE A WRITTEN REQUEST TO PROVIDE SUCH NOTICE, INCLUDING THE NAME AND ADDRESS OF SUCH PERSON OR ORGANIZATION, AFTER THE FIRST NAMED INSURED RECEIVES NOTICE FROM US OF THE CANCELLATION OR . . OF THIS POLICY;AND. 2. WE RECEIVE SUCH WRITTEN REQUEST AT LEAST 14 DAYS BEFORE THE BEGINNING OF THE APPLICABLE NUMBER OF DAYS SHOWN IN THIS ENDORSEMENT. ADDRESS:THE ADDRESS FOR THAT PERSON OR ORGANIZATION INCLUDED IN SUCH WRITTEN REQUEST FROM YOU TO US, PROVISIONS: If we cancel this policy for any statutorilly permitted reason other than nonpayment of premium, and a number of days is shown for cancellation in the schedule above,we will mail notice of cancellation to the person or organization shown in the schedule above.We will mail such notice to the address shown in the schedule above at least the number of days shown for cancellation in the schedule above before the effective date of cancellation. ILT4050311 • ' Miscellaneous Attachment:M463692 Certificate ID:20003032 • • WORKERS COMPENSATION AND EMPLOYERS LIABILITY POLICY ENDORSEMENT WC 99 06 R3 • POLICY NUMBER: • UB-1T88568I (AZ,MA,WI),UB-1T88663A(AOS)' • • • NOTICE OF CANCELLATION TO DESIGNATED PERSONS OR ORGANIZATIONS • The following is added to PART SIX-CONDITIONS: • • Notice of Cancellation to Designated Persons or Organizations If We cancel this policy for any reason other than non-payment of premium by you,we will provide notice of such cancellation to each person or organization designated in the Schedule below. We will mail or deliver such notice to each person or organization at its listed address.in at least.the number of days shown for that person or organization before the cancellation is to take effect. • • You are responsible for providing us with the information necessary to accurately complete the Schedule below. If • . we cannot mail or deliver a notice of cancellation to adesignated person or organization because the name or address of such designated person or organization provided to us is not accurate or complete,we have no responsibility to mail,deliver or otherwise notify such designated person or organization of the cancellation. • SCHEDULE Name and Address of Designated.Persons or Organizations: ANY PERSON OR ORGANIZATION FOR WHOM YOU HAVE AGREED IN A WRITTEN CONTRACT THAT NOTICE OF CANCELLATION,OF THIS POLICY WILL BE GIVEN,BUT ONLY IF: I.YOU SEE TO IT THAT WE RECEIVE A WRITTEN REQUEST TO PROVIDE SUCH NOTICE,INCLUDING . THE NAME AND ADDRESS OF SUCH PERSON OR ORGANIZATION,AFTER THE FIRST NAMED • INSURED RECEIVES_ NOTICE FROM US OF THE CANCELLATION OR-MATERIAL LIMITATION OF THIS POLICY;AND 2.WE RECEIVE SUCH WRITTEN REQUEST AT LEAST 14 DAYS BEFORE THE BEGINNING OF THE APPLICABLE NUMBER OF DAYS SHOWN IN THIS ENDORSEMENT. THE ADDRES&FOR THAT PERSON OR ORGANIZATION INCLUDED IN SUCH WRITTEN REQUEST FROM YOU TO US Number of Days'Notice . 30 . • . All other terms and conditions of this policy remain unchanged. ' Miscellaneous Attachment:M450465 Certificate ID:20003032 Attaching to and forming part of Policy Number:LDUSA2305180 • LIMITED AUTHORITY TO ISSUE CERTIFICATES OF INSURANCE ENDORSEMENT In consideration of the premium charged,it is hereby understood and agreed as follows: (1) Underwriters authorize Lockton Companies LLC the ("Certificate Issuer") to issue Certificates of Insurance at the request or direction of the Assured. it is expressly understood and agreed that, subject to Paragraph(2)below,any Certificate of Insurance so issued shall not confer any rights upon the Certificate Holder, create any obligation on the part of the Underwriters,or purport to,or be construed to,alter,extend,modify,amend, or otherwise change the terms or conditions of this Policy in any manner whatsoever. In the case of any conflict between the description of the terms and conditions of this Policy contained in any Certificate of insurance on the one hand,and the;terms and conditions of this Policy as set forth herein on the other,the terms and conditions of this Policy as set forth herein shall control. (2) Notwithstanding Paragraph (1) above, such Certificates of Insurance as are authorized under this endorsement may provide that in the event the Underwriters cancel or non-renew this Policy or in the event of a Material Change to this Policy,Underwriters shall mail written notice of such cancellation,non-renewal,or Material Change to such Certificate Holder within a specified period of time; provided, however,that the Insurers shall have not be required to provide such notice more than 60 days prior to the effective date of cancellation,non-renewal, or a Material Change.The Assured shall provide written notice to the Underwriters of all Certificate Holders and the'. number of days' written notice of cancellation, non-renewal, or Material Change, if any, specified In each Certificate of Insurance(i)at inception of this Policy,(ii)90 days prior to expiration of this Policy,and(iii)within 10 days of receipt of a written request from insurers. Insurers'obligation to mail notice of cancellation,non-renewal,or a Material Change as provided in this paragraph shall apply solely to those Certificate Holders with respect to whom the Assured has provided the foregoing written notice to the Insurers. (0) it is further understood and agreed that Underwriters' authorization of the Certificate Issuer under this endorsement is limited solely to the issuance of Certificates of Insurance and does not authorize, empower, or appoint the Certificate Issuer to act as an agent for the Underwriters or bind the Underwriters for any other purpose. The Certificate Issuer shall be solely responsible for any errors or omissions in connection with the issuance of any Certificate of Insurance pursuant to this endorsement. (1) As used in this endorsement: (i) Certificate.of Insurance means a document issued for informational,purposes only as evidence of the existence and terms of this Policy in order to satisfy a contractual obligation of the Assured. (II) Material Change means an endorsement to or amendment of this Policy after issuance of this Policy by the Underwriters that restricts the coverage afforded to the Assured. All other terms and conditions of the Policy remain unchanged. ALL OTHER TERMS AND CONDITIONS REMAIN UNALTERED • Miscellaneous Attachment:M463713 Certificate ID:20003032 POLICY NUMBER:CUP-4W208814 ISSUE DATE:12/27/21 THIS ENDORSEMENT CHANGES THE POLICY.PLEASE READ IT CAREFULLY. DESIGNATED PERSON OR ORGANIZATION - NOTICE OF CANCELLATION OR NONRENEWAL PROVIDED BY US This endorsement modifies Insurance provided under the following: ALL COVERAGE PARTS INCLUDED IN THE POLICY SCHEDULE CANCELLATION: Number of Days Notice:30 • WHEN WE DO NOT RENEW(Nonrenewal): Number of Days Notice:30 PERSON OR ORGANIZATION: ANY PERSON OR ORGANIZATION TO WHOM YOU HAVE AGREED IN A WRITTEN CONTRACT THAT NOTICE OF CANCELLATION OR NONRENEWAL OF THIS POLICY WILL BE GIVEN, BUT ONLY IF: 1. YOU SEND US A WRITTEN REQUEST TO PROVIDE SUCH NOTICE, INCLUDING THE NAME AND ADDRESS OF SUCH PERSON OR ORGANIZATION, AFTER THE FIRST NAMED INSURED RECEIVES NOTICE FROM US OF THE CANCELLATION OR NONRENEWAL OF THIS POLICY; AND 2. WE RECEIVE SUCH WRITTEN REQUEST AT LEAST 14 DAYS BEFORE THE BEGINNING OF THE APPLICABLE NUMBER OF DAYS SHOWN IN THIS ENDORSEMENT. ADDRESS: PROVISIONS B. If we do not renew this policy for any legally permitted reason other than nonpayment of premium,and a number A.If we cancel this policy for any legally permitted reason of days is shown for When We Do Not Renew other than nonpayment of premium,and a number of days (Nonrenewal)in the Schedule above,we will mail notice of is shown for Cancellation in the Schedule above,we will nonrenewal to the person or mail notice of organization shown in such Schedule.We will mail such cancellation to the person or notice to the address shown in the Schedule above at least organization shown In such Schedule.We will mail such the number of days shown for When We Do Not Renew notice to the address shown in the Schedule above at least (Nonrenewal)in such Schedule before the effective date of the number of days shown for Cancellation in such nonrenewal. Schedule before the effective date of cancellation. It T4 00 05 19 ©2019 The Travelers Indemnity Company.All rights reserved. Page 1 of 1 • Miscellaneous Attachment:M481739 Certificate ID:20003032 POLLUTION LIABILITY POLICY#: 0312-6506 CANCELLATION CONDITION AMENDMENT-additional notice other than named insured limited to e-mail notification It is hereby agreed that Section V—Conditions,3.Cancellation is amended to include the following: In the event that we cancel this policy for any reason other than nonpayment of premium,and 1.The cancellation effective date is prior to this Policy's expiration date; 2.The first Named insured is under an existing contractual obligation to notify a certificate holder when this Policy is canceled(hereinafter,the"Certificate Holder(s)");and has provided to us,either directly or though its broker of record,the email address of the contact at such entity;and 1.We receive this information after the first Named insured receives notice of cancellation of this Policy and prior to this Policy's cancellation effective,date,via an electronic spreadsheet that is acceptable to us; We will endeavor to provide a notice of cancellation via e-mail to such Certificate Holder(s). This Endorsement does not affect,in any way,coverage provided under this Policy or the cancellation of this Policy or the effective date thereof,nor shall this Endorsement invest any rights in any entity not insured under this Policy. Any failure on our part to deliver the notice of cancellation will not impose liability of any kind upon us or invalidate the cancellation. Any Certificate Holder(s)is not an insured or a loss payee under this Policy. No coverage will be available under this Policy for any claim brought by or against any Certificate Holder(s). All other terms and conditions of this policy remain unchanged. By: Title: Date: ENV CPL Page 1 of 1 • Miscellaneous Attachment:M451784 Certificate ID:20003032 Policy Numbers: WORKERS COMPENSATION AND . EMPLOYERS LIABILITY POLICY UB-1T88663A-22(AOS) ENDORSEMENT WC 00 03 13 U0-1T885681 (AZ,MA,WI) WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT • We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) This agreement shall not operate directly or indirectly to benefit any one not named in the Schedule. SCHEDULE DESIGNATED PERSON: Any person or organization for which the Insured has agreed by written contract executed prior to loss to furnish this waiver. DESIGNATED ORGANIZATION: Any person or organization for which the Insured has agreed by written contract executed prior to loss to furnish this waiver. • Miscellaneous Attachment:M523018 Certificate ID:20003032 UMBRELLA LIABILPI'Y POLICY NUMBER:CUP-4W2088I4 •SECTION V-CONDITIONS T.WAIVER OR TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US 1. If the insured has rights to recover all or part of any payment we have made under this insurance,those rights are transferred to us and the insured must do nothing after loss to impair them. At our request,the insured will bring suit or transfer those rights to us and help us,and with respect to Coverage A,the "underlying insurer",enfore them. If the insured has agreed in a contract or agreement to waive that insured's right of recovery against any person or organization,we waive our right of recovery against that person or organization,but only for payments we make because of an"event" that takes place or is commutted subsequent to the execution of that contract or agreement by such insured. EU00010716 • Miscellaneous Attachment:M467648 Certificate ID:20003032 POLICY NUMBER:TC2J-CAP-131J3858 COMMERCIAL AUTO ISSUE DATE: 04/01/2023 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED INSURED FOR COVERED AUTOS LIABILITY COVERAGE - PRIMARY AND NON-CONTRIBUTORY WITH OTHER INSURANCE - CONTRACTORS This endorsement modifies insurance provided by the following: BUSINESS AUTO COVERAGE FORM SCHEDULE OF ADDITIONAL INSURED PERSONS OR ORGANIZATIONS • WHERE REQUIRED BY WRITTEN CONTRACT. PROVISIONS 1. The following is added to Paragraph c. in A. 1.,Who Is An Insured,of SECTION II-COVERED AUTOS LIABILITY COVERAGE: This includes any person or organization designated in the Schedule Of Additional Insured Persons Or Organizations who you are required under a written contract or agreement, that is signed by you before the"bodily injury"or"property damage"occurs and that is in effect during the policy period,to name as an additional insured for Covered Autos Liability Coverage, but only for damages to which this insurance applies and only to the extent of that designated person's or organization's liability for the conduct of another"insured". 2. The following is added to Paragraph 5.,Other Insurance, in B., General Conditions, of SECTION IV-BUSINESS AUTO CONDITIONS: Regardless of the provisions of paragraph a.and paragraph d. of this part 5. Other Insurance, this insurance is primary to and non-contributory with applicable other insurance under which the person or organization designated in the Schedule of Additional Insured Persons Or Organizations is a named insured when a written contract or agreement with you,that is signed by you before the"bodily injury"or "property damage"occurs and that is in effect during the policy period, requires this insurance to be primary and non-contributory. CA T6 00 02.16 • Miscellaneous Attachment:M523017 Certificate ID:20003032 Umbrella Liability Policy Number: CUP-4W208814 AMENDMENT OF COVERAGE -WHO IS AN INSURED This endorsement modifies insurance provided under the following: EXCESS FOLLOW-FORM AND UMBRELLA LIABILITY INSURANCE The following replaces Paragraph A.2.of SECTION II-WHO IS AN INSURED: 2.Any other person or organization qualifying as an insured in the"underlying insurance". EU 01 25 0716 Miscellaneous Attachment:M79272 Certificate ID:20003032 COMMERCIAL GENERAL LIABILITY POLICY NUMBER:TC2J-GLSA-9P529930 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: COMMERCIAL GENERAL LIABILITY COVERAGE PART ELECTRONIC.DATA LIABILITY COVERAGE PART LIQUOR LIABILITY COVERAGE PART POLLUTION LIABILITY COVERAGE PART DESIGNATED SITES POLLUTION LIABILITY LIMITED COVERAGE PART DESIGNATED SITES PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART RAILROAD PROTECTIVE LIABILITY COVERAGE PART UNDERGROUND STORAGE TANK POLICY DESIGNATED TANKS SCHEDULE Name Of Person(s)Or Organization(s):. • Any person or organization for whom you have agreed in a written contract or agreement to waive your right of recovery,but only for payment we make because of: 1."Bodily Injury"or"property damage"that occurs:or 2."personal injury"or advertising injury"caused by an offense committed;after you have executed that contract or agreement Information required to complete this Schedule,if not shown above,will be shown in the Declarations. The following is added to Paragraph 8. Transfer Of Part.Such waiver by us applies only to the extent that the Rights Of Recovery Against Others To Us of Section insured has waived its right of recovery against such IV-Conditions: person(s) or .organization(s) prior to loss. This We waive any right of recovery against the person(s) or endorsement applies only to the person(s) or organization(s)shown in the Schedule above because of organization(s)shown in the Schedule above. payments we make under this Coverage CG 24 04 12 19 Page 1 of 1 ' Miscellaneous Attachment:M451783 Certificate ID:20003032 COMMERCIAL AUTO POLICY#TC2J-CAP-131J3858 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET WAIVER OF SUBROGATION This endorsement modifies insurance provided under the following: AUTO DEALERS COVERAGE FORM GARAGE COVERAGE FORM MOTOR CARRIER COVERAGE FORM TRUCKERS COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement. Paragraph A.5. Transfer of Rights of Recovery Against Others to Us of the CONDITIONS section is replaced by the following: 5. Transfer Of Rights Of Recovery Against Others to Us We waive any right of recovery we may have against any person or organization to the extent required of you by a written contract executed prior to any "accident" or "loss" arises out of the operations contemplated by such contract. The waiver applies only to the person or organization designated in such contract. CAT3400215