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HomeMy WebLinkAboutAquatic Design Group Inc; 2024-12-02; PSA25-3625FACCity Attorney Approved Version 5/22/2024 Page 1 AGREEMENT FOR ALGA NORTE AQUATIC CENTER POOL REPLASTER CONSTRUCTION OBSERVATION SERVICES AQUATIC DESIGN GROUP, INC. THIS AGREEMENT is made and entered into as of the ______________ day of ___________________, 2024, by and between the City of Carlsbad, California, a municipal corporation ("City") and Aquatic Design Group, Inc., a California corporation ("Contractor”). RECITALS City requires the professional services of a consultant that has the necessary experience in providing professional design services, has submitted a proposal to City and has affirmed its willingness and ability to perform such work. NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, City and Contractor agree as follows: 1. SCOPE OF WORK City retains Contractor to perform, and Contractor agrees to render, those services (the “Services”) that are defined in Exhibit “A,” attached and incorporated by this reference in accordance with the terms and conditions set forth in this Agreement. 2. TERM This Agreement will be effective for a period of one (1) year from the date first above written. 3. COMPENSATION The total fee payable for the Services to be performed during the initial Agreement term shall not exceed seven thousand five hundred dollars ($7,500). No other compensation for the Services will be allowed except for items covered by subsequent amendments to this Agreement. City reserves the right to withhold a ten percent (10%) retention until City has accepted the work and/or the Services specified in Exhibit “A.” To the extent any of the terms in any exhibit or attachment to this Agreement conflict, in whole or in part, with the terms of this Agreement, the terms of this Agreement will control. 4. CONSTRUCTION MANAGEMENT SOFTWARE Procore Project Management and Collaboration System. This project may utilize the Owner’s Procore (www.procore.com) online project management and document control platform. The intent of utilizing Procore is to reduce cost and schedule risk, improve quality and safety, and maintain a healthy team dynamic by improving information flow, reducing non-productive activities, reducing rework and decreasing turnaround times. The Contractor is required to create a free web-based Procore user account(s) and utilize web-based training / tutorials (as needed) to become familiar with the system. Unless the Engineer approves otherwise, the Contractor shall process all project documents through Procore because this platform will be used to submit, track, distribute and collaborate on project. If unfamiliar or not otherwise trained with Procore, Contractor and applicable team members shall complete a free training certification course located at http://learn.procore.com/procore-certification- subcontractor. The Contractor is responsible for attaining their own Procore support, as needed, either through the online training or reaching out to the Procore support team. It will be the responsibility of the Contractor to regularly check Procore and review updated documents as they are added. There will be no cost to the Contractor for use of Procore. PSA25-3625FAC Docusign Envelope ID: 1A237879-5EE4-49D1-B7A5-0B866CDCA4EA December 2nd City Attorney Approved Version 5/22/2024 Page 2 It is recommended that the Contractor provide mobile access for Windows, iOS located at https://apps.apple.com/us/app/procore-construction-management/id374930542 or Android devices located at https://play.google.com/store/apps/details?id=com.procore.activities with the Procore App installed to at least one on-site individual to provide real-time access to current posted drawings, specifications, RFIs, submittals, schedules, change orders, project documents, as well as any deficient observations or punch list items. Providing mobile access will improve communication, efficiency, and productivity for all parties. The use of Procore for project management does not relieve the contractor of any other requirements as may be specified in the contract documents. 5. STATUS OF CONTRACTOR Contractor will perform the Services as an independent contractor and in pursuit of Contractor’s independent calling, and not as an employee of City. Contractor will be under the control of City only as to the results to be accomplished. 6. INDEMNIFICATION Contractor agrees to defend (with counsel approved by the City), indemnify, and hold harmless the City and its officers, elected and appointed officials, employees and volunteers from and against all claims, damages, losses and expenses including attorney’s fees arising out of the performance of the work described herein caused by any willful misconduct or negligent act or omission of the Contractor, any subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable. If Contractor’s obligation to defend, indemnify, and/or hold harmless arises out of Contractor’s performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then, and only to the extent required by Civil Code Section 2782.8, which is fully incorporated herein, Contractor’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Contractor, and, upon Contractor obtaining a final adjudication by a court of competent jurisdiction. Contractor’s liability for such claim, including the cost to defend, shall not exceed the Contractor’s proportionate percentage of fault. The parties expressly agree that any payment, attorney’s fee, costs or expense City incurs or makes to or on behalf of an injured employee under the City’s self-administered workers’ compensation is included as a loss, expense or cost for the purposes of this section, and that this section will survive the expiration or early termination of this Agreement. 7. INSURANCE Contractor will obtain and maintain policies of commercial general liability insurance, automobile liability insurance, a combined policy of workers' compensation, employers liability insurance, and professional liability insurance from an insurance company authorized to transact the business of insurance in the State of California which has a current Best's Key Rating of not less than "A-:VII"; OR with a surplus line insurer on the State of California’s List of Approved Surplus Line Insurers (LASLI) with a rating in the latest Best’s Key Rating Guide of at least “A:X”; OR an alien non-admitted insurer listed by the National Association of Insurance Commissioners (NAIC) latest quarterly listings report, in an amount of not less than one million dollars ($1,000,000) each, unless otherwise authorized and approved by the Risk Manager or the City Manager. Contractor will obtain occurrence coverage, excluding Professional Liability, which will be written as claims-made coverage. The insurance will be in force during the life of this Agreement and will not be canceled without thirty (30) days prior written notice to the City by certified mail. City will be named as an additional insured on General Liability which shall provide primary coverage to the City. The PSA25-3625FAC Docusign Envelope ID: 1A237879-5EE4-49D1-B7A5-0B866CDCA4EA City Attorney Approved Version 5/22/2024 Page 3 full limits available to the named insured shall also be available and applicable to the City as an additional insured. Contractor will furnish certificates of insurance to the Contract Department, with endorsements to City prior to City’s execution of this Agreement. 8. NOTICES The name of the persons who are authorized to give written notice or to receive written notice on behalf of City and on behalf of Contractor under this Agreement. For City For Contractor Name Ron Haugland Name Gregory Ferell Title Project Manager Title Project Manager Department Public Works Address 2226 Faraday Ave. City of Carlsbad Carlsbad, CA 92008 Address 405 Oak Ave. Phone No. 760-438-8400 Carlsbad, CA 92008 Email gferrell@aquaticdesigngroup.com Phone No. 760-975-7410 Each party will notify the other immediately of any changes of address that would require any notice or delivery to be directed to another address. 9. CONFLICT OF INTEREST Contractor shall file a Conflict of Interest Statement with the City Clerk in accordance with the requirements of the City of Carlsbad Conflict of Interest Code. The Contractor shall report investments or interests as required in the City of Carlsbad Conflict of Interest Code. Yes ☐ No ☒ If yes, list the contact information below for all individuals required to file: Name Email Phone Number 10. COMPLIANCE WITH LAWS Contractor will comply with all applicable local, state and federal laws and regulations prohibiting discrimination and harassment and will obtain and maintain a City of Carlsbad Business License for the term of this Agreement. PSA25-3625FAC Docusign Envelope ID: 1A237879-5EE4-49D1-B7A5-0B866CDCA4EA City Attorney Approved Version 5/22/2024 Page 4 11.CALIFORNIA AIR RESOURCES BOARD (CARB) ADVANCED CLEAN FLEETS REGULATIONS Contractor’s vehicles with a gross vehicle weight rating greater than 8,500 lbs. and light-duty package delivery vehicles operated in California may be subject to the California Air Resources Board (CARB) Advanced Clean Fleets regulations. Such vehicles may therefore be subject to requirements to reduce emissions of air pollutants. For more information, please visit the CARB Advanced Clean Fleets webpage at https://ww2.arb.ca.gov/our-work/programs/advanced-clean-fleets. 12.TERMINATION City or Contractor may terminate this Agreement at any time after a discussion, and written notice to the other party. City will pay Contractor's costs for services delivered up to the time of termination, if the services have been delivered in accordance with the Agreement. 13.CLAIMS AND LAWSUITS By signing this Agreement, Contractor agrees it may be subject to civil penalties for the filing of false claims as set forth in the California False Claims Act, Government Code sections 12650, et seq., and Carlsbad Municipal Code Sections 3.32.025, et seq. Contractor further acknowledges that debarment by another jurisdiction is grounds for the City of Carlsbad to terminate this Agreement. 14.JURISDICTIONS AND VENUE This Agreement shall be interpreted in accordance with the laws of the State of California. Contractor agrees and stipulates that the proper venue and jurisdiction for resolution of any disputes between the parties arising out of this Agreement is the State Superior Court, San Diego County, California. 15.ASSIGNMENT Contractor may assign neither this Agreement nor any part of it, nor any monies due or to become due under it, without the prior written consent of City. 16.AMENDMENTS This Agreement may be amended by mutual consent of City and Contractor. Any amendment will be in writing, signed by both parties, with a statement of estimated changes in charges or time schedule. 17.THIRD PARTY RIGHTS Nothing in this Agreement should be construed to give any rights or benefits to any party other than the City and Contractor. 18.ENTIRE AGREEMENT This Agreement, together with any other written document referred to or contemplated by it, along with the purchase order for this Agreement and its provisions, embody the entire Agreement and understanding between the parties relating to the subject matter of it. In case of conflict, the terms of the Agreement supersede the purchase order. Neither this Agreement nor any of its provisions may be amended, modified, waived or discharged except in a writing signed by both parties. This Agreement may be executed in counterparts. 19.AUTHORITY The individuals executing this Agreement and the instruments referenced in it on behalf of Contractor each represent and warrant that they have the legal power, right and actual authority to bind Contractor to the terms and conditions of this Agreement. PSA25-3625FAC Docusign Envelope ID: 1A237879-5EE4-49D1-B7A5-0B866CDCA4EA City Attorney Approved Version 5/22/2024 Page 5 CONTRACTOR AQUATIC DESIGN GROUP, INC., a California corporation CITY OF CARLSBAD, a municipal corporation of the State of California By: By: (sign here) Paz Gomez, Deputy City Manager, Public Works, as authorized by the City Manager Justin Caron, President (print name/title) ATTEST: By: SHERRY FREISINGER, City Clerk (sign here) By: Gregory Ferrell, Secretary Deputy City Clerk (print name/title) If required by City, proper notarial acknowledgment of execution by contractor must be attached. If a corporation, Agreement must be signed by one corporate officer from each of the following two groups: Group A. Group B. Chairman, Secretary, President, or Assistant Secretary, Vice-President CFO or Assistant Treasurer Otherwise, the corporation must attach a resolution certified by the secretary or assistant secretary under corporate seal empowering the officer(s) signing to bind the corporation. APPROVED AS TO FORM: CINDIE K. McMAHON, City Attorney By: _____________________________ Assistant City Attorney PSA25-3625FAC Docusign Envelope ID: 1A237879-5EE4-49D1-B7A5-0B866CDCA4EA ::'J~ R.. ~ ~ City Attorney Approved Version 5/22/2024 Page 6 EXHIBIT A SCOPE OF SERVICES AND FEE See attached proposal dated October 17, 2024. PSA25-3625FAC Docusign Envelope ID: 1A237879-5EE4-49D1-B7A5-0B866CDCA4EA PSA25-3625FAC Exhibit "A" (cont'd) Docusign Envelope ID: 1A237879-5EE4-49D1-B7A5-0B866CDCA4EA 1.0 INTRODUCTION PROPOSAL FOR CONSULTANT SERVICES 17 October 2024 1.1 AQUATIC DESIGN GROUP, INC. of Carlsbad, California (hereinafter referred to as "CONSULTANT'), proposes to provide consulting design services to CITY OF CARLSBAD, (hereinafter referred to as "CLIENT') for the following project: Alga Norte Aquatic Center Pools and Spa Replaster Construction Observation Services I Carlsbad, California 1.2 In conformance with the Request for Proposal dated 16 October 2024 as issued by Ron Haugland, CONSULTANT shall provide: 2.0 SCOPE OF WORK 2.1 CONSULTANT shall provide Construction Observation/ Administration services as hereinafter described for the following improvements: 2.1.1 Remove and Replace Swimming Pools and Spa Plaster 3.0 SCOPE OF SERVICES 3.1 Construction Observation Phase: 3.1.1 In conformance with the above scope of work and based upon the mutually agreed upon schedule and construction budget requirements, CONSUL TANT shall provide the following construction support services: 3.1.1.1 3.1.1.2 3.1.1.3 3.1.1.4 Provide clarification, as required, of construction documents and respond to contractor requests for information. Review and approval of swimming pool-related sample and material submittals specified in Contract Documents. Assistance with the issuance and negotiation of change orders. Review of contractor-submitted Record Drawings for contract conformance and completeness based upon field observations. 3.1.2 CONSULTANT shall visit the site at intervals appropriate to the stage of construction or otherwise agreed by CLIENT and CONSULTANT in writing to become generally familiar with the progress and quality of the Work completed and to determine in general if the Work is being performed in a manner indicating that the Work when completed will be in accordance with the Contract Documents. However, CONSULTANT shall not be required to 2226 Faraday Avenue, Carlsbad, CA I 800.938.0542 I www.aquaticdesigngroup.com PSA25-3625FAC Exhibit "A" (cont'd) Docusign Envelope ID: 1A237879-5EE4-49D1-B7A5-0B866CDCA4EA ADG Proposal for Consultant Services_ 17 October 2024 Alga Norte Aquatic Center Pools and Spa Replaster Construction Observation Services Page 2 of 6 make exhaustive or continuous on-site inspections to check the quality or quantity of the Work. On the basis of on-site observations, CONSULTANT shall keep CLIENT informed of the progress and quality of the Work and shall endeavor to guard CLIENT against defects and deficiencies in the Work. 3.2 CONSULTANT's services are intended for the CLIENT's sole use and benefit and solely for the CLI ENT's use on the Project. Except as agreed to in writing, CONSULTANT's services and work product shall not be used or relied on by any other person on entity, or for any purpose following substantial completion of the Project. 3.3 CONSUL TANT's services shall be provided consistent with and limited to the standard of care applicable to such services, which is that CONSUL TANT shall provide its services consistent with the professional skill and care ordinarily provided by consultants practicing in the same or similar locality under the same or similar circumstances. 3.4 CONSULTANT shall seek to comply with Building Codes applicable to the Project as is consistent with the professional standard of care and may seek and rely on the direction and input of public officials and others in doing so. 3.5 CONSULTANT's services shall be limited to those expressly set forth above, and CONSUL TANT shall have no other obligations or responsibilities for the Project except as agreed to in writing or as provided in this Agreement. 3.6 This Agreement and all obligations described herein are intended for the sole benefit of the Parties and are not intended to create any third-party rights or benefits. 4.0 EXCLUSIONS TO SCOPE OF SERVICES 4.1 CLIENT shall provide full information regarding requirements for the project, including a program which shall set forth CLIENT's design objectives, constraints and criteria, including space requirements and relationships, flexibility and expandability, special equipment, systems and site requirements. Additional information that may be required by CONSULTANT as prepared by other members of the project team shall include: 4.1.1 Soils testing/engineering, including finalized geotechnical investigation report. Note: Unusual soil conditions such as expansive soils, fill soils, soils with low bearing capacity (under PSA25-3625FAC Exhibit "A" (cont'd) Docusign Envelope ID: 1A237879-5EE4-49D1-B7A5-0B866CDCA4EA ADG Proposal for Consultant Services_ 17 October 2024 Alga Norte Aquatic Center Pools and Spa Replaster Construction Observation Services Page 3 of 6 2,000 psf), and high water tables which require additional engineering will be considered an additional service and compensated for in conformance with Article 7.1.2, below. This includes piles, piers, and/or mat slabs, and dewatering systems. 4.1.2 Destructive testing of existing pool structures to confirm as-built condition. Note: CONSULTANT cannot guarantee structural integrity of existing pool structures without confirming as-built condition of pool wall thickness, concrete reinforcement and compressive strength. Additional engineering for deficient structures will be considered an additional service and compensated for in conformance with Article 7.1.2, below. 4.1.3 Landscape design including swimming pool decks and deck drainage, fencing, planting, irrigation, site drainage, site lighting, shade structures, and FF&E. 4.1.4 Miscellaneous plan check and permit fees as may be required by regulatory agencies. 4.1.5 Storm Water Management Programming, Civil site work, water remediation and runoff control per jurisdictional requirements. 4.2 All construction projects require inspection and maintenance following completion. Operation, inspection, and maintenance are the sole responsibility of the Project Owner and CONSULT ANT shall have no responsibility for any failures by the Project Owner or others to properly operate, inspect, or maintain the Project facility. &.8 INDEMNITY &.-4 CONSULTANT and CLIENT mutually agree, to the fullest extent permitted by law, to indemnify and hold eaeh other harmless from any and all damages, liabilities or easts, including reasonable attorneys' fees and defense easts, arising from their own negligent aets, errors or omissions, or 1.Yillful miseonduot in the performance of their sel'\liees under this Agreement, to the extent that eaeh party is responsible for sueh damages, liabilities and easts on a comparative basis of fault. a--,-2 In the e11ent CONSULTANT's indemnity obligations set forth above are in eonfliet with the Prime Contrast or Agreement signed by CLIENT for this speeifie projeet, CONSULTANT agrees that the indemnity obligations provided in the Prime Contrast shall govern in all instances to the fullest extent permitted by lmv. PSA25-3625FAC Exhibit "A" (cont'd) Docusign Envelope ID: 1A237879-5EE4-49D1-B7A5-0B866CDCA4EA ADG Proposal for Consultant Services_ 17 October 2024 Alga Norte Aquatic Center Pools and Spa Replaster Construction Observation Services Page 4 of 6 &:a These indemnification pro¥isions shall survi¥e the termination or mcpiration of this Agreement and shall remain in full force and effect as long as permitted by lm'I. 6:8 USE OF DOCUMENTS/ ELECTRONIC FILES CLIENT aelmowledges the CONSULTANT's eonstruetion documents as instruments of professional service. Ne¥ertheless, the drawings and speoifioations shall booome the property of CLIENT upon oompletion of tho work and payment in full of all monies duo to the CONSULTA~ff. CLIENT shall not reuse or make any modifioations to the drawings and speeifieations 1.-.iithout the prior written consent of CONSULTANT. CLIENT agrees, to the fullest mdent permitted by lm'I, to indemnify and hold the CONSULTANT harmless from any olaim , liability or eost (including reasonable attorney's fees and defense costs) arising or allegedly arising out of any unauthori2:ed reuse or modification of the eonstruotion documents by CLIENT or any person or entity that acquires or obtains the plans and speeifieations from or through CLIENT without the 1,•t'ritten authori2:ation of the CONSULTANT. Eleetronie files may be pro¥ided by CONSULTl\~JT for re1Jiew by CLIENT and use by the Design Team in the preparation of eonstruetion doouments. CONSULTANT assumes no responsibility for determining whether the data or software format are eorreet, up to date, or together represent actual conditions, or liability for the translations or results thereof. Aeeeptanee or use by CLIENT of eleetronie files shall constitute a total release from liability, and as an indemnification for all easts or mcponsos from any olaims, suits, judgments, or any other aotions or liability as a result of sueh use. Under no oiroumstanoes shall deli1Jery of the eleotronio files be deemed a sale by CO~JSULTANT, and CONSULTANT mal"Ees no warranties, either mcpress or implied, of merohantability and fitness for any particular purpose. In no e¥ent shall CONSULTANT be liable for any loss of profit of any oonsequential damages as a result of re use of eleetronie files. Drawing plan 11ieY<'S may be deli¥ered in AutoC.'\D .dwg or Adobe .pdf format. Drawing detail sheets are considered proprietary and 'Nill be delivered in AutoCAD .dwg or Adobe .pdf format only. 7.0 COMPENSATION 7.1 CLIENT shall compensate CONSULTANT for services rendered as follows: 7 .1.1 Basic Services: The Scope of Services described above shall be compensated for on an hourly basis (as outlined in Article 7.3, PSA25-3625FAC Exhibit "A" (cont'd) Docusign Envelope ID: 1A237879-5EE4-49D1-B7A5-0B866CDCA4EA ADG Proposal for Consultant Services_ 17 October 2024 Alga Norte Aquatic Center Pools and Spa Replaster Construction Observation Services Page 5 of 6 below), not-to-exceed a fee of: SEVEN THOUSAND FIVE HUNDRED AND 00/100 DOLLARS ($7,500.00). ~ Additional Services: If requested, additional services will be billed for on an hourly basis, in eonformanee with the rates outlined in Artiele 7.3, belo'N. 7.2 Terms of Payment: 7.2.1 Payments for Basic Services shall be made based upon percentage of completion in not less than monthly installments. 7.3 Hourly Rates: 7.3.1 Compensation for additional services (when requested and authorized in advance by CLIENT) shall be provided in conformance with the following hourly rates: 7.3.1.1 7.3.1.2 7.3.1.3 7.3.1.4 7.3.1.5 Principal .................................. . Project Architect/ Engineer ......... . Project Manager .......................... . Designer .................................. . Administrative ........................... . $ 245.00 per hour $ 225.00 " " $ 205.00 " " $ 165.00 " " $ 110.00 " " PSA25-3625FAC Exhibit "A" (cont'd) Docusign Envelope ID: 1A237879-5EE4-49D1-B7A5-0B866CDCA4EA ADG Proposal for Consultant Services_ 17 October 2024 Alga Norte Aquatic Center Pools and Spa Replaster Construction Observation Services Page 6 of 6 8.0 AUTHORIZED SIGNATURES 8.1 This proposal is valid for thirty (30) calendar days from the date referenced below and is submitted for and on behalf of CONSULTANT by: AQUATIC DESIGN GROUP, INC. e;>~. By: Scott Palmer Its: Director of Marketing Its: Principal 17 October 2024 Date 8.2 This proposal is accepted for and on behalf of CLIENT by: CITY OF CARLSBAD Signature of Authorized Representative Printed Name and Title ANY PROPRIETOR/PARTNER/EXECUTIVEOFFICER/MEMBER EXCLUDED? INSR ADDL SUBRLTRINSD WVD PRODUCER CONTACTNAME:FAXPHONE(A/C, No):(A/C, No, Ext): E-MAILADDRESS: INSURER A : INSURED INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : POLICY NUMBER POLICY EFF POLICY EXPTYPE OF INSURANCE LIMITS(MM/DD/YYYY) (MM/DD/YYYY) AUTOMOBILE LIABILITY UMBRELLA LIAB EXCESS LIAB WORKERS COMPENSATIONAND EMPLOYERS' LIABILITY DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) AUTHORIZED REPRESENTATIVE EACH OCCURRENCE $ DAMAGE TO RENTEDCLAIMS-MADE OCCUR $PREMISES (Ea occurrence) MED EXP (Any one person) $ PERSONAL & ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER:GENERAL AGGREGATE $ PRO-POLICY LOC PRODUCTS - COMP/OP AGGJECT OTHER:$ COMBINED SINGLE LIMIT $(Ea accident) ANY AUTO BODILY INJURY (Per person) $ OWNED SCHEDULED BODILY INJURY (Per accident) $AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE $AUTOS ONLY AUTOS ONLY (Per accident) $ OCCUR EACH OCCURRENCE CLAIMS-MADE AGGREGATE $ DED RETENTION $ PER OTH-STATUTE ER E.L. EACH ACCIDENT E.L. DISEASE - EA EMPLOYEE $If yes, describe under E.L. DISEASE - POLICY LIMITDESCRIPTION OF OPERATIONS below INSURER(S) AFFORDING COVERAGE NAIC # COMMERCIAL GENERAL LIABILITY Y / N N / A(Mandatory in NH) SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED INACCORDANCE WITH THE POLICY PROVISIONS. 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. THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THISCERTIFICATE 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 onthis certificate does not confer rights to the certificate holder in lieu of such endorsement(s). COVERAGES CERTIFICATE NUMBER:REVISION NUMBER: CERTIFICATE HOLDER CANCELLATION © 1988-2015 ACORD CORPORATION. All rights reserved.ACORD 25 (2016/03) CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) $ $ $ $ $ The ACORD name and logo are registered marks of ACORD 11/25/2024 License # 0E67768 (858) 754-0063 50233 (619) 574-6288 30104 Aquatic Design Group2226 Faraday Avenue Carlsbad, CA 92008 29424 25054 A 1,000,000 X X 72SBABF0YSU 10/17/2024 10/17/2025 1,000,000 Cont Liab/Sev Int.10,000 1,000,000 2,000,000 2,000,000 Ded 0 1,000,000A X X 72SBABF0YSU 10/17/2024 10/17/2025 No Co. Owned Autos 10,000,000A X 72SBABF0YSU 10/17/2024 10/17/2025 10,000,000 10,000 B 72WECAN6LFZ 10/17/2024 10/17/2025 1,000,000 1,000,000 1,000,000 C Professional Liab.PRB0619119616 10/17/2024 Per Claim 2,000,000 C Ech Clm Ded $25,000 PRB0619119616 10/17/2024 10/17/2025 Aggregate 4,000,000 Re: All Projects City of Carlsbad/CMWD is Additional Insured with respect to General Liability per the attached endorsements as required by written contract. 30 Days Notice of Cancellation with 10 Days Notice for Non-Payment of Premium in accordance with the policy provisions. City of Carlsbad/CMWD c/o EXIGIS Insurance Compliance Services P.O. Box 947 Murrieta, CA 92564 AQUADES-03 MCCOWANA IOA Insurance Services3636 Nobel DriveSuite 410San Diego, CA 92122 Erica Wilson Erica.Wilson@ioausa.com Hartford Underwriters Insurance Company Hartford Casualty Insurance Company Hudson Insurance Company X 10/17/2025 X X X X X X X X X Docusign Envelope ID: 1A237879-5EE4-49D1-B7A5-0B866CDCA4EA ACORD" I ~ I I □ ~ ~ Fl □ □ f--- f---- f---- ~ - ~ H I I I I I □ Docusign Envelope ID: 1A237879-5EE4-49D1-B7A5-0B866CDCA4EA THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. THE;J HARTFORD ADDITIONAL INSURED -DESIGNATED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: BUSINESS LIABILITY COVERAGE FORM Except as otherwise stated in this endorsement, the terms and conditions of the Policy apply. A. The following is added to Section C. WHO IS AN INSURED: Designated Person Or Organization a. The person(s) or organization(s) shown in the Declarations as Additional Insured -Designated Person Or Organization is also an additional insured, 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: (1) In the performance of your ongoing operations; or (2) In connection with your premises owned by or rented to you. b. If coverage provided to these additional insureds is required by a written contract or written agreement, or when required by a written permit issued by a state or governmental agency or subdivision or political subdivision, the insurance afforded to these additional insureds will not be broader than that which you are required by the contract, agreement, or permit to provide for these additional insureds. c. The insurance afforded to these additional insureds only applies to the extent permitted by law. B. With respect to the insurance afforded such add itional insured(s) by this endorsement, the following additional exclusion is added to Section B. EXCLUSIONS: This insurance does not apply to "bodily injury" or "property damage" included within the "products-completed operations hazard". Form SL 30 42 10 18 Page 1 of 1 © 2018, The Hartford (May include copyrighted material of Insurance Services Office, Inc., with its permission) Docusign Envelope ID: 1A237879-5EE4-49D1-B7A5-0B866CDCA4EA THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. THE;J HARTFORD BLANKET ADDITIONAL INSURED BY CONTRACT This endorsement modifies insurance provided under the following: BUSINESS LIABILITY COVERAGE FORM Except as otherwise stated in this endorsement, the terms and conditions of the Policy apply. A. The following is added to Section C. WHO IS AN INSURED: Additional Insureds When Required By Written Contract, Written Agreement Or Permit The person(s) or organization(s) identified in Paragraphs a. through f. below are additional insureds when you have agreed, in a written contract or written agreement, or when required by a written permit issued by a state or governmental agency or subdivision or political subdivision that such person or organization be added as an additional insured on your Coverage Part, provided the injury or damage occurs subsequent to the execution of the contract or agreement, or the issuance of the permit. A person or organization is an additional insured under this provision only for that period of time required by the contract, agreement or permit. However, no such person or organization is an additional insured under this provision if such person or organization is included as an additional insured by any other endorsement issued by us and made a part of this Coverage Part. The insurance afforded to such additional insured will not be broader than that which you are required by the contract, agreement, or permit to provide for such additional insured. The insurance afforded to such additional insured only applies to the extent permitted by law. The limits of insurance that apply to additional insureds are described in Section D. LIABILITY AND MEDICAL EXPENSES LIMITS OF INSURANCE. How this insurance applies when other insurance is available to an additional insured is described in the Other Insurance Condition in Section E. LIABILITY AND MEDICAL EXPENSES GENERAL CONDITIONS. a. Vendors Any person(s) or organization(s) (referred to below as vendor), but only with respect to "bodily injury" or "property damage" arising out of "your products" which are distributed or sold in the regular course of the vendor's business and only if this Coverage Part provides coverage for "bodily injury" or "property damage" included within the "products-completed operations hazard". (1) The insurance afforded to the vendor is subject to the following additional exclusions: This insurance does not apply to: (a} "Bodily injury" or "property damage" for which the vendor is obligated to pay damages by reason of the assumption of liability in a contract or agreement. This exclusion does not apply to liability for damages that the vendor would have in the absence of the contract or agreement; (b} Any express warranty unauthorized by you; (c} Any physical or chemical change in the product made intentionally by the vendor; (d} Repackaging, except when unpacked solely for the purpose of inspection, demonstration, testing, or the substitution of parts under instructions from the manufacturer, and then repackaged in the original container; (e} Any failure to make such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products; (f) Demonstration, installation, servicing or repair operations, except such operations performed at the vendor's premises in connection with the sale of the product; Form SL 30 32 06 21 Page 1 of3 © 2021, The Hartford (May include copyrighted material of Insurance Services Office, Inc., with its permission) Docusign Envelope ID: 1A237879-5EE4-49D1-B7A5-0B866CDCA4EA THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. THE;J HARTFORD (g) Products which, after distribution or sale by you, have been labeled or relabeled or used as a container, part or ingredient of any other thing or substance by or for the vendor; or (h) "Bodily injury" or "property damage" arising out of the sole negligence of the vendor for its own acts or omissions or those of its employees or anyone else acting on its behalf. However, this exclusion does not apply to: (i) The exceptions contained in Paragraphs (d) or (f); or (ii) Such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products. (2) This insurance does not apply to any insured person or organization from whom you have acquired such products, or any ingredient, part or container, entering into, accompanying or containing such products. b. Lessors Of Equipment (1) Any person or organization from whom you lease equipment; but only with respect to their liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your maintenance, operation or use of equipment leased to you by such person or organization. (2) With respect to the insurance afforded to these additional insureds, this insurance does not apply to any "occurrence" which takes place after you cease to lease that equipment. c. Lessors Of Land Or Premises (1) Any person or organization from whom you lease land or premises, but only with respect to liability arising out of the ownership, maintenance or use of that part of the land or premises leased to you. (2) With respect to the insurance afforded to these additional insureds, this insurance does not apply to: (a) Any "occurrence" which takes place after you cease to lease that land or be a tenant in that premises; or (b) Structural alterations, new construction or demolition operations performed by or on behalf of such person or organization. d. Architects, Engineers Or Surveyors (1) Any architect, engineer, or surveyor, 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 connection with your premises; (b) In the performance of your ongoing operations performed by you or on your behalf; or (c) In connection with "your work" and included within the "products-completed operations hazard", but only if: (i) The written contract, written agreement or permit requires you to provide such coverage to such additional insured; and (ii) This Coverage Part provides coverage for "bodily injury" or "property damage" included within the "products-completed operations hazard". (2) With respect to the insurance afforded to these additional insureds, the following additional exclusion applies: This insurance does not apply to "bodily injury", "property damage" or "personal and advertising injury" arising out of the rendering of or the failure to render any professional services, including: (i) The preparing, approving, or failure to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders, designs or drawings and specifications; or (ii) Supervisory, surveying, inspection, architectural or engineering activities. This exclusion applies even if the claims allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by an insured, if the "bodily injury", "property Form SL 30 32 06 21 Page 2 of3 © 2021, The Hartford (May include copyrighted material of Insurance Services Office, Inc., with its permission) Docusign Envelope ID: 1A237879-5EE4-49D1-B7A5-0B866CDCA4EA THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. THE;J HARTFORD damage", or "personal and advertising injury" arises out of the rendering of or the failure to render any professional service. e. State Or Governmental Agency Or Subdivision Or Political Subdivision Issuing Permit (1) Any state or governmental agency or subdivision or political subdivision, but only with respect to operations performed by you or on your behalf for which the state or governmental agency or subdivision or political subdivision has issued a permit. (2) With respect to the insurance afforded to these additional insureds, this insurance does not apply to: (a) "Bodily injury", "property damage" or "personal and advertising injury" arising out of operations performed for the federal government, state or municipality; or (b) "Bodily injury" or "property damage" included within the "products-completed operations hazard". f. Any Other Party (1) Any other person or organization who is not in one of the categories or classes listed above in Paragraphs a. through e. above, 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 performed by you or on your behalf; (b) In connection with your premises owned by or rented to you; or (c) In connection with "your work" and included within the "products-completed operations hazard", but only if: (i) The written contract, written agreement or permit requires you to provide such coverage to such additional insured; and (ii) This Coverage Part provides coverage for "bodily injury" or "property damage" included within the "products-completed operations hazard". (2) With respect to the insurance afforded to these additional insureds, the following additional exclusion applies: This insurance does not apply to "bodily injury", "property damage" or "personal and advertising injury" arising out of the rendering of, or the failure to render, any professional architectural, engineering or surveying services, including: (a) The preparing, approving, or failure to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders, designs or drawings and specifications; or (b) Supervisory, surveying, inspection, architectural or engineering activities. This exclusion applies even if the claims allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by an insured, if the "bodily injury", "property damage", or "personal and advertising injury" arises out of the rendering of or the failure to render any professional service described in Paragraphs f.(2)(a) or f.(2)(b) above. Form SL 30 32 06 21 Page 3 of3 © 2021, The Hartford (May include copyrighted material of Insurance Services Office, Inc., with its permission) Docusign Envelope ID: 1A237879-5EE4-49D1-B7A5-0B866CDCA4EA Policy No.: 72SBAF0YSU THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. AMENDMENT -AGGREGATE LIMITS (PER PROJECT) This endorsement modifies insurance provided under the following: BUSINESS LIABILITY COVERAGE FORM A. Section D. LIABILITY AND MEDICAL EXPENSES LIMITS OF INSURANCE is amended as follows: 1. The General Aggregate Limit under Section D. LIABILITY AND MEDICAL EXPENSES LIMIT OF INSURANCE applies separately to each of your "projects". 2. The limits shown in the Declarations for Liability and Medical Expenses, Damage To Premises Rented To You and Medical Expenses continue to apply. 3. 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" will reduce the Products-Completed Operations Aggregate Limit, and not reduce the General Aggregate Limit. Form SS 04 33 04 05 4. If the applicable "project'' has been abandoned, delayed, or abandoned and then restarted, or if the authorized contracting parties deviate from plans, blueprints, designs, specifications or timetables, the "project" will still be deemed to be the same "project''. 5. The provisions of Section D. LIABILITY AND MEDICAL EXPENSES LIMIT OF INSURANCE not otherwise modified by this endorsement shall continue to apply as stipulated. B. Additional Definitions The following definition is added to Section G. LIABILITY AND MEDICAL EXPENSES DEFINITIONS: 1. "Project" means "your work" at location(s) away from premises owned or rented to you. Page 1 of 1 © 2005, The Hartford Docusign Envelope ID: 1A237879-5EE4-49D1-B7A5-0B866CDCA4EA Policy No.: 72SBABF0YSU THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. AMENDMENT -AGGREGATE LIMITS (PER PROJECT) This endorsement modifies insurance provided under the following: BUSINESS LIABILITY COVERAGE FORM A. Section D. LIABILITY AND MEDICAL EXPENSES LIMITS OF INSURANCE is amended as follows: 1. The General Aggregate Limit under Section D. LIABILITY AND MEDICAL EXPENSES LIMIT OF INSURANCE applies separately to each of your "projects". 2. The limits shown in the Declarations for Liability and Medical Expenses, Damage To Premises Rented To You and Medical Expenses continue to apply. 3. 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" will reduce the Products-Completed Operations Aggregate Limit, and not reduce the General Aggregate Limit. Form SS 04 33 04 05 4. If the applicable "project'' has been abandoned, delayed, or abandoned and then restarted, or if the authorized contracting parties deviate from plans, blueprints, designs, specifications or timetables, the "project" will still be deemed to be the same "project''. 5. The provisions of Section D. LIABILITY AND MEDICAL EXPENSES LIMIT OF INSURANCE not otherwise modified by this endorsement shall continue to apply as stipulated. B. Additional Definitions The following definition is added to Section G. LIABILITY AND MEDICAL EXPENSES DEFINITIONS: 1. "Project" means "your work" at location(s) away from premises owned or rented to you. Page 1 of 1 © 2005, The Hartford Docusign Envelope ID: 1A237879-5EE4-49D1-B7A5-0B866CDCA4EA THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT Policy Number: 72 WEC AN6LFZ Endorsement Number: Effective Date: 10/17/24 Effective hour is the same as stated on the Information Page of the policy. Named Insured and Address: AQUATIC DESIGN GROUP, INC 2226 FARADAY AVE CARLSBAD CA 92008 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 shall not operate directly or indirectly to benefit anyone not named in the Schedule. SCHEDULE Any person or organization for whom you are required by contract or agreement to obtain this waiver from us. Endorsement is not applicable in KY, NH, NJ or for any MO construction risk Form WC 00 03 13 Printed in U.S.A. Process Date: 09/07/24 Countersigned by -------------------Authorized Representative Policy Expiration Date: 10/17/25