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Dudek; 2024-09-24; PSA25-3582TRAN
PSA25-3582TRAN City Attorney Approved Version 5/22/2024 Page 1 AGREEMENT FOR AGUA HEDIONDA CREEK CHANNEL VEGETATION MAINTENANCE 2024-2025 SERVICES HABITAT RESTORATION SCIENCES, 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 Habitat Restoration Sciences, Inc., a California corporation ("Contractor"). RECITALS A. City requires the services of a consultant that is experienced in vegetation maintenance. B. Contractor has the necessary experience in providing services and advice related to vegetation maintenance. C. Contractor 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 attached Exhibit "A", which is incorporated by this reference in accordance with this Agreement’s terms and conditions. 2. STANDARD OF PERFORMANCE While performing the Services, Contractor will exercise the reasonable professional care and skill customarily exercised by reputable members of Contractor's profession practicing in the Metropolitan Southern California area and will use reasonable diligence and best judgment while exercising its professional skill and expertise. 3. TERM The term of this Agreement will be effective for a period of one (1) year from the date first above written. The City Manager may amend the Agreement to extend it for one (1) additional one (1) year period or parts thereof. Extensions will be based upon a satisfactory review of Contractor's performance, City needs, and appropriation of funds by the City Council. The parties will prepare a written amendment indicating the effective date and length of the extended Agreement. 4. TIME IS OF THE ESSENCE Time is of the essence for each and every provision of this Agreement. 5. COMPENSATION The total fee payable for the Services to be performed during the initial Agreement term shall not exceed thirty-five thousand dollars ($35,000). No other compensation for the Services will be allowed except for items covered by subsequent amendments to this Agreement. If the City elects to extend the Agreement, the amount shall not exceed ten thousand dollars ($10,000) per Agreement year. The City reserves the right to withhold a ten percent (10%) retention until City has accepted the work and/or Services specified in Exhibit "A". Incremental payments, if applicable, should be made as outlined in attached Exhibit "A". Docusign Envelope ID: A5DF5F56-3BD7-431F-8FDB-0DFFCF405498 September 24th PSA25-3582TRAN City Attorney Approved Version 5/22/2024 Page 2 6. PUBLIC WORKS 6.1 Prevailing Wage Rates. Any construction, alteration, demolition, repair, and maintenance work, including work performed during design and preconstruction such as inspection and land surveying work, cumulatively exceeding $1,000 and performed under this Agreement constitute “public works” under California Labor Code section 1720 et seq. and are subject to state prevailing wage laws. The general prevailing rate of wages, for each craft or type of worker needed to execute the contract, shall be those as determined by the Director of Industrial Relations pursuant to the Section 1770, 1773 and 1773.1 of the California Labor Code. Pursuant to Section 1773.2 of the California Labor code, a current copy of applicable wage rates is on file in the office of the City Engineer. Contractor shall not pay less than the said specified prevailing rates of wages to all such workers employed by him or her in the execution of the Agreement. Contractor and any subcontractors shall comply with Section 1776 of the California Labor Code, which generally requires keeping accurate payroll records, verifying and certifying payroll records, and making them available for inspection. Contractor shall require any subcontractors to comply with Section 1776. 6.2 DIR Registration. California Labor Code section 1725.5 requires the Contractor and any subcontractor or subconsultant performing any public work under this Agreement to be currently registered with the California Department of Industrial Relations (DIR), as specified in Labor Code section 1725.5. Labor Code section 1771.1 provides that a contractor or subcontractor/subconsultant shall not be qualified to engage in the performance of any contract for public work, unless currently registered and qualified to perform public work pursuant to Labor Code section 1725.5. Prior to the performance of public work by any subcontractor or subconsultant under this Agreement, Contractor must furnish City with the subcontractor or subconsultant's current DIR registration number. 7. 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. 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 Docusign Envelope ID: A5DF5F56-3BD7-431F-8FDB-0DFFCF405498 PSA25-3582TRAN City Attorney Approved Version 5/22/2024 Page 3 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. 8. STATUS OF CONTRACTOR Contractor will perform the Services in Contractor's own way as an independent contractor and in pursuit of Contractor's independent calling, and not as an employee of City. Contractor will be under control of City only as to the result to be accomplished but will consult with City as necessary. The persons used by Contractor to provide services under this Agreement will not be considered employees of City for any purposes. The payment made to Contractor pursuant to the Agreement will be the full and complete compensation to which Contractor is entitled. City will not make any federal or state tax withholdings on behalf of Contractor or its agents, employees or subcontractors. City will not be required to pay any workers' compensation insurance or unemployment contributions on behalf of Contractor or its employees or subcontractors. Contractor agrees to indemnify City within thirty (30) days for any tax, retirement contribution, social security, overtime payment, unemployment payment or workers' compensation payment which City may be required to make on behalf of Contractor or any agent, employee, or subcontractor of Contractor for work done under this Agreement. At the City’s election, City may deduct the indemnification amount from any balance owing to Contractor. 9. SUBCONTRACTING Contractor will not subcontract any portion of the Services without prior written approval of City. If Contractor subcontracts any of the Services, Contractor will be fully responsible to City for the acts and omissions of Contractor's subcontractor and of the persons either directly or indirectly employed by the subcontractor, as Contractor is for the acts and omissions of persons directly employed by Contractor. Nothing contained in this Agreement will create any contractual relationship between any subcontractor of Contractor and City. Contractor will be responsible for payment of subcontractors. Contractor will bind every subcontractor and every subcontractor of a subcontractor by the terms of this Agreement applicable to Contractor's work unless specifically noted to the contrary in the subcontract and approved in writing by City. 10. OTHER CONTRACTORS The City reserves the right to employ other Contractors in connection with the Services. 11. 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 Docusign Envelope ID: A5DF5F56-3BD7-431F-8FDB-0DFFCF405498 PSA25-3582TRAN City Attorney Approved Version 5/22/2024 Page 4 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. 12. INSURANCE Contractor will obtain and maintain for the duration of the Agreement and any and all amendments, insurance against claims for injuries to persons or damage to property which may arise out of or in connection with performance of the services by Contractor or Contractor’s agents, representatives, employees or subcontractors. The insurance will be obtained from an insurance carrier admitted and authorized to do business in the State of California. The insurance carrier is required to have 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. 12.1 Coverage and Limits. Contractor will maintain the types of coverages and minimum limits indicated below, unless Risk Manager or City Manager approves a lower amount. These minimum amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations under this Agreement. City, its officers, agents and employees make no representation that the limits of the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect Contractor. If Contractor believes that any required insurance coverage is inadequate, Contractor will obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense. The full limits available to the named insured shall also be available and applicable to the City as an additional insured. 12.1.1 Commercial General Liability (CGL) Insurance. Insurance written on an “occurrence” basis, including personal & advertising injury, with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. 12.1.2 Automobile Liability. (If the use of an automobile is involved for Contractor's work for City). $2,000,000 combined single-limit per accident for bodily injury and property damage. 12.1.3 Workers' Compensation and Employer's Liability. Workers' Compensation limits as required by the California Labor Code. Workers' Compensation will not be required if Contractor has no employees and provides, to City's satisfaction, a declaration stating this. 12.1.4 Professional Liability. Errors and omissions liability appropriate to Contractor’s profession with limits of not less than $1,000,000 per claim. Coverage must be maintained for a period of five years following the date of completion of the work. 12.2 Additional Provisions. Contractor will ensure that the policies of insurance required under this Agreement contain, or are endorsed to contain, the following provisions: Docusign Envelope ID: A5DF5F56-3BD7-431F-8FDB-0DFFCF405498 PSA25-3582TRAN City Attorney Approved Version 5/22/2024 Page 5 12.2.1 The City will be named as an additional insured on Commercial General Liability which shall provide primary coverage to the City. 12.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be written as claims-made coverage. 12.2.3 If Contractor maintains higher limits than the minimums shown above, the City requires and will be entitled to coverage for the higher limits maintained by Contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage will be available to the City. 12.2.4 This insurance will be in force during the life of the Agreement and any extensions of it and will not be canceled without thirty (30) days prior written notice to City sent by certified mail pursuant to the Notice provisions of this Agreement. 12.3 Providing Certificates of Insurance and Endorsements. Prior to City's execution of this Agreement, Contractor will furnish certificates of insurance and endorsements to City. 12.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance coverages, then City will have the option to declare Contractor in breach or may purchase replacement insurance or pay the premiums that are due on existing policies in order to maintain the required coverages. Contractor is responsible for any payments made by City to obtain or maintain insurance and City may collect these payments from Contractor or deduct the amount paid from any sums due Contractor under this Agreement. 12.5 Submission of Insurance Policies. City reserves the right to require, at any time, complete and certified copies of any or all required insurance policies and endorsements. 13. BUSINESS LICENSE Contractor will obtain and maintain a City of Carlsbad Business License for the term of the Agreement, as may be amended from time-to-time. 14. ACCOUNTING RECORDS Contractor will maintain complete and accurate records with respect to costs incurred under this Agreement. All records will be clearly identifiable. Contractor will allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of records and any other documents created pursuant to this Agreement. Contractor will allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of four (4) years from the date of final payment under this Agreement. 15. OWNERSHIP OF DOCUMENTS All work product produced by Contractor or its agents, employees, and subcontractors pursuant to this Agreement is the property of City. In the event this Agreement is terminated, all work product produced by Contractor or its agents, employees and subcontractors pursuant to this Agreement will be delivered at once to City. Contractor will have the right to make one (1) copy of the work product for Contractor’s records. Docusign Envelope ID: A5DF5F56-3BD7-431F-8FDB-0DFFCF405498 PSA25-3582TRAN City Attorney Approved Version 5/22/2024 Page 6 16. COPYRIGHTS Contractor agrees that all copyrights that arise from the services will be vested in City and Contractor relinquishes all claims to the copyrights in favor of City. 17. 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 are: For City For Contractor Name Jason Evans Name Eliud Lopez Title Associate Engineer Title Project Manager Department Public Works Address 1217 Distribution Way City of Carlsbad Vista, CA 92081 Address 1635 Faraday Ave Phone No. 760-415-4997 Carlsbad, CA 92008 Email elopez@hrs.dudek.com Phone No. 442-235-0348 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. 18. 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 19. GENERAL COMPLIANCE WITH LAWS Contractor will keep fully informed of federal, state and local laws and ordinances and regulations which in any manner affect those employed by Contractor, or in any way affect the performance of the Services by Contractor. Contractor will at all times observe and comply with these laws, ordinances, and regulations and will be responsible for the compliance of Contractor's services with all applicable laws, ordinances and regulations. Docusign Envelope ID: A5DF5F56-3BD7-431F-8FDB-0DFFCF405498 PSA25-3582TRAN City Attorney Approved Version 5/22/2024 Page 7 Contractor will be aware of the requirements of the Immigration Reform and Control Act of 1986 and will comply with those requirements, including, but not limited to, verifying the eligibility for employment of all agents, employees, subcontractors and consultants whose services are required by this Agreement. 20. 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. 21. DISCRIMINATION AND HARASSMENT PROHIBITED Contractor will comply with all applicable local, state and federal laws and regulations prohibiting discrimination and harassment. 22. DISPUTE RESOLUTION If a dispute should arise regarding the performance of the Services the following procedure will be used to resolve any questions of fact or interpretation not otherwise settled by agreement between the parties. Representatives of Contractor or City will reduce such questions, and their respective views, to writing. A copy of such documented dispute will be forwarded to both parties involved along with recommended methods of resolution, which would be of benefit to both parties. The representative receiving the letter will reply to the letter along with a recommended method of resolution within ten (10) business days. If the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the disputes will be forwarded to the City Manager. The City Manager will consider the facts and solutions recommended by each party and may then opt to direct a solution to the problem. In such cases, the action of the City Manager will be binding upon the parties involved, although nothing in this procedure will prohibit the parties from seeking remedies available to them at law. 23. TERMINATION In the event of the Contractor's failure to prosecute, deliver, or perform the Services, City may terminate this Agreement for nonperformance by notifying Contractor by certified mail of the termination. If City decides to abandon or indefinitely postpone the work or services contemplated by this Agreement, City may terminate this Agreement upon written notice to Contractor. Upon notification of termination, Contractor has five (5) business days to deliver any documents owned by City and all work in progress to City address contained in this Agreement. City will make a determination of fact based upon the work product delivered to City and of the percentage of work that Contractor has performed which is usable and of worth to City in having the Agreement completed. Based upon that finding City will determine the final payment of the Agreement. City may terminate this Agreement by tendering thirty (30) days written notice to Contractor. Contractor may terminate this Agreement by tendering 0 (0) days written notice to City. In the event of termination of this Agreement by either party and upon request of City, Contractor will assemble the work product and put it in order for proper filing and closing and deliver it to City. Contractor will be paid for work performed to the termination date; however, the total will not exceed the lump sum fee payable under this Agreement. City will make the final determination as to the portions of tasks completed and the compensation to be made. Docusign Envelope ID: A5DF5F56-3BD7-431F-8FDB-0DFFCF405498 PSA25-3582TRAN City Attorney Approved Version 5/22/2024 Page 8 24. COVENANTS AGAINST CONTINGENT FEES Contractor warrants that Contractor has not employed or retained any company or person, other than a bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award or making of this Agreement. For breach or violation of this warranty, City will have the right to annul this Agreement without liability, or, in its discretion, to deduct from the Agreement price or consideration, or otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent fee. 25. CLAIMS AND LAWSUITS By signing this Agreement, Contractor agrees that any Agreement claim submitted to City must be asserted as part of the Agreement process as set forth in this Agreement and not in anticipation of litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is submitted to City, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor acknowledges that California Government Code sections 12650 et seq., the False Claims Act applies to this Agreement and, provides for civil penalties where a person knowingly submits a false claim to a public entity. These provisions include false claims made with deliberate ignorance of the false information or in reckless disregard of the truth or falsity of information. If City seeks to recover penalties pursuant to the False Claims Act, it is entitled to recover its litigation costs, including attorney's fees. Contractor acknowledges that the filing of a false claim may subject Contractor to an administrative debarment proceeding as the result of which Contractor may be prevented to act as a Contractor on any public work or improvement for a period of up to five (5) years. Contractor acknowledges debarment by another jurisdiction is grounds for City to terminate this Agreement. 26. JURISDICTION AND VENUE This Agreement shall be interpreted in accordance with the laws of the State of California. Any action at law or in equity brought by either of the parties for the purpose of enforcing a right or rights provided for by this Agreement will be tried in a court of competent jurisdiction in the County of San Diego, State of California, and the parties waive all provisions of law providing for a change of venue in these proceedings to any other county. 27. SUCCESSORS AND ASSIGNS It is mutually understood and agreed that this Agreement will be binding upon City and Contractor and their respective successors. Neither this Agreement nor any part of it nor any monies due or to become due under it may be assigned by Contractor without the prior consent of City, which shall not be unreasonably withheld. 28. 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. 29. 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 Docusign Envelope ID: A5DF5F56-3BD7-431F-8FDB-0DFFCF405498 PSA25-3582TRAN City Attorney Approved Version 5/22/2024 Page 9 amended, modified, waived or discharged except in a writing signed by both parties. This Agreement may be executed in counterparts. 30. 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. CONTRACTOR CITY OF CARLSBAD, a municipal corporation of the State of California HABITAT RESTORATION SCIENCES, INC., a California corporation By: By: (sign here) PAZ GOMEZ, Deputy City Manager, Public Works, as authorized by the City Manager Joseph Monaco, President (print name/title) ATTEST: By: SHERRY FREISINGER, City Clerk (sign here) By: Cynthia Thompson, 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 Docusign Envelope ID: A5DF5F56-3BD7-431F-8FDB-0DFFCF405498 bi~ f-h . .rvtYtt PSA25-3582TRAN City Attorney Approved Version 5/22/2024 Page 10 EXHIBIT A SCOPE OF SERVICES AND FEE Docusign Envelope ID: A5DF5F56-3BD7-431F-8FDB-0DFFCF405498 2024-85b 1 September 2024 1217 DISTRIBUTION WAY VISTA, CALIFORNIA 92081 T 760.479.4210 F 760.479.4190 September 6, 2024 2024-85b Jason Evans, PE, QSD/P City of Carlsbad Public Works Department 1635 Faraday Avenue Carlsbad, CA 92008 Subject: Proposal for Agua Hedionda Creek Channel Vegetation Maintenance 2024-2025 Dear Jason Evans: Habitat Restoration Sciences, Inc. (HRS) is providing this proposal for ongoing maintenance services for the Agua Hedionda Creek channel. This work will take place within the creek channel between Cannon Road and El Camino Real Bridges in Carlsbad, CA as shown in the attached figure. The cost estimate and scope of work are provided below. 1 Scope of Work HRS will provide all labor, equipment, and materials necessary to perform three total channel vegetation clearings and one non-native herbicide spot treatment/trash removal event on an annual basis. Annual maintenance will be for a five-year term starting in September 2024 and concluding August 2025. All work will be performed in accordance with the permit conditions. The first of the three annual channel vegetation clearings events will be performed at the conclusion of bird nesting season (after September 15), the second event in mid-November, and the third event before the start of bird breeding/nesting season (before February 15) of each year. The one non-native herbicide spot treatment/trash removal event will be performed during bird breeding season. All materials removed from the site will be off-hauled and disposed of in an appropriate manner. HRS has buffered the total annual cost to allow for as-needed maintenance visits as directed by the City. 2 Cost Estimate ITEM NO. DESCRIPTION TERM PRICE 1 Year 1 -Annual Channel Vegetation Clearing and Non-native Herbicide Spot Treatment and Trash Removal September 2024 through August 2025 $35,000.00 TOTAL $35,000.00 PSA25-3582TRAN Exhibit "A" Docusign Envelope ID: A5DF5F56-3BD7-431F-8FDB-0DFFCF405498 ■HRS ~Al>l!Al "SC.._.., IC Jason Evans Subject: Proposal for Agua Hedionda Creek Channel Vegetation Maintenance 2024-2025 2024-85b 2 September 2024 All fees will be billed on a time and materials basis based on the current year Schedule of Charges (HRS’ 2024 Fee schedule is attached for reference) and invoiced upon completion of the work. The total cost for this phase of the work is $35,000.00. This total for this phase of the work would not be exceeded without client approval. Assumptions: HRS assumes State DIR Prevailing Wages Maintenance Rates apply to this project. HRS understands that all channel clearing activities shall be performed outside the breeding/nesting bird season (September 15 through February 15). Exclusions: This proposal does not include permit fees, water costs, water meter fees, hazardous materials removal, coring, boring, or breaking. HRS excludes cost of development of SWPPP plan and any QSD/QSP services. Thank you for the opportunity to propose on these services. This cost estimate is good for 30 days from the date on the proposal. If you have any questions regarding this scope of work, I can be reached through e-mail at elopez@hrs.dudek.com and by phone at (760) 415-4997. Sincerely, ____________________________________ Eliud Lopez, Project Manager Habitat Restoration Contractor License A & C-27 #842661 PSA25-3582TRAN Exhibit "A" Docusign Envelope ID: A5DF5F56-3BD7-431F-8FDB-0DFFCF405498 ~ ■HRS ~Al>l!Al "SC.._.., IC Jason Evans Subject: Proposal for Agua Hedionda Creek Channel Vegetation Maintenance 2024-2025 2024-85b 3 September 2024 PSA25-3582TRAN Exhibit "A" Docusign Envelope ID: A5DF5F56-3BD7-431F-8FDB-0DFFCF405498 so Feet Scale 1:eoo: 1 heh• 50 feet ■HRS ~Al>l!Al "SC.._.., IC LEGEND D Project Boundary Privacy Fence Retaining Wall Maintenance Access Road Vegetation Communities SCWRF: Willow riparian forest ., •• SWS: Southern willow scrub Figure 2 Project Bound111·y Habitat Restoration Sciences, Inc. 2024 State Prevailing Wage Standard Schedule of Charges Effective January 1, 2024 Professional & Management Personnel Project Director .................................................................................................................................................... $250.00/hr Senior Project Manager ....................................................................................................................................... $200.00/hr Pest Control Advisor ............................................................................................................................................ $175.00/hr Project Manager ................................................................................................................................................... $160.00/hr Administration/Clerical Support ............................................................................................................................ $75.00/hr Construction Prevailing Wage Classifications: Landscape Operating Engineer/Teamster ............................................................................................................ $185.00/hr Landscape Irrigation Laborer .............................................................................................................................. $160.00/hr Landscape Hydro Seeder ..................................................................................................................................... $160.00/hr Construction Laborer ........................................................................................................................................... $160.00/hr Maintenance Prevailing Wage Classifications*: Landscape Supervisor .......................................................................................................................................... $150.00/hr Landscape Assistant Supervisor .......................................................................................................................... $125.00/hr Foreman ............................................................................................................................................................... $100.00/hr Assistant Foreman ................................................................................................................................................. $80.00/hr Skilled Laborer ...................................................................................................................................................... $70.00/hr Landscape Maintenance Laborer ........................................................................................................................... $60.00/hr *- All classifications in this category fall within the “Landscape Maintenance Laborer” category from the DIR. Equipment/Vehicles Truck Usage ...................................................................................................................................................... $125.00/day Water Trailer/Buffalo ..........................................................................................................................................$75.00/day Dump Trailer .................................................................................................................................................... $100.00/day GPS Unit ..............................................................................................................................................................$90.00/day Quad/Mule ........................................................................................................................................................ $100.00/day ATV with Spray Rig ......................................................................................................................................... $150.00/day Boat / Kubota Zero Turn Mower ...................................................................................................................... $225.00/day Dingo Equipment/Tractor ................................................................................................................................. $450.00/day CAT 906 Loader, Excavator (305.5 or smaller), Skid Steer (CAT 279), etc. .................................................. $450.00/day John Deere 450 Dozer / CAT 299 Track Steer (steel track) ............................................................................. $540.00/day CAT 308 Excavator .......................................................................................................................................... $600.00/day CAT 315 Excavator .......................................................................................................................................... $850.00/day Water Truck / Dump Truck .............................................................................................................................. $450.00/day Chipper / Hydroseeder ...................................................................................................................................... $450.00/day Masticator Attachment...................................................................................................................................... $300.00/day Roll-off Truck ........................................................................................................................ $600.00/day plus tipping fees Emergency and Holidays – Minimum charge of two hours will be billed at 1.5 times the normal rate. Sundays are double time at 2.0 times normal rate. Material and Outside Services – Herbicides, subcontractors, rental of special equipment, special fencing or signage materials, outside data processing and computer services, etc., are charged at 1.15 times the direct cost. Travel Expenses – Per Diem where overnight stay is involved is charged at cost. PSA25-3582TRAN Exhibit "A" Docusign Envelope ID: A5DF5F56-3BD7-431F-8FDB-0DFFCF405498 ■HRS HABITAT RESTORATION SCIENCES, INC. 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 COMPENSATION AND 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 IN ACCORDANCE 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 PERIODINDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THISCERTIFICATE 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. 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). 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 7/5/2024 License # 0C32169 (619) 937-0164 20478 Habitat Restoration Sciences, Inc. 1217 Distribution Way Vista, CA 92081 20494 35289 34630 10172 85202 A 1,000,000 X X 6049996792 7/15/2024 7/15/2025 100,000 15,000 1,000,000 2,000,000 2,000,000 1,000,000B X X 6049951075 7/15/2024 7/15/2025 5,000,000C 7015294323 7/15/2024 7/15/2025 5,000,000 D X HAWC524562 7/15/2024 7/15/2025 1,000,000 1,000,000 1,000,000 E Pollution Liability G46788084008 7/15/2024 Occur/Agg 2,000,000 F Errors & Omissions EL00-53-0091-2023 7/15/2024 7/15/2025 Ded. $10K Occur/Agg 2,000,000 RE: OPERATIONS OF THE NAMED INSURED AS CERTIFICATE HOLDERS INTEREST MAY APPEAR. CITY OF CARLSBAD IS INCLUDED AS ADDITIONAL INSURED WITH REGARDS TO GENERAL LIABILITY AND AUTO LIABILITY PER ATTACHED FORM. PRIMARY AND NON-CONTRIBUTORY WORDING APPLIES WITH REGARDS TO GENERAL LIABILITY PER ATTACHED FORM. WAIVER OF SUBROGATION APPLIES WITH REGARDS TO THE GENERAL LIABILITY, AUTOMOBILE LIABILITY AND WORKERS COMPENSATION PER THE ATTACHED FORMS. (agcpp) CITY OF CARLSBAD/CMWD C/O EXIGIS INSURANCE COMPIANCE SERVICES P.O. BOX 4668 - ECM #35050 NEW YORK, NY 10163-4668 HABIRES-01 CERTT2 Rancho Mesa Insurance Services, Inc. 2355 Northside Drive Suite 200 San Diego, CA 92108 National Fire Ins Co of Htfd Transportation Insurance Co Continental Insurance Company Oak River Insurance Company Westchester Surplus Lines Ins Lloyds Of London X 7/15/2025 X X X X X X X X Docusign Envelope ID: A5DF5F56-3BD7-431F-8FDB-0DFFCF405498 ACORD" I ~ I ~ □ □ ~ ~ ~ □ □ ~ ~ ~ ~ ~ ~ ~ ~ H I I I I I □ I CNA PARAMOUNT Blanket Additional Insured -Owners,Lessees orContractors-with Products-CompletedOperationsCoverageEndorsement This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART It is understood and agreed as follows: I.WHO IS AN INSURED is amended to include as an Insured any person or organization whom you are required by written contract to add as an additional insured on this coverage part,but only with respect to liability for bodily injury,property damage or personal and advertising injury caused in whole or in part by your acts or omissions,or the acts or omissions of those acting on your behalf: A.in the performance of your ongoing operations subject to such written contract;or B.in the performance of your work subject to such written contract,but only with respect to bodily injury or property damage included in the products-completed operations hazard,and only if: 1.the written contract requires you to provide the additional insured such coverage;and 2.this coverage part provides such coverage. II.But if the written contract requires: A.additional insured coverage under the 11-85 edition,10-93 edition,or 10-01 edition of CG2010,or under the 10-01 edition of CG2037;or B.additional insured coverage with "arising out of"language;or C.additional insured coverage to the greatest extent permissible by law; then paragraph I.above is deleted in its entirety and replaced by the following: WHO IS AN INSURED is amended to include as an Insured any person or organization whom you are required by written contract to add as an additional insured on this coverage part,but only with respect to liability for bodily injury,property damage or personal and advertising injury arising out of your work that is subject to such written contract. III.Subject always to the terms and conditions of this policy,including the limits of insurance,the Insurer will not provide such additional insured with: A.coverage broader than required by the written contract;or B.a higher limit of insurance than required by the written contract. IV.The insurance granted by this endorsement to the additional insured does not apply to bodily injury,property damage,or personal and advertising injury arising out of: A.the rendering of,or the failure to render,any professional architectural,engineering,or surveying services, including: 1.the preparing,approving,or failing to prepare or approve maps,shop drawings,opinions,reports,surveys, field orders,change orders or drawings and specifications;and 2.supervisory,inspection,architectural or engineering activities;or B.any premises or work for which the additional insured is specifically listed as an additional insured on anotherendorsementattachedtothiscoveragepart. V.Under COMMERCIAL GENERAL LIABILITY CONDITIONS,the Condition entitled Other Insurance is amended to add the following,which supersedes any provision to the contrary in this Condition or elsewhere in this coverage part: PolicyNo: Endorsement No: CNA75079XX(10-16) Page1of2 /"5*0/"-'*3&*/463"/$&$00')"35'03%EffectiveDate: 24InsuredName)"#*5"53&4503"5*0/4$*&/$&4 */$ Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. 00 0 2 0 0 0 9 9 6 0 2 4 4 3 0 8 9 9 4 2 1 9 Docusign Envelope ID: A5DF5F56-3BD7-431F-8FDB-0DFFCF405498 CNA oiiiiiiii --!!!!!!!!!!!!!! --- !!!!!!!!!!!!!! CNA PARAMOUNT Blanket Additional Insured -Owners,Lessees orContractors-with Products-CompletedOperationsCoverageEndorsement Primary and Noncontributory Insurance With respect to other insurance available to the additional insured under which the additional insured is a named insured,this insurance is primary to and will not seek contribution from such other insurance,provided that a written contract requires the insurance provided by this policy to be: 1.primary and non-contributing with other insurance available to the additional insured;or 2.primary and to not seek contribution from any other insurance available to the additional insured. But except as specified above,this insurance will be excess of all other insurance available to the additional insured. VI.Solely with respect to the insurance granted by this endorsement,the section entitled COMMERCIAL GENERAL LIABILITY CONDITIONS is amended as follows: The Condition entitled Duties In The Event of Occurrence,Offense,Claim or Suit is amended with the addition ofthefollowing: Any additional insured pursuant to this endorsement will as soon as practicable: 1.give the Insurer written notice of any claim,or any occurrence or offense which may result in a claim; 2.send the Insurer copies of all legal papers received,and otherwise cooperate with the Insurer in the investigation, defense,or settlement of the claim;and 3.make available any other insurance,and tender the defense and indemnity of any claim to any other insurer orself-insurer,whose policy or program applies to a loss that the Insurer covers under this coverage part.However, if the written contract requires this insurance to be primary and non-contributory,this paragraph 3.does notapplytoinsuranceonwhichtheadditionalinsuredisanamedinsured. The Insurer has no duty to defend or indemnify an additional insured under this endorsement until the Insurer receiveswrittennoticeof a claim from the additional insured. VII.Solely with respect to the insurance granted by this endorsement,the section entitled DEFINITIONS is amended toadd the following definition: Written contract means a written contract or written agreement that requires you to make a person or organization an additional insured on this coverage part,provided the contract or agreement: A.is currently in effect or becomes effective during the term of this policy;and B.was executed prior to: 1.the bodily injury or property damage;or 2.the offense that caused the personal and advertising injury; for which the additional insured seeks coverage. Any coverage granted by this endorsement shall apply solely to the extent permissible by law. All other terms and conditions of the Policy remain unchanged. This endorsement,which forms a part of and is for attachment to the Policy issued by the designated Insurers,takes effecton the effective date of said Policy at the hour stated in said Policy,unless another effective date is shown below,andexpiresconcurrentlywithsaidPolicy. PolicyNo:Endorsement No:CNA75079XX(10-16)Page2of2 /"5*0/"-'*3&*/463"/$&$00')"35'03%EffectiveDate: 24InsuredName:)"#*5"53&4503"5*0/4$*&/$&4 */$ Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. Primary and Noncontributory Insurance Docusign Envelope ID: A5DF5F56-3BD7-431F-8FDB-0DFFCF405498 CNA CNA PARAMOUNT Contractors’General Liability Extension Endorsement B.1.d.Paragraph is amended to delete the limit of $250 shown for daily loss of earnings and replace it with a$1,000.limit. 24.UNINTENTIONAL FAILURE TO DISCLOSE HAZARDS Named Insured NamedIftheunintentionallyfailstodiscloseall existing hazards at the inception date of the Insured’s Coverage Part Coverage Part,the Insurer will not deny coverage under this because of such failure. 25.WAIVER OF SUBROGATION -BLANKET CONDITIONS Transfer Of Rights Of Recovery Against Others To UsUnder,the condition entitled is amended toadd the following: The Insurer waives any right of recovery the Insurer may have against any person or organization because ofpaymentstheInsurermakesforinjuryordamagearisingoutof: 1.Named Insured’sthe ongoing operations;or 2.your work products-completed operations hazardincludedinthe. Named InsuredHowever,this waiver applies only when the has agreed in writing to waive such rights of recovery inawrittencontractorwrittenagreement,and only if such contract or agreement: 1.Coverage Partis in effect or becomes effective during the term of this ;and 2.bodily injury property damage personal and advertising injurywasexecutedpriorto the ,or giving rise to the claim. 26.WRAP-UP EXTENSION:OCIP,CCIP,OR CONSOLIDATED (WRAP-UP)INSURANCE PROGRAMS Note:The following provision does not apply to any public construction project in the state of Oklahoma,nor to any consolidated (wrap-up)construction project in the state of Alaska,that is not permitted to be insured under a insurance program by applicable state statute or regulation. EXCLUSION –CONSTRUCTION WRAP-UPIftheendorsement is attached to this policy,or another exclusionaryendorsementpertainingtoOwnerControlledInsurancePrograms(O.C.I.P.)or Contractor Controlled InsurancePrograms(C.C.I.P.)is attached,then the following changes apply: A.The following wording is added to the above-referenced endorsement: consolidated (wrap-up)insurance program Named InsuredWithrespectto a project in which the is or was Named Insuredinvolved,this exclusion does not apply to those sums the become legally obligated to pay as damages because of: 1.Bodily injury property damage personal or advertising injury Named Insured’s,,or that occurs during the Named Insured’songoingoperationsat the project,or during such operations of anyone acting on thebehalf;nor 2.Bodily injury property damage products-completed operations hazardorincludedwithinthe that arises residential structuresout of those portions of the project that are not . B.4.Other Insurance 4.b.(1)(c)Condition is amend to add the following subparagraph : This insurance is excess over: (c)Any of the other insurance whether primary,excess,contingent or any other basis that is insurance available Named Insured Named Insured consolidated (wrap-up)to the as a result of the being a participant in a insurance program Named Insured’s consolidated (wrap-up),but only as respects the involvement in that insurance program. PolicyNo:EndorsementNo:CNA74705XX(1-15) /"5*0/"-'*3&*/463"/$&$00')"35'03% EffectiveDate:24InsuredName:)"#*5"53&4503"5*0/4$*&/$&4 */$ Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. 25.WAIVER OF SUBROGATION -BLANKET Docusign Envelope ID: A5DF5F56-3BD7-431F-8FDB-0DFFCF405498 CNA PARAMOUNT Contractors’General Liability Extension Endorsement Named Insureds Insureds spouses’Namedarewithrespecttosuch acts,errors or omissions in the conduct of the Insured’s business. 10.EXPECTED OR INTENDED INJURY –EXCEPTION FOR REASONABLE FORCE COVERAGES,Coverage A –Bodily Injury and Property Damage LiabilityUnder,the paragraph entitled Exclusions Expected or Intended Injuryisamendedtodeletetheexclusionentitled and replace it with the following: This insurance does not apply to: Expected or Intended Injury Bodily injury property damage Insuredorexpectedorintendedfromthestandpointof the .This exclusion does not bodily injury property damageapplytoor resulting from the use of reasonable force to protect persons or property. 11.GENERAL AGGREGATE LIMITS OF INSURANCE -PER PROJECT A.Named InsuredForeachconstructionprojectawayfrompremisesthe owns or rents,a separate Construction Project General Aggregate Limit,equal to the amount of the General Aggregate Limit shown in the Declarations, is the most the Insurer will pay for the sum of: 1.damages Coverage A damages bodily injury property damageAllunder,except because of or included in products-completed operations hazardthe;and 2.Coverage CAllmedicalexpensesunder, occurrencesthatarisefrom or accidents which can be attributed solely to ongoing operations at that construction project.Such payments shall not reduce the General Aggregate Limit shown in the Declarations,nor the Construction Project General Aggregate Limit of any other construction project. B.All: 1.Damages Coverage Bunder,regardless of the number of locations or construction projects involved; 2.Damages Coverage A occurrencesunder,caused by which cannot be attributed solely to ongoing damages bodily injury property damageoperationsat a single construction project,except because of or products-completed operations hazardincludedinthe;and 3.Coverage CMedicalexpensesunder caused by accidents which cannot be attributed solely to ongoing operations at a single construction project, will reduce the General Aggregate Limit shown in the Declarations. C.The limits shown in the Declarations for Each Occurrence,for Damage To Premises Rented To You and for Medical Expense continue to apply,but will be subject to either the Construction Project General Aggregate Limit occurrenceortheGeneralAggregateLimit shown in the Declarations,depending on whether the can be attributed solely to ongoing operations at a particular construction project. D.products-completed operations hazardWhencoverageforliabilityarisingout of the is provided,any payments damages bodily injury property damage products-completed operationsforbecauseoforincludedinthe hazard will reduce the Products-Completed Operations Aggregate Limit shown in the Declarations,regardless of the number of projects involved. E.InsuredIfasingleconstructionprojectawayfrompremisesownedbyorrentedto the has been 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 construction project. F.LIMITS OF INSURANCETheprovisionsof not otherwise modified by this endorsement shall continue to apply as stipulated. Policy No: 6049996792 Endorsement No: CNA74705XX (1-15)NATIONAL FIRE INSURANCE CO. OF HARTFORD Effective Date: 07/15/2024Insured Name: HABITAT RESTORATION SCIENCES, INC. Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. Docusign Envelope ID: A5DF5F56-3BD7-431F-8FDB-0DFFCF405498 CNA PARAMOUNT Cancellation /Nonrenewal –California Wherever used in this endorsement:1)Insurer means "we","us","our"or the "Company"as those terms may be defined in the policy;and 2)Named Insured means the first person or entity named on the declarations page; and 3)"Insureds" means all persons or entities afforded coverage under the policy. Any cancellation,nonrenewal or termination provisions in the policy are deleted in their entirety and replaced with the following: CANCELLATION AND NONRENEWAL A.CANCELLATION 1.The Named Insured may cancel the policy at any time.To do so,the Named Insured must return the policy to the Insurer or any of its authorized representatives,indicating the effective date of cancellation;or provide a written notice to the Insurer,stating when the cancellation is to be effective. 2.If the policy has been in effect for less than sixty (60)days and is not a renewal the Insurer may cancel the policy for any reason by mailing or delivering written notice to the Named Insured,at the last mailing address known to the Insurer,and the producer of record.The notice of cancellation will be provided at least sixty (60)days prior to the effective date of cancellation except that in the case of cancellation for nonpayment of premiums the notice will be given no less than ten (10)days prior to the effective date of the cancellation. 3.If the policy has been in effect for more than sixty (60)days or if it is a renewal,effective immediately,the Insurer may not cancel the policy unless such cancellation is based on one or more of the following reasons: a.Nonpayment of premium,including payment due on a prior policy issued by the Insurer and due during the current policy term covering the same risks. b.A judgment by a court or an administrative tribunal that the Named Insured has violated any law of this state or of the United States having as one of its necessary elements an act which materially increases any of the risks insured against. c.Discovery of fraud or material misrepresentation by either of the following: (1)The Named Insured or Insured(s)or a representative of same in obtaining the insurance;or (2)The Named Insured or his or her representative in pursuing a claim under the policy. d.Discovery of willful or grossly negligent acts or omissions,or of any violations of state laws or regulations establishing safety standards,by the Named Insured or Insured(s)or a representative of same,which materially increase any of the risks insured against. e.Failure by the Named Insured or Insured(s)or a representative of same to implement reasonable loss control requirements which were agreed to by the Named Insured as a condition of policy issuance or which were conditions precedent to the use by the Insurer of a particular rate or rating plan,if the failure materially increases any of the risks insured against. f.A determination by the commissioner that the loss of,or changes in,the Insurer's reinsurance covering all or part of the risk would threaten the financial integrity or solvency of the Insurer. g.A determination by the commissioner that a continuation of the policy coverage would place the Insurer in violation of the laws of this state or the state of its domicile or that the continuation of coverage would threaten the solvency of the Insurer. h.A change by the Named Insured or Insured(s)or a representative of same in the activities or property of the commercial or industrial enterprise which results in a material added risk,a materially increased risk or a materially changed risk,unless the added,increased,or changed risk is included in the policy. A notice of cancellation will be in writing and will be delivered or mailed to the Named Insured,at the last mailing address known to the Insurer,and the producer of record at least sixty (60)days prior to the effective date of cancellation.Where cancellation is for nonpayment of premium,notice shall be given no less than ten (10)days prior to the effective date of cancellation. CNA62814CA (7-20) Page 1 of 4 Nat'l Fire Ins Co of Hartford Policy No: 6049996792 Endorsement No: Effective Date: 07/15/2024HABITAT RESTORATION SCIENCES, INC.Insured Name: Copyright CNA All Rights Reserved. 40 0 2 0 0 0 9 2 6 0 4 9 9 9 6 7 9 2 2 9 6 1 Docusign Envelope ID: A5DF5F56-3BD7-431F-8FDB-0DFFCF405498 iiiiiiii --iiiiiiii -!!!!!!!!!!!!!!! iiiiiiii iiiiiiiiiiiiiii CNA PARAMOUNT Cancellation /Nonrenewal –California 4.The notice will state the actual reason for the cancellation. 5.Notice of cancellation will state the effective date of cancellation.The policy period will end on that date. 6.If notice is mailed,proof of mailing will be sufficient proof of notice. B.PREMIUM REFUND If this policy is cancelled,the Insurer will send the Named Insured any premium refund due.If the Insurer cancels the refund will be pro rata.If the Named Insured cancels,the refund may be less than pro rata.The cancellation will be effective even if the Insurer has not made or offered a refund. C.NONRENEWAL 1.The Insurer can non-renew the policy by giving written notice to the Named Insured,at the last mailing address known to the Insurer,and the producer of record at least sixty (60)days but not more than one hundred twenty (120)days before the expiration date. 2.The notice of nonrenewal will state the actual reason for nonrenewal. 3.If notice is mailed,proof of mailing will be sufficient proof of notice. 4.A notice of nonrenewal will not be required in any of the following situations: a.The transfer of,or renewal of,a policy without change in its terms or conditions or the rate on which the premium is based between insurers that are members of the same insurance group. b.The policy has been extended for ninety (90)days or less,if the notice required has been given prior to the extension. c.The Named Insured has obtained replacement coverage or has agreed,in writing, within sixty (60)days of the termination of the policy,to obtain that coverage. d.The policy is for a period of no more than sixty (60)days and the Named Insured is notified at the time of issuance that it may not be renewed. e.The Named Insured requests a change in the terms or conditions or risks covered by the policy within sixty (60)days prior to the end of the policy period. f.The Insurer has made a written offer to the Named Insured,within the prescribed time period,to renew the policy under changed terms or conditions or at a changed premium rate,where the increase is more than 25%.As used herein, "terms or conditions"includes,but is not limited to,a reduction in limits,elimination of coverages,or an increase in deductibles. 5.In the case of conditional renewal,failure of the Named Insured to satisfy conditions provided by the Insurer for renewal,by the expiration date of the policy or sixty (60)days after mailing or delivery of such notice,whichever is later,the conditional renewal shall be treated as an effective nonrenewal. D.CONDITIONAL RENEWAL 1.If the policy has been in effect for more than sixty (60)days or if the policy is a renewal,effective immediately no increase in premium,reduction in limits,or change in the conditions of coverage shall be effective during the policy period unless based upon one of the following reasons: a.Discovery of willful or grossly negligent acts or omissions,or of any violations of state laws or regulations establishing safety standards by the Named Insured or Insured(s)which materially increase any of the risks or hazards insured against. b.Failure by the Named Insured or Insured(s)to implement reasonable loss control requirements which were agreed to by the Insured as a condition of policy issuance or which were conditions precedent to the use by the Insurer of a particular rate or rating plan,if the failure materially increases any of the risks insured against. c.A determination by the commissioner that loss of or changes in an insurer's reinsurance covering all or part of the risk covered by the policy would threaten the financial integrity or solvency of the Insurer unless the change in the terms or conditions or rate upon which the premium is based is permitted. CNA62814CA (7-20) Page 2 of 4 Nat'l Fire Ins Co of Hartford Policy No: 6049996792 Endorsement No: Effective Date: 07/15/2024HABITAT RESTORATION SCIENCES, INC.Insured Name: Copyright CNA All Rights Reserved. Docusign Envelope ID: A5DF5F56-3BD7-431F-8FDB-0DFFCF405498 CNA PARAMOUNT Cancellation /Nonrenewal –California d.A change by the Named Insured or Insured(s)in the activities or property of the commercial or industrial enterprise which results in a materially added risk,a materially increased risk,or a materially changed risk, unless the added,increased,or changed risk is included in the policy. 2.A written notice will be mailed or delivered to the Named Insured,at the last mailing address known to the Insurer, and the producer of record at least sixty (60)days prior to the effective date of any increase,reduction or change. 3.The notice will state the effective date of,and the reasons for,the increase,reduction or change 4.If notice is mailed,proof of mailing will be sufficient proof of notice. E.ADDITIONAL PROVISIONS 1.Solely with respect to coverage for real property used predominantly for residential purposes and consisting of not more than four dwelling units,and to coverage on tenants'household property contained in a residential unit: a.The Insurer shall not cancel or refuse to renew such coverage existing on the date the Insurer elected to become an associate participating insurer after an offer of earthquake coverage is accepted solely because the insured has accepted that offer of earthquake coverage;and b.The Insurer shall not cancel such coverage unless the policy is properly canceled pursuant to Paragraph A above;and c.The Insurer may not cancel or non-renew this policy solely because the first Named Insured has: (1)Accepted an offer of earthquake coverage;or (2)Cancelled or did not renew a policy issued by the California Earthquake Authority (CEA)that included an earthquake policy premium surcharge. However,the Insurer shall cancel this policy if the first Named Insured has accepted a new or renewal policy issued by the CEA that includes an earthquake policy premium surcharge but fails to pay the earthquake policy premium surcharge authorized by the CEA. d.If the Insurer elects not to renew this policy,the Insurer will mail or deliver written notice, stating the reason for nonrenewal,to the first Named Insured,and to the producer of record,at the mailing address shown in the policy,at least 75 days,but not more than 120 days,before the expiration or anniversary date.The Insurer may elect not to renew such coverage for any reason,except as provided in e.,f.and g.below.If the Insurer fails to give the first Named Insured notice of nonrenewal at least 75 days prior to the policy expiration,as required in the paragraph above,this policy,with no change in its terms and conditions,shall remain in effect for 75 days from the date that the notice of nonrenewal is delivered or mailed to the Named Insured.A notice to this effect shall be provided by us to the first Named Insured with the notice of nonrenewal. e.The following applies only to insurers who are associate participating insurers as established by Cal. Ins. Code Section 10089.16.The Insurer may elect not to renew such coverage after the first Named Insured has accepted an offer of earthquake coverage,if one or more of the following reasons apply: i.The policy is terminated by the Named Insured; ii.The policy is refused renewal on the basis of sound underwriting principles that relate to the coverages provided by the policy and that are consistent with the approved rating plan and related documents filed with the Department of Insurance as required by existing law; iii.The Commissioner of Insurance finds that the exposure to potential losses will threaten the solvency of the Insurer or place the Insurer in a hazardous condition.A hazardous condition includes,but is not limited to,a condition in which the Insurer makes claims payments for losses resulting from an earthquake that occurred within the preceding two years and that required a reduction in policyholder surplus of at least twenty-five percent (25%)for payment of those claims;or iv.The Insurer has lost or experienced a substantial reduction in the availability or scope of reinsurance coverage or a substantial increase in the premium charged for reinsurance coverage for its residential property insurance policies,and the Commissioner of Insurance has approved a plan for CNA62814CA (7-20) Page 3 of 4 Nat'l Fire Ins Co of Hartford Policy No: 6049996792 Endorsement No: Effective Date: 07/15/2024HABITAT RESTORATION SCIENCES, INC.Insured Name: Copyright CNA All Rights Reserved. 40 0 2 0 0 0 9 2 6 0 4 9 9 9 6 7 9 2 2 9 6 2 Docusign Envelope ID: A5DF5F56-3BD7-431F-8FDB-0DFFCF405498 iiiiiiii ---!!!!!!!!!!!!!!! iiiiiiii iiiiiiiiiiiiiii CNA PARAMOUNT Cancellation /Nonrenewal –California the nonrenewals that is fair and equitable,and that is responsive to the changes in the Insurer's reinsurance position. f.If a state of emergency under California Law is declared and the residential property is located in any ZIP Code within or adjacent to the fire perimeter,as determined by California Law,the Insurer may not cancel or non-renew this policy for one year,beginning from the date the state of emergency is declared,solely because the dwelling or other structure is located in an area in which a wildfire has occurred. However,the Insurer may cancel or non-renew: (1)When the Named Insured has not paid the premium at any time and the Insurer lets the Named Insured know at least 10 days before the date cancellation takes effect; (2)If willful or grossly negligent acts or omissions by the Named Insured,or his or her representatives,are discovered that materially increase any of the risks insured against; (3)If losses unrelated to the post-disaster loss condition of the property have occurred that would collectively render the risk ineligible for renewal;or (4)If there are physical changes in the property insured against,beyond the catastrophe-damaged condition of the structures and surface landscape,which result in the property becoming uninsurable g.If this policy contains an exclusion barring coverage for the peril of corrosive soil conditions,the Insurer shall not cancel or refuse to renew the policy solely because corrosive soil conditions exist on the location. All other terms and conditions of the Policy remain unchanged. This endorsement,which forms a part of and is for attachment to the Policy issued by the designated Insurers,takes effect on the effective date of said Policy at the hour stated in said Policy,unless another effective date is shown below,and expires concurrently with said Policy. CNA62814CA (7-20) Page 4 of 4 Nat'l Fire Ins Co of Hartford Policy No: 6049996792 Endorsement No: Effective Date: 07/15/2024HABITAT RESTORATION SCIENCES, INC.Insured Name: Copyright CNA All Rights Reserved. Docusign Envelope ID: A5DF5F56-3BD7-431F-8FDB-0DFFCF405498 Business Auto Policy Policy Endorsement CONTRACTORS EXTENDED COVERAGE ENDORSEMENT - BUSINESS AUTO PLUS I. A. 1. 2. a. b. (1) (2) 3. 4. 1. 2. B. 1. 2. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM LIABILITY COVERAGE Who Is An Insured The following is added to Section II, Paragraph A.1., Who Is An Insured: a. Any incorporated entity of which the Named Insured owns a majority of the voting stock on the date of inception of this Coverage Form; provided that, b.The insurance afforded by this provision A.1. does not apply to any such entity that is an insured under any other liability "policy" providing auto coverage. Any organization you newly acquire or form, other than a limited liability company, partnership or joint venture, and over which you maintain majority ownership interest. The insurance afforded by this provision A.2.: Is effective on the acquisition or formation date, and is afforded only until the end of the policy period of this Coverage Form, or the next anniversary of its inception date, whichever is earlier. Does not apply to: Bodily injury or property damage caused by an accident that occurred before you acquired or formed the organization; or Any such organization that is an insured under any other liability "policy" providing auto coverage. Any person or organization that you are required by a written contract to name as an additional insured is an insured but only with respect to their legal liability for acts or omissions of a person, who qualifies as an insured under SECTION II – WHO IS AN INSURED and for whom Liability Coverage is afforded under this policy. If required by written contract, this insurance will be primary and non-contributory to insurance on which the additional insured is a Named Insured. An employee of yours is an insured while operating an auto hired or rented under a contract or agreement in that employee's name, with your permission, while performing duties related to the conduct of your business. "Policy", as used in this provision A. Who Is An Insured, includes those policies that were in force on the inception date of this Coverage Form but: Which are no longer in force; or Whose limits have been exhausted. Bail Bonds and Loss of Earnings Section II, Paragraphs A.2. (2) and A.2. (4) are revised as follows: In a.(2), the limit for the cost of bail bonds is changed from $2,000 to $5,000; and In a.(4), the limit for the loss of earnings is changed from $250 to $500 a day. Endorsement No: 11; Page: 1 of 4 Underwriting Company: Transportation Insurance Company, 151 N Franklin St, Chicago, IL 60606 Form No: CNA63359XX (04-2012) Endorsement Effective Date: Policy No: BUA 6049951075 Policy Effective Date: 07/15/2024 Policy Page: 71 of 229 Endorsement Expiration Date: © Copyright CNA All Rights Reserved. Includes copyrighted material of the Insurance Services Office, Inc., used with its permission. Docusign Envelope ID: A5DF5F56-3BD7-431F-8FDB-0DFFCF405498 CNA II Business Auto Policy Policy Endorsement C. II. A. B. a. b. C. a. D. a. b. c. d. e. (1) (2) E. Fellow Employee Section II, Paragraph B.5 does not apply. Such coverage as is afforded by this provision C. is excess over any other collectible insurance. PHYSICAL DAMAGE COVERAGE Glass Breakage – Hitting A Bird Or Animal – Falling Objects Or Missiles The following is added to Section III, Paragraph A.3.: With respect to any covered auto, any deductible shown in the Declarations will not apply to glass breakage if such glass is repaired, in a manner acceptable to us, rather than replaced. Transportation Expenses Section III, Paragraph A.4.a. is revised, with respect to transportation expense incurred by you, to provide: $60 per day, in lieu of $20; subject to $1,800 maximum, in lieu of $600. Loss of Use Expenses Section III, Paragraph A.4.b. is revised, with respect to loss of use expenses incurred by you, to provide: $1,000 maximum, in lieu of $600. Hired "Autos" The following is added to Section III. Paragraph A.: 5. Hired "Autos" If Physical Damage coverage is provided under this policy, and such coverage does not extend to Hired Autos, then Physical Damage coverage is extended to: Any covered auto you lease, hire, rent or borrow without a driver; and Any covered auto hired or rented by your employee without a driver, under a contract in that individual employee's name, with your permission, while performing duties related to the conduct of your business. The most we will pay for any one accident or loss is the actual cash value, cost of repair, cost of replacement or $75,000, whichever is less, minus a $500 deductible for each covered auto. No deductible applies to loss caused by fire or lightning. The physical damage coverage as is provided by this provision is equal to the physical damage coverage(s) provided on your owned autos. Such physical damage coverage for hired autos will: Include loss of use, provided it is the consequence of an accident for which the Named Insured is legally liable, and as a result of which a monetary loss is sustained by the leasing or rental concern. Such coverage as is provided by this provision will be subject to a limit of $750 per accident. Airbag Coverage The following is added to Section III, Paragraph B.3.: The accidental discharge of an airbag shall not be considered mechanical breakdown. Endorsement No: 11; Page: 2 of 4 Underwriting Company: Transportation Insurance Company, 151 N Franklin St, Chicago, IL 60606 Form No: CNA63359XX (04-2012) Endorsement Effective Date: Policy No: BUA 6049951075 Policy Effective Date: 07/15/2024 Policy Page: 72 of 229 Endorsement Expiration Date: © Copyright CNA All Rights Reserved. Includes copyrighted material of the Insurance Services Office, Inc., used with its permission. Docusign Envelope ID: A5DF5F56-3BD7-431F-8FDB-0DFFCF405498 CNA Business Auto Policy Policy Endorsement F. c. d. G. a. b. c. d. (1) (2) III. 1. a. b. (1) (2) 2. IV. A. Electronic Equipment Section III, Paragraphs B.4.c and B.4.d. are deleted and replaced by the following: Physical Damage Coverage on a covered auto also applies to loss to any permanently installed electronic equipment including its antennas and other accessories A $100 per occurrence deductible applies to the coverage provided by this provision. Diminution In Value The following is added to Section III, Paragraph B.6.: Subject to the following, the diminution in value exclusion does not apply to: Any covered auto of the private passenger type you lease, hire, rent or borrow, without a driver for a period of 30 days or less, while performing duties related to the conduct of your business; and Any covered auto of the private passenger type hired or rented by your employee without a driver for a period of 30 days or less, under a contract in that individual employee's name, with your permission, while performing duties related to the conduct of your business. Such coverage as is provided by this provision is limited to a diminution in value loss arising directly out of accidental damage and not as a result of the failure to make repairs; faulty or incomplete maintenance or repairs; or the installation of substandard parts. The most we will pay for loss to a covered auto in any one accident is the lesser of: $5,000; or 20% of the auto's actual cash value (ACV). Drive Other Car Coverage – Executive Officers The following is added to Sections II and III: Any auto you don't own, hire or borrow is a covered auto for Liability Coverage while being used by, and for Physical Damage Coverage while in the care, custody or control of, any of your "executive officers", except: An auto owned by that "executive officer" or a member of that person's household; or An auto used by that "executive officer" while working in a business of selling, servicing, repairing or parking autos. Such Liability and/or Physical Damage Coverage as is afforded by this provision. Equal to the greatest of those coverages afforded any covered auto; and Excess over any other collectible insurance. For purposes of this provision, "executive officer" means a person holding any of the officer positions created by your charter, constitution, by-laws or any other similar governing document, and, while a resident of the same household, includes that person's spouse. Such "executive officers" are insureds while using a covered auto described in this provision. BUSINESS AUTO CONDITIONS Duties In The Event Of Accident, Claim, Suit Or Loss The following is added to Section IV, Paragraph A.2.a.: Endorsement No: 11; Page: 3 of 4 Underwriting Company: Transportation Insurance Company, 151 N Franklin St, Chicago, IL 60606 Form No: CNA63359XX (04-2012) Endorsement Effective Date: Policy No: BUA 6049951075 Policy Effective Date: 07/15/2024 Policy Page: 73 of 229 Endorsement Expiration Date: © Copyright CNA All Rights Reserved. Includes copyrighted material of the Insurance Services Office, Inc., used with its permission. Docusign Envelope ID: A5DF5F56-3BD7-431F-8FDB-0DFFCF405498 CNA Business Auto Policy Policy Endorsement (4) (6) B. C. D. E. a. V. Your employees may know of an accident or loss. This will not mean that you have such knowledge, unless such accident or loss is known to you or if you are not an individual, to any of your executive officers or partners or your insurance manager. The following is added to Section IV, Paragraph A.2.b.: Your employees may know of documents received concerning a claim or suit. This will not mean that you have such knowledge, unless receipt of such documents is known to you or if you are not an individual, to any of your executive officers or partners or your insurance manager. Transfer Of Rights Of Recovery Against Others To Us The following is added to Section IV, Paragraph A.5. Transfer Of Rights Of Recovery Against Others To Us: We waive any right of recovery we may have, because of payments we make for injury or damage, against any person or organization for whom or which you are required by written contract or agreement to obtain this waiver from us. This injury or damage must arise out of your activities under a contract with that person or organization. You must agree to that requirement prior to an accident or loss. Concealment, Misrepresentation or Fraud The following is added to Section IV, Paragraph B.2.: Your failure to disclose all hazards existing on the date of inception of this Coverage Form shall not prejudice you with respect to the coverage afforded provided such failure or omission is not intentional. Other Insurance The following is added to Section IV, Paragraph B.5.: Regardless of the provisions of Paragraphs 5.a. and 5.d. above, the coverage provided by this policy shall be on a primary non-contributory basis. This provision is applicable only when required by a written contract. That written contract must have been entered into prior to Accident or Loss. Policy Period, Coverage Territory Section IV, Paragraph B. 7.(5).(a). is revised to provide: 45 days of coverage in lieu of 30 days. DEFINITIONS Section V. paragraph C. is deleted and replaced by the following: Bodily injury means bodily injury, sickness or disease sustained by a person, including mental anguish, mental injury or death resulting from any of these. Endorsement No: 11; Page: 4 of 4 Underwriting Company: Transportation Insurance Company, 151 N Franklin St, Chicago, IL 60606 Form No: CNA63359XX (04-2012) Endorsement Effective Date: Policy No: BUA 6049951075 Policy Effective Date: 07/15/2024 Policy Page: 74 of 229 Endorsement Expiration Date: © Copyright CNA All Rights Reserved. Includes copyrighted material of the Insurance Services Office, Inc., used with its permission. Docusign Envelope ID: A5DF5F56-3BD7-431F-8FDB-0DFFCF405498 CNA Endorsement Effective: Policy No.: Insured: WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 99 04 10 C (Ed. 01-19) WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT-CALIFORNIA BLANKET BASIS We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) The additional premium for this endorsement shall be calculated by applying a factor of 2% to the total manualpremium, with a minimum initial charge of $350, then applying all other pricing factors for the policy to this calculatedcharge to derive the final cost of this endorsement. This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule. Schedule Blanket Waiver Person/Organization Blanket Waiver – Any person or organization for whom the Named Insured hasagreed by written contract to furnish this waiver. This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) Endorsement No.: Premium $ Insurance Company: WC 99 04 10 C Countersigned by ______________________________________ (Ed. 01-19) Job Description All CA Operations Oak River Insurance Company HAWC524562 Waiver Premiu m (prior to adjustments) 5600.00 07/15/2024 Habitat Restoration Sciences, Inc. Docusign Envelope ID: A5DF5F56-3BD7-431F-8FDB-0DFFCF405498