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Home My WebLink AboutHeritage Architecture & Planning; 2026-04-23; PSA26-4065FACPSA26-4065FAC City Attorney Approved Version 10/23/2025 Page 1 AGREEMENT FOR MAGEE PARK RESTORATION, CAPITAL IMPROVEMENT PROGRAM PROJECT NO. 4758 DESIGN & CONSTRUCTION SUPPORT SERVICES HERITAGE ARCHITECTURE & PLANNING THIS AGREEMENT (“Agreement”) is made and entered into as of the ______________ day of _________________________, 2026, by and between the City of Carlsbad, California, a municipal corporation (“City”) and Heritage Architecture & Planning, a California corporation (“Contractor”). RECITALS A. City requires the professional services of a Contractor that is experienced in architectural design consulting services. B. Contractor has the necessary experience in providing professional services and advice related to architectural design consulting services. C. Contractor has submitted a proposal to the city responsive to Request for Proposals RFP26-3982FAC and has affirmed its willingness and ability to perform such work. NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained in this Agreement, City and Contractor agree as follows: 1. SCOPE OF WORK City retains Contractor to perform, and Contractor agrees to render, those services (“Services”) that are summarized in attached Exhibit “A” which is incorporated by this reference in accordance with this Agreement’s terms and conditions. As provided in the Request for Proposals, RFP26-3982FAC, the general work scope for the five buildings includes the following: • Analyze and assess the existing site conditions, • Provide consultation on the historic building restoration, plan development, and cost estimation, • Coordinate with city project manager, client department, consultants and other project stakeholders; attend onsite and online meetings, • Use city standard drawing title block on all drawings and edit per city direction. • Develop schematic design plans, and provide materials samples to city for reviews, • Furnish design development drawings at the 30%, 75%, 100% completion stage, and a separate document of technical construction specifications, • Furnish construction cost estimates and value engineering ideas for each of the iterative construction drawing design submissions above, • Submit design documents for city permitting (following guidelines on city website), and update drawings to address plan check comments/corrections received. Apply for any other permits required for regulatory compliance also, • Provide bidding support services consisting of answers to bid questions and substitutionary documents if/as needed. Docusign Envelope ID: 72A79F1D-5041-45DE-AAC0-708687962EF5 April 23rd PSA26-4065FAC City Attorney Approved Version 10/23/2025 Page 2 • Provide construction administration and support services during construction, inclusive of attendance at weekly project meetings, as-needed additional meetings and timely responses to RFIs and submittals. Exhibit “B,” attached hereto and incorporated herein by this reference, is provided for additional context regarding the project, design team, and the scope of work currently anticipated. 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 from the date first above written to April 9, 2029. The City Manager may amend the Agreement to extend it for one (1) additional one (1) year period or parts of a year. 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 one hundred forty-five thousand five hundred sixty dollars ($145,560). No other compensation for the Services will be allowed except for items covered by subsequent amendments to this Agreement. Payment terms are Net 30 unless otherwise provided in Exhibit “A” or agreed to in writing by the parties. 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.” 6. CONSTRUCTION MANAGEMENT SOFTWARE Procore Project Management and Collaboration System. This project may utilize the City’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. 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 City Engineer approves otherwise, 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. Contractor is Docusign Envelope ID: 72A79F1D-5041-45DE-AAC0-708687962EF5 PSA26-4065FAC City Attorney Approved Version 10/23/2025 Page 3 responsible for obtaining Contractor’s own Procore support, as needed, either through the online training or reaching out to the Procore support team. It will be the responsibility of Contractor to regularly check Procore and review updated documents as they are added. There will be no cost to Contractor for use of Procore. It is recommended that 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, requests for information, 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 Contractor of any other requirements as may be specified in this Agreement. 7. 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 the 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 this 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 City’s election, City may deduct the indemnification amount from any balance owing to Contractor. 8. 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. Docusign Envelope ID: 72A79F1D-5041-45DE-AAC0-708687962EF5 PSA26-4065FAC City Attorney Approved Version 10/23/2025 Page 4 9. OTHER CONTRACTORS City reserves the right to employ other Contractors in connection with the Services. 10. INDEMNIFICATION Contractor agrees to defend (with counsel approved by 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 in this Agreement caused by any negligence, recklessness, or willful misconduct of 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 California Civil Code Section 2782.8), then, and only to the extent required by California Civil Code Section 2782.8, which is fully incorporated in this Agreement, 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 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 Contractor’s proportionate percentage of fault. The parties expressly agree that any payment, attorneys fee, costs or expense City incurs or makes to or on behalf of an injured employee under City’s self-administered workers’ compensation program 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. 11. 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. 11.1 Coverages 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 City as an additional insured. Docusign Envelope ID: 72A79F1D-5041-45DE-AAC0-708687962EF5 PSA26-4065FAC City Attorney Approved Version 10/23/2025 Page 5 11.1.1 Commercial General Liability (CGL) Insurance. Insurance written on an “occurrence” basis, including personal and 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. 11.1.2 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. 11.1.3 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. 11.1.4 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. 11.2 Additional Provisions. Contractor will ensure that the policies of insurance required under this Agreement contain, or are endorsed to contain, the following provisions: 11.2.1 City will be named as an additional insured on Commercial General Liability which shall provide primary coverage to City. 11.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be written as claims-made coverage. 11.2.3 If Contractor maintains higher limits than the minimums shown above, 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 City. 11.2.4 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. 11.3 Providing Certificates of Insurance and Endorsements. Prior to City's execution of this Agreement, Contractor will furnish certificates of insurance and endorsements to City. 11.4 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. Docusign Envelope ID: 72A79F1D-5041-45DE-AAC0-708687962EF5 PSA26-4065FAC City Attorney Approved Version 10/23/2025 Page 6 11.5 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. 12.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. 13.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. 14.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. 15.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. 16.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 Name Si Phan Title Associate Engineer Department Fleet & Facilities For Contractor Name David Marshall Title President Address 363 Fifth Ave. Suite 302 City of Carlsbad San Diego, CA 92101 Address 1635 Faraday Ave. Phone No. 619-239-7888 Carlsbad, CA 92008 Email david@heritagearchitecture.com Phone No. 442-339-5219 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. Docusign Envelope ID: 72A79F1D-5041-45DE-AAC0-708687962EF5 PSA26-4065FAC City Attorney Approved Version 10/23/2025 Page 7 17. 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. 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 18. SEVERABILITY If any term or portion of this Agreement is held to be invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions of this agreement shall continue in full force and effect. 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. 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, HARASSMENT, AND RETALIATION PROHIBITED Contractor will comply with all applicable local, state and federal laws and regulations prohibiting discrimination, harassment, and retaliation. Docusign Envelope ID: 72A79F1D-5041-45DE-AAC0-708687962EF5 PSA26-4065FAC City Attorney Approved Version 10/23/2025 Page 8 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 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 thirty (30) 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. 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. Docusign Envelope ID: 72A79F1D-5041-45DE-AAC0-708687962EF5 PSA26-4065FAC City Attorney Approved Version 10/23/2025 Page 9 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 without regard to, or application of, choice of law rules or principles. 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 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 amended, modified, waived or discharged except in a writing signed by both parties. This Agreement may be executed in counterparts. Docusign Envelope ID: 72A79F1D-5041-45DE-AAC0-708687962EF5 PSA26-4065FAC City Attorney Approved Version 10/23/2025 Page 10 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 HERITAGE ARCHITECTURE & PLANNING, a California corporation By: By: (sign here) GEOFF PATNOE, City Manager Paul David Marshall, President (print name/title) ATTEST: By: SHERRY FREISINGER, City Clerk (sign here) By: Joy A. Guevara, Chief Financial Officer Deputy / Assistant 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: 72A79F1D-5041-45DE-AAC0-708687962EF5 PSA26-4065FAC City Attorney Approved Version 10/23/2025 Page 11 EXHIBIT A SCOPE OF SERVICES AND FEE Contractor shall provide architectural and engineering landscape, structural, mechanical, electrical, and plumbing design services, including, but not limited to, preparation of construction documents, construction cost estimates, bidding assistance, and construction observation and administration, as more particularly described below and in Exhibit B, attached hereto and incorporated herein by this reference. Item No. Unit of Measure Qty Description Extended Total 1 Hourly & not- to-exceed Task 1: Programing - 10% Plans $5,160 2 Hourly & not- to-exceed Task 2: Schematic Design - 30% Plans $7,950 3 Hourly & not- to-exceed Task 3: Design Development - 60% and 90% Plans $11,410 4 Hourly & not- to-exceed Task 4: Construction Documents - 100% Plans $12,550 5 Hourly & not- to-exceed Task 5: Plan check / permitting $6,950 6 Hourly & not- to-exceed Task 6: Bidding Assistance $3,640 7 Hourly & not- to-exceed Task 7: Construction Administration/Observation - 8-month period $37,700 8 Not-to-exceed 1 Reimbursable Expense Allowance $600 9 Hourly & not- to-exceed Landscape Design/Consulting - Furnished by Sotelo $9,500 10 Hourly & not- to-exceed Structural Design/Consulting - Furnished by Critical Structures $18,000 11 Hourly & not- to-exceed Mechanical, Electrical & Plumbing (MEP) Design/Consulting - Furnished by Engineered Systems $11,100 12 Hourly & not- to-exceed Construction Cost Estimate - Furnished by Cumming Group $21,000 13 Not-to-exceed TOTAL NOT-TO-EXCEED (Including reimbursables) $145,560.00 Docusign Envelope ID: 72A79F1D-5041-45DE-AAC0-708687962EF5 24 City of Carlsbad - RFP26-3982FAC Magee Park Renovation Design Services - Heritage Architecture & Planning dŚĞ,ĞƌŝƚĂŐĞƚĞĂŵŝƐŝŶƉŽƐŝƟŽŶƚŽďĞŐŝŶǁŽƌŬŽŶƚŚĞDĂŐĞĞWĂƌŬZĞŶŽǀĂƟŽŶĂƚƚŚĞƟŵĞŽĨƉƌŽũĞĐƚ ĂǁĂƌĚ͘WƌŽũĞĐƚDĂŶĂŐĞƌ^ƚƵĂƌƚ^ĂǁĂƐĂŬŝĂŶĚWƌŽũĞĐƚƌĐŚŝƚĞĐƚdŚŽŵĂƐ^ĂƵŶĚĞƌƐĐƵƌƌĞŶƚůǇŵĂŝŶƚĂŝŶ ĂǁŽƌŬůŽĂĚƚŚĂƚǁŝůůĂůůŽǁƚŚĞŵƚŽƐƚĂƌƚŝŵŵĞĚŝĂƚĞůǇĂƚƚŚĞƉƌŽƉŽƐĞĚƉƌŽũĞĐƚƐƚĂƌƚĚĂƚĞŽĨDĂǇϮϬϮϲ͘ ,ĞƌŝƚĂŐĞĂŐƌĞĞƐǁŝƚŚƚŚĞŝƚǇ͛ƐƉƌŽƉŽƐĞĚƟŵĞůŝŶĞŽĨϭϮŵŽŶƚŚƐƚŽŚĂǀĞƚŚĞĚĞƐŝŐŶĐŽŵƉůĞƚĞĂŶĚďƵŝůĚŝŶŐ ƉĞƌŵŝƚŝƐƐƵĞĚ͘&ŽůůŽǁŝŶŐŝƐĂƐƵŵŵĂƌŝǌĞĚŽƵƚůŝŶĞƐĐŚĞĚƵůĞĨŽƌƚŚĞƉƌŽũĞĐƚ͗ EŽƚĞ͗ůůƐƵďŵŝƩĂůƐƚŽďĞŝŶĞůĞĐƚƌŽŶŝĐW&ĨŽƌŵĂƚƵŶůĞƐƐŶŽƚĞĚŽƚŚĞƌǁŝƐĞ͘ ^ĞůĞĐƟŽŶŽĨƌĐŚŝƚĞĐƚĂŶĚEŽƟĮĐĂƟŽŶ &ĞďƌƵĂƌǇϮϬϮϲ ŽŶƚƌĂĐƚǆĞĐƵƚĞĚĂŶĚWƌŽũĞĐƚ^ƚĂƌƚ DĂǇϮϬϮϲ dĂƐŬϭͲWƌŽŐƌĂŵŵŝŶŐ;ϭϬйͿ DĂǇϮϬϮϲ;ϮǁĞĞŬƐͿ ^ŝƚĞƐƵƌǀĞǇĂŶĚĚŽĐƵŵĞŶƚĂƟŽŶ͕ƌĞǀŝĞǁŽĨĞǆŝƐƟŶŐĚŽĐƵŵĞŶƚĂƟŽŶ͕ƉƌĞůŝŵŝŶĂƌǇĚĞƐŝŐŶĚƌĂǁŝŶŐƐ͘ ĞůŝǀĞƌĂďůĞƐ͗ •KŶĞ;ϭͿWƌĞůŝŵŝŶĂƌǇĞƐŝŐŶĚƌĂǁŝŶŐƐƵďŵŝƩĂů͘ dĂƐŬϮͲ^ĐŚĞŵĂƟĐĞƐŝŐŶ;ϯϬйͿ DĂǇϮϬϮϲʹ:ƵůǇϮϬϮϲ;ϰǁĞĞŬƐͿ ^ĐŚĞŵĂƟĐĞƐŝŐŶĚƌĂǁŝŶŐƐĂŶĚ^ĐŚĞŵĂƟĐĞƐŝŐŶĐŽƐƚĞƐƟŵĂƚĞ͘ ĞůŝǀĞƌĂďůĞƐ͗ •KŶĞ;ϭͿ^ĐŚĞŵĂƟĐĞƐŝŐŶĚƌĂǁŝŶŐƐƵďŵŝƩĂů͘ •KŶĞ;ϭͿ^ĐŚĞŵĂƟĐĞƐŝŐŶĐŽƐƚĞƐƟŵĂƚĞ͘ dĂƐŬϯͲĞƐŝŐŶĞǀĞůŽƉŵĞŶƚ;ϲϬйΘϵϬйͿ :ƵůǇϮϬϮϲʹƵŐƵƐƚϮϬϮϲ;ϲǁĞĞŬƐͿ ĞƐŝŐŶĞǀĞůŽƉŵĞŶƚĚƌĂǁŝŶŐƐ͕ŽƵƚůŝŶĞƐƉĞĐŝĮĐĂƟŽŶƐ͕ĞƐŝŐŶĞǀĞůŽƉŵĞŶƚĐŽƐƚĞƐƟŵĂƚĞ͘ ĞůŝǀĞƌĂďůĞƐ͗ •dǁŽ;ϮͿĞƐŝŐŶĞǀĞůŽƉŵĞŶƚƌĂǁŝŶŐƐƵďŵŝƩĂůƐ͘ •KŶĞ;ϭͿKƵƚůŝŶĞ^ƉĞĐŝĮĐĂƟŽŶ;dKͿ͘ •dǁŽ;ϮͿĞƐŝŐŶĞǀĞůŽƉŵĞŶƚĐŽƐƚĞƐƟŵĂƚĞƐ͘ dĂƐŬϰͲŽŶƐƚƌƵĐƟŽŶŽĐƵŵĞŶƚƐ;ϭϬϬйͿ ^ĞƉƚĞŵďĞƌϮϬϮϲʹKĐƚŽďĞƌϮϬϮϲ;ϲǁĞĞŬƐͿ ŽŶƐƚƌƵĐƟŽŶŽĐƵŵĞŶƚƐ͕ĐŽŶƐƚƌƵĐƟŽŶƐƉĞĐŝĮĐĂƟŽŶƐ͕ƐƚƌƵĐƚƵƌĂůĐĂůĐƵůĂƟŽŶƐ͕ĐŽŶƐƚƌƵĐƟŽŶĚŽĐƵŵĞŶƚƐ ĐŽƐƚĞƐƟŵĂƚĞ͘ •KŶĞ;ϭͿŽŶƐƚƌƵĐƟŽŶŽĐƵŵĞŶƚƐƐƵďŵŝƩĂů͘ •KŶĞ;ϭͿ^ƚƌƵĐƚƵƌĂůĐĂůĐƵůĂƟŽŶƐƐƵďŵŝƩĂů͘ •KŶĞ;ϭͿŽŶƐƚƌƵĐƟŽŶ^ƉĞĐŝĮĐĂƟŽŶƐƐƵďŵŝƩĂů͘ •KŶĞ;ϭͿŽŶƐƚƌƵĐƟŽŶŽĐƵŵĞŶƚĐŽƐƚĞƐƟŵĂƚĞ͘ WůĂŶŚĞĐŬͬWĞƌŵŝƫŶŐ;&/E>Ϳ KĐƚŽďĞƌϮϬϮϲʹEŽǀĞŵďĞƌϮϬϮϲ;ϲǁĞĞŬƐͿ &ŝŶĂůŝǌĂƟŽŶŽĨŽŶƐƚƌƵĐƟŽŶŽĐƵŵĞŶƚƐ͕ƐƚƌƵĐƚƵƌĂůĐĂůĐƵůĂƟŽŶƐ͕ƉĞƌŵŝƚƐƵďŵŝƩĂů͕ƌĞƐƉŽŶƐĞƚŽƉůĂŶĐŚĞĐŬ ĐŽŵŵĞŶƚƐ͕ƌĞƐƵďŵŝƩĂůĂŶĚĐŽŶƐƚƌƵĐƟŽŶƉĞƌŵŝƚƌĞĂĚǇĚŽĐƵŵĞŶƚƐ͘ •KŶĞ;ϭͿWĞƌŵŝƚZĞĂĚǇƐƵďŵŝƩĂů͘ •KŶĞ;ϭͿWĞƌŵŝƚZĞĂĚǇŽŶƐƚƌƵĐƟŽŶ^ƉĞĐŝĮĐĂƟŽŶƐƐƵďŵŝƩĂů͘ •KŶĞ;ϭͿ^ƚƌƵĐƚƵƌĂůĐĂůĐƵůĂƟŽŶƐƐƵďŵŝƩĂůƐĂƐƌĞƋƵŝƌĞĚďǇƉůĂŶĐŚĞĐŬ͘ PROJECT SCHEDULE PSA26-4065FAC Exhibit "B" Docusign Envelope ID: 72A79F1D-5041-45DE-AAC0-708687962EF5 25 City of Carlsbad - RFP26-3982FAC Magee Park Renovation Design Services - Heritage Architecture & Planning •ŽŵŵĞŶƚƌĞƐƉŽŶƐĞƐĂƐƌĞƋƵŝƌĞĚďǇƉůĂŶĐŚĞĐŬ͘ ŝĚƐƐŝƐƚĂŶĐĞ;ŽŶĐƵƌƌĞŶƚǁŝƚŚWůĂŶŚĞĐŬͿ ĞĐĞŵďĞƌϮϬϮϲ;ϮǁĞĞŬƐͿ ƐƐŝƐƚǁŝƚŚƉƌĞƉĂƌĂƟŽŶŽĨďŝĚĚŽĐƵŵĞŶƚƐ͕ƐŝƚĞǁĂůŬǁŝƚŚƉŽƚĞŶƟĂůĐŽŶƚƌĂĐƚŽƌƐ͕ƌĞƐƉŽŶĚƚŽĐŽŶƚƌĂĐƚŽƌ ƋƵĞƐƟŽŶƐ͘ ŽŶƐƚƌƵĐƟŽŶKďƐĞƌǀĂƟŽŶ :ĂŶƵĂƌǇϮϬϮϳʹ:ƵůǇϮϬϮϳ;ϲŵŽŶƚŚƐͿ ZĞƐƉŽŶĚƚŽĐŽŶƚƌĂĐƚŽƌƐƵďŵŝƩĂůƐĂŶĚZ&/Ɛ͕ƉƌĞƉĂƌĞ^/ĚŽĐƵŵĞŶƚƐĂƐŶĞĞĚĞĚ͕ĂƩĞŶĚŽŶͲƐŝƚĞĂŶĚŽŶůŝŶĞ ĐŽŶƐƚƌƵĐƟŽŶƉƌŽŐƌĞƐƐŵĞĞƟŶŐƐ͘ EŽƚĞ͗,ĞƌŝƚĂŐĞĂŶĚƚŚĞĚĞƐŝŐŶƚĞĂŵƐŚĂůůďĞĐŽŵĞŐĞŶĂƌĂůůǇĨĂŵŝůŝĂƌǁŝƚŚƚŚĞƉƌŽũĞĐƚĂŶĚƚŚĞĞǆŝƐƟŶŐ ĚŽĐƵŵĞŶƚĂƟŽŶƚŽďĞƉƌŽǀŝĚĞĚďǇƚŚĞŝƚǇ͕ŝŶĐůƵĚŝŶŐƚŚĞϮϬϮϭŽŶĚŝƟŽŶƐƐƐĞƐƐŵĞŶƚZĞƉŽƌƚĂŶĚĞǆŝƐƟŶŐ ĚƌĂǁŝŶŐƐ͘dŚŝƐZ&WƌĞƐƉŽŶƐĞƉƌŽǀŝĚĞƐĨŽƌĂƚŽƚĂůŽĨƐŝǆ;ϲͿĚĞƐŝŐŶĚƌĂǁŝŶŐƐƵďŵŝƩĂůƐĂŶĚĨŽƵƌ;ϰͿĐŽƐƚ ĞƐƟŵĂƚĞĂŶĚǀĂůƵĞĞŶŐŝŶĞĞƌŝŶŐƐƵďŵŝƩĂůƐ͘dŚŝƐZ&WƌĞƐƉŽŶƐĞƐƉƌŽǀŝĚĞƐĨŽƌϲ;ƐŝǆͿŵŽŶƚŚƐĐŽŶƐƚƌƵĐƟŽŶ ĂĚŵŝŶŝƐƚƌĂƟŽŶ͘ PSA26-4065FAC Exhibit "B" (cont.) Docusign Envelope ID: 72A79F1D-5041-45DE-AAC0-708687962EF5 H E R I T A G E A R C H I T E C T U R E & P L A N N I N G 363 FIFTH AVENUE SUITE 302 SAN DIEGO, CA 92101 TEL: 619.239.7888 HERITAGEARCHITECTURE.COM SSCHEDULE OF FEES Job Description Hourly Rates Principal $300.00/Hour Associate Principal $270.00/Hour Project Manager/Architect $250.00/Hour Project Historian/Architectural Historian $250.00/Hour Specification Writer $200.00/Hour Assistant Historian $150.00/Hour Designer/Draftsperson $150.00/Hour Field Assistant $140.00/Hour Research Assistant $120.00/Hour Clerical $120.00/Hour General Terms Hourly rates include provisions for normal overhead costs including benefits, office rental, utilities, insurance, clerical services, and equipment. Reproduction, travel outside of San Diego County, and other non-labor direct costs are billed at cost plus 15%. Automobile travel outside a 30 mile radius from Heritage’s office will be billed at the most current IRS Standard Mileage Rate (SMR). Other Consultants Employed by the Client Coordination of services from consultants employed by the Client usually generates additional coordination work for Heritage Architecture & Planning, not included in the fee. Heritage will provide a separate fee proposal to the Client if additional coordination is necessary. Terms of Payment Heritage’s Schedule of Fees is valid for 12 months. All fees are fixed lump sum unless noted otherwise. Payments for services shall be made monthly in proportion to services performed. Payments are due and payable upon presentation of Heritage’s invoice. Amounts unpaid 30 days after the invoice date shall bear interest at 10% per month or in the absence thereof at the legal rate prevailing from time to time at Heritage’s principal place of business. The Client shall not withhold amounts from Heritage’s compensation to impose a penalty or liquidated damages on Heritage, or to offset sums requested by or paid to contractors for the cost of changes in the Work, unless Heritage agrees or has been found liable for the amounts in a binding dispute resolution proceeding. Reimbursable Expenses Reimbursable Expenses described below will occur, as necessary, and be billed by Heritage on an itemized statement specifying the type of service and/or the material provided, copies of receipts, if applicable, the position of the person providing the service, the person’s hourly rate, PSA26-4065FAC Exhibit "B" (cont.) Docusign Envelope ID: 72A79F1D-5041-45DE-AAC0-708687962EF5 H H E R I T A G E A R C H I T E C T U R E & P L A N N I N G 363 FIFTH AVENUE SUITE 302 SAN DIEGO, CA 92101 TEL: 619.239.7888 HERITAGEARCHITECTURE.COM the time spent and the cost incurred to provide the service. Funding for the reimbursable expenses is provided to pay Heritage for the various duties described below that do not lend themselves to precise estimation, and for that reason is not included in the Basic Services. Reimbursable Expenses, however, are essential to aid Heritage in the performance of the Basic Services and Additional Services, when authorized. x Printing and reproduction as required by the Consultant. x Automobile Mileage/Travel related costs. x Equipment rental. x Research related costs/fees. x Report reproduction and expendable supplies. x Laboratory Paint Analysis x Chain of Title Additional Services The following services are not included but may be available for an additional fee. x Civil Engineering services. x Meetings beyond those listed in scope. x Construction Observation beyond 12 months. x As-built drawings. x Paint color analysis. x Fire suppression/ Fire alarm systems. x Access control/ security systems. x Telecommunications. x Utility/ infrastructure upgrades. x EV Charging station installation. x Seismic investigation. PSA26-4065FAC Exhibit "B" (cont.) Docusign Envelope ID: 72A79F1D-5041-45DE-AAC0-708687962EF5 H Docusign Envelope ID: 72A79F1D-5041-45DE-AAC0-708687962EF5 ACORD" CERTIFICATE OF LIABILITY INSURANCE I DATE (MM/DDNYYY) ~ 7/25/2025 ~ HERIARC-01 LOVELACEJ THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER License # OE67768 ij~~I~cT Judy Lovelace IOA Insurance Services wgNJo, Ext): (858) 200-4542 FAX 3636 Nobel Drive (A/C, Nol: Suite 410 itlJ~ss: judy.lovelace@ioausa.com San Diego, CA 92122 INSURER(S) AFFORDING COVERAGE NAIC# INSURER A : Travelers Property Casualty Company of America 25674 INSURED INSURER B: U.S. Specialty Insurance Company 29599 Heritage Architecture & Planning INSURERC: 363 5th Avenue, Suite 302 INSURERD: San Diego, CA 92101 INSURERE: INSURERF: COVERAGES CERTIFICATE NUMBER· REVISION NUMBER· THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDL SUBR POLICY NUMBER POLICYEFF POLICY EXP LIMITS LTR INSD WVD IMM/DDNYYYl IMM/DDNYYYl A X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 ~ ~ -DAMAGE TO RENTED 1,000,000 CLAIMS-MADE X OCCUR X X 680-1H943129 9/1/2025 9/1/2026 PREMISES /Ea O"""rrence\ $ ~ ~ - ~ MED EXP (Any one person) $ 5,000 1,000,000 PERSONAL & ADV INJURY $ ~ 2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ Fl POLICY [K rr8..= ~ LOG PRODUCTS -COMP/OP AGG $ 2,000,000 OTHER: $ A AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ 1,000,000 (Ea accident) ANY AUTO X 680-1H943129 9/1/2025 9/1/2026 BODILY INJURY (Per person) $ OWNED SCHEDULED ~ AUTOS ONLY -AUTOS BODILY INJURY /Per accident) $ X ~L\WsoNLY ___!_ ~8rocl1J~t~ iP~f~&,~1;,';',SAMAGE $ X No Co. Owned Autos $ A X UMBRELLA LIAB X OCCUR EACH OCCURRENCE $ 2,000,000 ~ - EXCESSLIAB CLAIMS-MADE CUP-5C89708A 9/1/2025 9/1/2026 AGGREGATE $ 2,000,000 DED IX RETENTION$ 0 $ A WORKERS COMPENSATION XI ~~fTUTF I gJH-AND EMPLOYERS' LIABILITY Y/N X UB-4J467287 9/1/2025 9/1/2026 1,000,000 ANY PROPRIETOR/PARTNER/EXECUTIVE ~ E.L. EACH ACCIDENT $ OFFICER/MEMBER EXCLUDED? N/A 1,000,000 (Mandatory in NH) E.L. DISEASE -EA EMPLOYEE $ If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE -POLICY LIMIT $ 1,000,000 B Prof Liab/Clms Made USS2535658 5/13/2025 5/13/2026 Per Claim 2,000,000 B Ded.: $15K Per Claim USS2535658 5/13/2025 5/13/2026 Aggregate 2,000,000 DESCRIPTION OF OPERATIONS/ LOCATIONS/ VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Re: All Projects The City of Carlsbad is Additional Insured with respect to General/Hired & Non-Owned Auto Liability per the attached endorsement as required by written contract. Insurance is Primary and Non-Contributory. Waiver of Subrogation applies to General Liability and Workers' Compensation. 30 Days Notice of Cancellation with 10 Days Notice for Non-Payment of Premium in accordance with the policy provisions. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. City of Carlsbad/CMWD AUTHORIZED REPRESENTATIVE c/o EXIGIS Insurance Compliance Services L/~ P.O. Box 947 Murrieta r..11 Q?,;;R4 ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD Docusign Envelope ID: 72A79F1D-5041-45DE-AAC0-708687962EF5 Named Insured: Heritage Architecture & Planning Policy Number: 6801H943129 COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET ADDITIONAL INSURED (ARCHITECTS, ENGINEERS AND SURVEYORS) This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART 1. The following is added to SECTION II -WHO IS AN INSURED: Any person or organization that you agree in a "written contract requiring insurance" to include as an additional insured on this Coverage Part, but: a. Only with respect to liability for "bodily injury", "property damage" or "personal injury"; and b. If, and only to the extent that, the injury or damage is caused by acts or omissions of you or your subcontractor in the performance of "your work" to which the "written contract requiring insurance" applies, or in connection with premises owned by or rented to you. The person or organization does not qualify as an additional insured: c. With respect to the independent acts or omissions of such person or organization; or d. For "bodily injury", "property damage" or "personal injury" for which such person or organization has assumed liability in a contract or agreement. The insurance provided to such additional insured is limited as follows: e. This insurance does not apply on any basis to any person or organization for which coverage as an additional insured specifically is added by another endorsement to this Coverage Part. f. This insurance does not apply to the rendering of or failure to render any "professional services". g. In the event that the Limits of Insurance of the Coverage Part shown in the Declarations exceed the limits of liability required by the "written contract requiring insurance", the insurance provided to the additional insured shall be limited to the limits of liability required by that "written contract requiring insurance". This endorsement does not increase the limits of insurance described in Section Ill - Limits Of Insurance. h. This insurance does not apply to "bodily injury" or "property damage" caused by "your work" and included in the "products- completed operations hazard" unless the "written contract requiring insurance" specifically requires you to provide such coverage for that additional insured, and then the insurance provided to the additional insured applies only to such "bodily injury" or "property damage" that occurs before the end of the period of time for which the "written contract requiring insurance" requires you to provide such coverage or the end of the policy period, whichever is earlier. 2. The following is added to Paragraph 4.a. of SECTION IV -COMMERCIAL GENERAL LIABILITY CONDITIONS: The insurance provided to the additional insured is excess over any valid and collectible other insurance, whether primary, excess, contingent or on any other basis, that is available to the additional insured for a loss we cover. However, if you specifically agree in the "written contract requiring insurance" that this insurance provided to the additional insured under this Coverage Part must apply on a primary basis or a primary and non-contributory basis, this insurance is primary to other insurance available to the additional insured which covers that person or organizations as a named insured for such loss, and we will not share with the other insurance, provided that: (1) The "bodily injury" or "property damage" for which coverage is sought occurs; and (2) The "personal injury" for which coverage is sought arises out of an offense committed; after you have signed that "written contract requiring insurance". But this insurance provided to the additional insured still is excess over valid and collectible other insurance, whether primary, excess, contingent or on any other basis, that is available to the additional insured when that person or organization is an additional insured under any other insurance. CG D3 810915 © 2015 The Travelers Indemnity Company. All rights reserved. Page 1 of 2 Includes the copyrighted material of Insurance Services Office, Inc., with its permission Docusign Envelope ID: 72A79F1D-5041-45DE-AAC0-708687962EF5 COMMERCIAL GENERAL LIABILITY 3. The following is added to Paragraph 8., Transfer Of Rights Of Recovery Against Others To Us, of SECTION IV -COMMERCIAL GENERAL LIABILITY CONDITIONS: We waive any right of recovery we may have against any person or organization because of payments we make for "bodily injury", "property damage" or "personal injury" arising out of "your work" performed by you, or on your behalf, done under a "written contract requiring insurance" with that person or organization. We waive this right only where you have agreed to do so as part of the "written contract requiring insurance" with such person or organization signed by you before, and in effect when, the "bodily injury" or "property damage" occurs, or the "personal injury" offense is committed. 4. The following definition is added to the DEFINITIONS Section: "Written contract requiring insurance" means that part of any written contract under which you are required to include a person or organization as an additional insured on this Coverage Part, provided that the "bodily injury" and "property damage" occurs and the "personal injury" is caused by an offense committed: a. After you have signed that written contract; b. While that part of the written contract is in effect; and c. Before the end of the policy period. Page2of2 © 2015 The Travelers Indemnity Company. All rights reserved. CG D3 81 0915 Includes the copyrighted material of Insurance Services Office, Inc., with its permission Docusign Envelope ID: 72A79F1D-5041-45DE-AAC0-708687962EF5 TRAVELERs'f'· ONE TOWER SQUARE HARTFORD CT 06183 WORKERS COMPENSATION AND EMPLOYERS LIABILITY POLICY ENDORSEMENT WC 99 03 76 ( A) POLICYNUMBER: UB-4J467287-l7-47-G Named Insured: Heritage Architecture & Planning WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT -CALIFORNIA (BLANKET WAIVER) 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. The additional premium for this endorsement shall be 3 . o o % of the California workers' compensation pre- mium. Person or Organization ANY PERSON OR ORGANIZATION FOR WHICH THE INSURED HAS AGREED BY WRITTEN CONTRACT EXECUTED PRIOR TO LOSS TO FURNISH THIS WAIVER. Schedule Job Description ARCHITECTS This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. Docusign Envelope ID: 72A79F1D-5041-45DE-AAC0-708687962EF5 POLICY NUMBER: 680-1B943129-24-47 COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. HIRED AUTO AND NONOWNED AUTO LIABILITY This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE FORM SCHEDULE Insurance is provided only with respect to those coverages for which a specific premium charge is shown: COVERAGE Hired Auto Liability Nonowned Auto Liability ADDITIONAL PREMIUM $ INCLUDED $ INCLUDED (If no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to this endorsement.) PROVISIONS A. COVERAGE If a premium charge is shown in the SCHEDULE above, the insurance provided under Section I - Coverage A -Bodily Injury And Property Damage Liability applies to "bodily injury" and "property damage" arising out of the maintenance or use of a "hired auto" or "nonowned auto". Maintenance or use of a "nonowned auto" in- cludes test driving in connection with an "auto business". B. EXCLUSIONS With respect to the insurance provided by this endorsement: 1. The exclusions, under Section I -Coverage A -Bodily Injury And Property Damage Liability, other than exclusions a., b., d., e., f. and i. and the Nuclear Energy Liability Exclu- sion (Broad Form) are deleted and replaced by the following: a. "Bodily injury" to: (1) Any fellow "employee" of the insured arising out of and in the course of: (a) Employment by the insured; or (b) Performing duties related to the conduct of the insured's busi- ness. b. "Property damage" to: (1) Property owned or being transported by, or rented or loaned to the insured; or (2) Property in the care, custody or con- trol of the insured. C. WHO IS AN INSURED Section II -Who Is An Insured is replaced by the following: Each of the following is an insured under this in- surance to the extent set forth below: 1. You; 2. Anyone else including any partner or "execu- tive officer" of yours while using with your permission a "hired auto" or a "nonowned auto" except: a. The owner or lessee (of whom you are a sublessee) of a "hired auto" or the owner or lessee of a "nonowned auto" or any agent or "employee" of any such owner or lessee; b. Your "employee" if the covered "auto" is owned by that "employee" or a member of his or her household; c. Your "employee" if the covered "auto" is leased, hired or rented by him or her or a member of his or her household under a lease or rental agreement for a period of 180 days or more; d. Any partner or "executive officer" with re- spect to any "auto" owned by such part- ner or officer or a member of his or her household; e. Any partner or "executive officer'' with re- spect to any "auto" leased or rented to such partner or officer or a member of his or her household under a lease or rental agreement for a period of 180 days or more; MP T1 2511 03 Copyright, The Travelers Indemnity Company, 2003 Page 1 of 2 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Docusign Envelope ID: 72A79F1D-5041-45DE-AAC0-708687962EF5 COMMERCIAL GENERAL LIABILITY f. Any person while employed in or other- wise engaged in duties in connection with an "auto business", other than an "auto business" you operate; g. Anyone other than your "employees", partners, a lessee or borrower or any of their "employees", while moving property to or from a "hired auto" or a "nonowned auto"; or 3. Any other person or organization, but only with respect to their liability because of acts or omissions of an insured under 1. or 2. above. D. AMENDED DEFINITIONS The Definition of "insured contract" of Section V - Definitions is amended by the addition of the fol- lowing exceptions to paragraph f.: Paragraph f. does not include that part of any contract or agreement: (4) That pertains to the loan, lease or rental of an "auto" to you or any of your "employees", if the "auto" is loaned, leased or rented with a driver; or (5) That holds a person or organization engaged in the business of transporting property by "auto" for hire harmless for your use of a cov- ered "auto" over a route or territory that per- son or organization is authorized to serve by public authority. E. ADDITIONAL DEFINITIONS Section V -Definitions is amended by the addi- tion of the following definitions: 1. "Auto Business" means the business or oc- cupation of selling, repairing, servicing, stor- ing or parking "autos". 2. "Hired auto" means any "auto" you lease, hire, rent or borrow. This does not include: a. Any "auto" you lease, hire or rent under a lease or rental agreement for a period of 180 days or more, or b. Any "auto" you lease, hire, rent or borrow from any of your "employees", partners, stockholders, or members of their house- holds. 3. "Nonowned auto" means any "autos" you do not own, lease, hire, rent or borrow that are being used in the course and scope of your business at the time of an "occurrence". This includes "autos" owned by your "employees" or partners or members of their households but only while being used in the course and scope of your business at the time of an "oc- currence". If you are a sole proprietor, "nonowned auto" means any "autos" you do not own, lease, hire, rent or borrow that are being used in the course and scope of your business or per- sonal affairs at the time of an "occurrence". Page 2 of 2 Copyright, The Travelers Indemnity Company, 2003 MP T1 25 11 03 Includes copyrighted material of Insurance Services Office, Inc., with its permission.