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Environmental Science Associates; 2017-09-12; ENV1620
ENV1620 City Attorney Approved Version 1/30/13 1 AMENDMENT NO. 3 TO EXTEND AGREEMENT FOR HMP PRESERVE STEWARD SERVICES ENVIRONMENTAL SCIENCE ASSOCIATES This Amendment No. 3 is entered into and effective as of the _______ day of ___________________________, 2020, extending the agreement dated September 12, 2017 (the “Agreement”) by and between the City of Carlsbad, a municipal corporation, ("City"), and Environmental Science Associates (ESA), (“Contractor") (collectively, the “Parties”) for HMP Preserve Steward Services. RECITALS A. On September 11, 2018, the Parties executed Amendment No. 1 to the Agreement to extend and fund the Agreement for a period of one (1) year; and B. On August 2, 2019, the Parties executed Amendment No. 2 to the Agreement to extend and fund the Agreement until June 30, 2020; and C. The Parties desire to alter the Agreement’s scope of work to extend and fund the Agreement for a period of one (1) year. NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, City and Contractor agree as follows: 1. That the Agreement, as may have been amended from time to time, is hereby extended for a period of one (1) year ending on June 30, 2021 on a time and materials basis not- to-exceed ninety-five thousand dollars ($95,000). 2. All other provisions of the Agreement, as may have been amended from time to time, will remain in full force and effect. 3. All requisite insurance policies to be maintained by the Contractor pursuant to the Agreement, as may have been amended from time to time, will include coverage for this Amendment. /// /// /// /// /// /// DocuSign Envelope ID: 5BE995F2-6B41-4459-BD83-73AE31F1CB3A May 26th ENV1620 City Attorney Approved Version 1/30/13 2 4. The individuals executing this Amendment 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 Amendment. CONTRACTOR CITY OF CARLSBAD, a municipal corporation of the State of California ENVIRONMENTAL SCIENCE ASSOCIATES, a California corporation By: By: (sign here) Geoff Patnoe, Assistant City Manager, as authorized by the City Manager Bobbette Biddulph, Senior Vice President (print name/title) ATTEST: By: (sign here) for Barbara Engleson, 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, President, or Vice-President Secretary, Assistant Secretary, 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: CELIA A. BREWER, City Attorney BY: _____________________________ Assistant City Attorney DocuSign Envelope ID: 5BE995F2-6B41-4459-BD83-73AE31F1CB3A ANY PROPRIETOR/PARTNER/EXECUTIVEOFFICER/MEMBER EXCLUDED? INSR ADDL SUBRLTRINSDWVD 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 PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. 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 11/12/2019 License # 0E67768 (619) 788-5795 50206 (619) 574-6288 13056 Environmental Science Associates 550 Kearny St., Suite 800 San Francisco, CA 94108 37974 42471 A 2,000,000 X X PSB0007416 12/1/2019 12/1/2020 1,000,000 Cont Liab/Sev of Int 10,000 2,000,000 4,000,000 4,000,000 Deductible 0 1,000,000A X PSA0002468 12/1/2019 12/1/2020 Comp.: $1,000 Coll.: $1,000 3,000,000B PSE0003196 12/1/2019 12/1/2020 3,000,000 10,000 A X PSW0004135 12/1/2019 12/1/2020 1,000,000 1,000,000 1,000,000 C Prof Liab/Ded. $50K PKC108908 9/17/2019 Per Claim/Aggregate 5,000,000 C Poll Liab/Ded. $50K PKC108908 9/17/2019 12/1/2020 Occurrence/Aggregate 5,000,000 Re: All Operations City of Carlsbad/CMWD is Additional Insured with respect to General and Auto Liability per the attached endorsements 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. City of Carlsbad/CMWD Attn: Public Works Contract Administration 1635 Faraday Avenue Carlsbad, CA 92008 ENVISCI-05 MCGRAWM IOA Insurance Services 4370 La Jolla Village Drive Suite 600 San Diego, CA 92122 Ali Smith Ali.Smith@ioausa.com RLI Insurance Company Mt Hawley Insurance Company Crum & Forster Insurance Company X 12/1/2020 X X X X X X X X X X ENV1620 City Attorney Approved Version 1/30/13 1 AMENDMENT NO. 2 TO EXTEND AND AMEND AGREEMENT FOR HMP PRESERVE STEWARD SERVICES ENVIRONMENTAL SCIENCE ASSOCIATES This Amendment No. 2 is entered into and effective as of the _______ day of ___________________________, 2019, extending and amending the agreement dated September 12, 2017, (the “Agreement”) by and between the City of Carlsbad, a municipal corporation, ("City"), and Environmental Science Associates, (“Contractor") (collectively, the “Parties”) for HMP Preserve Steward Services. RECITALS A. On September 11, 2018, the Parties executed Amendment No. 1 to the Agreement to extend and fund the Agreement for a period of one (1) year; and C. The Parties desire to alter the Agreement’s scope of work to extend and fund the Agreement until June 30, 2020. NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, City and Contractor agree as follows: 1. That the Agreement, as may have been amended from time to time, is hereby extended until June 30, 2020 on a time and materials basis not-to-exceed ninety-five thousand dollars ($95,000). 2. All other provisions of the Agreement, as may have been amended from time to time, will remain in full force and effect. 3. All requisite insurance policies to be maintained by the Contractor pursuant to the Agreement, as may have been amended from time to time, will include coverage for this Amendment. /// /// /// /// /// /// /// DocuSign Envelope ID: DEA97032-87EF-4D88-B7DC-8419C3AB76F3 2nd August ENV1620 City Attorney Approved Version 1/30/13 2 4. The individuals executing this Amendment 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 Amendment. CONTRACTOR CITY OF CARLSBAD, a municipal corporation of the State of California ENVIRONMENTAL SCIENCE ASSOCIATES, a California corporation By: By: (sign here) for Scott Chadwick, City Manager Bobbette Biddulph, Senior Vice President (print name/title) ATTEST: By: (sign here) for Barbara Engleson, 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, President, or Vice-President Secretary, Assistant Secretary, 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: CELIA A. BREWER, City Attorney BY: _____________________________ Deputy City Attorney DocuSign Envelope ID: DEA97032-87EF-4D88-B7DC-8419C3AB76F3 ENV1620 – Amendment No. 2 1 Exhibit B Environmental Science Associates & Subsidiaries 2019/2020 Schedule of Fees I. Personnel Category Rates Charges will be made at the Category hourly rates set forth below for time spent on project management, consultation or meetings related to the project, field work, report preparation and review, travel time, etc. Time spent on projects in litigation, in depositions and providing expert testimony will be charged at the Category rate times 1.5. Labor Category Level I Level II Level III Senior Director 240 260 280 Director 190 200 215 Managing Associate 160 170 180 Senior Associate 135 145 155 Associate 105 115 125 Project Technicians 85 100 115 (a) The range of rates shown for each staff category reflects ESA staff qualifications, expertise and experience levels. These rate ranges allow our project managers to assemble the best project teams to meet the unique project requirements and client expectations for each opportunity. (b) From time to time, ESA retains outside professional and technical labor on a temporary basis to meet peak workload demands. Such contract labor may be charged at regular Employee Category rates. (c) ESA reserves the right to revise the Personnel Category Rates annually to reflect changes in its operating costs. II. ESA Expenses A. Travel Expenses 1. Transportation a. Company vehicle – IRS mileage reimbursement rate b. Common carrier or car rental – actual multiplied by 1.15 2. Lodging, meals and related travel expenses – direct expenses multiplied by 1.15 B. Communications and Project Support Fee Non-travel expenses incurred for the duration of the agreement for project support but not itemized below, including document retention, delivery and communications. Project labor charges multiplied by 3%. DocuSign Envelope ID: DEA97032-87EF-4D88-B7DC-8419C3AB76F3 ESA 2019 Schedule of Fees ENV1620 - Amendment No. 2 2 C. Printing/Reproduction Rates Item Rate/Page Sample Pricing Black & White – 8.5 x 11 $0.10 Black & White – 11 x 17 $0.20 Color – 8.5 x 11 $0.40 Color – 11 x 17 $0.70 B&W – Plotter (Toner – ECO Quality) $0.40/sf 24x36 B/W CAD drawing would cost $2.40 per sheet B&W – Plotter (Toner – Presentation Quality) $1.00/sf 24x36 B/W CAD drawing would cost $6.00 per sheet Color – Plotter (Inkjet – ECO Quality) $2.00/sf 24x36 Color Drawing would cost $12 per sheet Color – Plotter (Inkjet – Presentation Quality) $4.00/sf 24x36 Color Drawing would cost $24 per sheet CD $10.00 Digital Photography $20.00 (up to 50 images) All Other Items (including bindings and covers) At cost plus 10% D. Equipment Rates Item Rate/Day Rate/Week Rate/Month Project Specific Equipment: Vehicles – Standard size $ 40a $ 180 Vehicles – 4x4 /Truck 85 Vehicles – ATV 125 Noise Meter 100 Hydroacoustic Noise Monitoring Equipment 150 Electrofisher 300 1,200 Sample Pump 25 Field Traps 40 Digital Hypsometer (Nikon) 20 Stilling Well / Coring Pipe (3 inch aluminum) 3/ft Backpack Sprayer 25 Beach Seine 50 Otter Trawl 100 Wildlife Acoustics Bat Detector 125 400 Wildlife Trail Camera 30 100 Fiber Optic Endoscope 125 500 Spot Light 30 Spotting Scope 50 200 Topographic Survey Equipment: Auto Level 40 Total Station 200 600 DJI Quad Drone 300 1,200 RTK-GPS 300 1,200 RTK-GPS Smartnet Subscription 50 200 Trimble GPS 75 350 900 iPad/Android Tablet + 1m GNSS External Sensor (Trimble R1, Bad Elf) 75 350 900 iPad/Android Tablet only (includes Garmin Glo external sensor) 50 225 600 Laser Level 60 Garmin GPS or equivalent 25 250 DocuSign Envelope ID: DEA97032-87EF-4D88-B7DC-8419C3AB76F3 ESA 2019 Schedule of Fees ENV1620 – Amendment No.2 3 Item Rate/Day Rate/Week Rate/Month Hydrologic Data Collection, Water Current, Level and Wave Measurement Equipment: ISCO 2150 Area Velocity Flow Logger $ 25 $ 100 $ 350 Logging Rain Gage 10 40 125 Marsh-McBirney Hand-Held Current Meter 50 200 FloWav Surface Velocity Radar 50 200 Logging Water Level - Pressure Transducer 10 30 100 Logging Barometric Pressure Logger 5 15 50 Well Probe / Water Level Meter 20 80 Bottom-Mounted Tripod / Mooring 25 100 400 Handheld Suspended Sediment Sampler 20 250 Water Quality Equipment: Logging Turbidimeter/Water Level Recorder $ 25 $ 100 $ 400 Logging Conductivity/Water Level Recorder 20 60 200 In-Situ Troll 9500 logging water quality multiprobe 200 800 Logging Temperature Probe 3 10 40 Hach Hand-Held Turbidimeter Recording Conductivity Meter w/Datalogger 50 200 Refractometer 20 80 YSI Hand-Held Salinity Meter or pH meter 30 120 Hand-Held Conductivity/Dissolved Oxygen Probe (YSI 85) 40 160 HOBO Salinity Gauge 125 Water Quality Sonde 800 YSI 650 with 6920 Multi Probe 180 500 1500 ISCO 6712 Portable Sampler w/ISCO 2105 Module 40 250 900 Sedimentation / Geotechnical Equipment: Peat Corer $ 75 $ 300 60lb Helly-Smith Bedload Sampler with Bridge Crane 175 700 Suspended Sediment Sampler with Bridge Crane 75 300 Guelph Permeameter 50 200 Vibra-core 100 400 Shear Strength Vane 50 200 Auger (brass core @ $ 5/each) 20 80 Boats: 14’ Aluminum Boats with 15 HP Outboard Motor $ 100 $ 400 Single or Double Person Canoe/Kayak 30 120 20’ Lowe Boat w/115 HP Outboard 300 1,500 17' Boston Whaler w/ 90 HP Outboard 300 1,500 a Actual project charges will be either the IRS mileage reimbursement rate or the daily rate, whichever is higher. III. Subcontracts Subcontract services will be invoiced at cost multiplied by 1.15. IV. Other The fees above do not include sales tax. Any applicable or potential sales tax will be charged when appropriate. V. Payment Terms Unless otherwise agreed in writing, ESA will submit invoices on a monthly basis. Any unpaid balances shall draw interest at one and one half percent (1.5%) per month or the highest rate allowed by law, whichever is lower, commencing thirty (30) days after date of invoice. All invoices not contested in writing within fifteen (15) business days of receipt are deemed accepted by Client as true and accurate and Client thereafter waives any objection to Clients invoices, which are payable in full. DocuSign Envelope ID: DEA97032-87EF-4D88-B7DC-8419C3AB76F3 ANY PROPRIETOR/PARTNER/EXECUTIVEOFFICER/MEMBER EXCLUDED? INSR ADDL SUBRLTR INSD WVD PRODUCER CONTACTNAME:FAXPHONE(A/C, No):(A/C, No, Ext): E-MAILADDRESS: INSURER A : INSURED INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : POLICY NUMBER POLICY EFF POLICY EXPTYPE OF INSURANCE LIMITS(MM/DD/YYYY) (MM/DD/YYYY) AUTOMOBILE LIABILITY UMBRELLA LIAB EXCESS LIAB WORKERS COMPENSATIONAND EMPLOYERS' LIABILITY DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) AUTHORIZED REPRESENTATIVE EACH OCCURRENCE $ DAMAGE TO RENTEDCLAIMS-MADE OCCUR $PREMISES (Ea occurrence) MED EXP (Any one person) $ PERSONAL & ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER:GENERAL AGGREGATE $ PRO-POLICY LOC PRODUCTS - COMP/OP AGGJECT OTHER:$ COMBINED SINGLE LIMIT $(Ea accident) ANY AUTO BODILY INJURY (Per person) $OWNED SCHEDULED BODILY INJURY (Per accident) $AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE $AUTOS ONLY AUTOS ONLY (Per accident) $ OCCUR EACH OCCURRENCE CLAIMS-MADE AGGREGATE $ DED RETENTION $ PER OTH-STATUTE ER E.L. EACH ACCIDENT E.L. DISEASE - EA EMPLOYEE $If yes, describe under E.L. DISEASE - POLICY LIMITDESCRIPTION OF OPERATIONS below INSURER(S) AFFORDING COVERAGE NAIC # COMMERCIAL GENERAL LIABILITY Y / N N / A(Mandatory in NH) SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED INACCORDANCE WITH THE POLICY PROVISIONS. THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. 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 onthis certificate does not confer rights to the certificate holder in lieu of such endorsement(s). COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: CERTIFICATE HOLDER CANCELLATION © 1988-2015 ACORD CORPORATION. All rights reserved.ACORD 25 (2016/03) CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) $ $ $ $ $ The ACORD name and logo are registered marks of ACORD AUSTINA Ali Smith 01/03/2019 ENVISCI-05 B PSE0003196 A PSA0002468 A PSW0004135 A PSB0007416 C PEC001336816 1,000,000 1,000,000 1,000,000 10,000 3,000,000 3,000,000 Comp.: $1,000 Coll.: $1,000 4,000,000 2,000,000 4,000,000 Cont Liab/Sev of Int 10,000 1,000,000 2,000,000 Deductible 0 1,000,000 X X X X X X X X X X X C PEC001336816 License # 0E67768 12/01/2018 12/01/2019 12/01/2018 12/01/2019 12/01/2018 12/01/2019 12/01/2018 12/01/2019 12/01/2018 12/01/2019 12/01/2018 12/01/2019 Re: All Operations City of Carlsbad/CMWD is Additional Insured with respect to General and Auto Liability per the attached endorsements 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. IOA Insurance Services4370 La Jolla Village DriveSuite 600San Diego, CA 92122 (619) 574-6288(619) 788-5795 50206 City of Carlsbad/CMWD Attn: Public Works Contract Administration 1635 Faraday Avenue Carlsbad, CA 92008 Environmental Science Associates550 Kearny St., Suite 800 San Francisco, CA 94108 RLI Insurance Company Mt Hawley Insurance Company Greenwich Insurance Company 13056 37974 22322 X X Ali.Smith@ioausa.com X X Per Claim/Aggregate Occurrence/Aggregate 5,000,000 5,000,000 Prof Liab/Ded. $50K Poll Liab/Ded. $50K ENV1620 City Attorney Approved Version 1/30/13 1 AMENDMENT NO. 1 TO EXTEND AND AMEND AGREEMENT FOR HMP PRESERVE STEWARD SERVICES ENVIRONMENTAL SCIENCE ASSOCIATES This Amendment No. 1 is entered into and effective as of the _______ day of ___________________________, 2018, extending and amending the agreement dated September 12, 2017, (the “Agreement”) by and between the City of Carlsbad, a municipal corporation, ("City"), and Environmental Science Associates, a California corporation,("Contractor"). RECITALS A. The Parties desire to alter the Agreement’s scope of work to extend and fund the Agreement for a period of one (1) year. NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, City and Contractor agree as follows: 1. That the Agreement, as may have been amended from time to time, is hereby extended for a period of one (1) year ending on September 12, 2019, on a time and materials basis not-to-exceed ninety five thousand dollars ($95,000). 2. All other provisions of the Agreement, as may have been amended from time to time, will remain in full force and effect. 3. All requisite insurance policies to be maintained by the Contractor pursuant to the Agreement, as may have been amended from time to time, will include coverage for this Amendment. /// /// /// /// /// /// /// /// /// DocuSign Envelope ID: 39617F26-D140-40A9-8B1C-27FEAAE9EC82 11th September ENV1620 City Attorney Approved Version 1/30/13 2 4. The individuals executing this Amendment 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 Amendment. CONTRACTOR CITY OF CARLSBAD, a municipal corporation of the State of California ENVIRONMENTAL SCIENCE ASSOCIATES, a California corporation By: By: (sign here) FOR SCOTT CHADWICK City Manager Bobbette Biddulph / Vice President (print name/title) ATTEST: By: (sign here) FOR BARBARA ENGLESON 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, President, or Vice-President Secretary, Assistant Secretary, 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: CELIA A. BREWER, City Attorney BY: _____________________________ Deputy City Attorney DocuSign Envelope ID: 39617F26-D140-40A9-8B1C-27FEAAE9EC82 DocuSign Envelope ID: 39617F26-D140-40A9-8B1C-27FEAAE9EC82 ENVISCI-05 MCGRAWM CERTIFICATE OF LIABILITY INSURANCE 1/4/2018IYYY THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THISCERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy~ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endlorsement(s). PRODUCER License # 0E67768 C2NACT Ali Smith IOA Insurance Services PHONE (69787500 AX 69I54684370 La Jolla Village Drive E-AILNEt:(1)78596526N)(1)6468 Suite 600 ADDRESS: Ali.Smith@ioausa.com _____ SnDeoCA912INSURER(S) AFFORDING COVERAGE NAIC # _______________________________________INSURER A:RLI Insurance Company 13056 INSURED INSURER B: Mt Hawley Insurance Company 37974 Environmental Science Associates -INSURER C: Greenwich Insurance Company232 550 Kearny St., Suite 800 ISRRDSan Francisco, CA 94108 -INSURER D: INSURER E: 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 PERIODINDICATED. 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. INJ ADLSUEIR POLICY EFF POLICY EXP LMTLRTYPE OF INSURANCE ILINSD I WV POLICY NUMBER IMM/DDIXYYf I DLXY LIMITS1YYA XCOMMERCIAL GENERAL LIABILITY EACH OCCURRENCE -$ 2,000,000 CLAIMS-MADE XOCCUR X X~ PSBOO07416 01/01/2018 12/01/2018 DAAGE TO RENTED $ 1,000,000 M ED EXP (Any one person) $ 10,00 ___________________PERSONAL& ADV INJURY I $ 2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: IGENERAL AGGREGATE Is 4,000,000 POLICYx_ mTF LOC PRODUCTS -C:OMPOPAGOG= 4,000,000 F1OTHER: I__________ Is AAUTOMOBILE LIABILITY COBINED SINGLE LIMIT 0000lEa accident) $I,00,0X ANY AUTO X( X PSA0002468 01/01/2018 12/01/2018 BODILY INJURY (Per person) $[1AUTOS ONLY AUTOS BODILY INJURY (Per accident) S77HPzf N&OSVf~aA4in PROPERTY DAMAGE AwJ's ONLY AtdO'V (Per accident) L$X Coll.: $1,000 X Camp.: $1,000 $___________-B XUMBRELLA LIAB X OCCUR -EACH OCCURRENCE -$ 3,000,000 EXCESSULAB CLAIMS-MADE PSE0003196 01/01/2018 12/0112018 AGGREGATE $ 3,000,000 DED IX IRETENTION$ 10,000 [$________ A woRKERS COMPENSATION P SAUEER ITHAND EMPLOYERS LIABIUITY ERN XPW_0415_1/1/2181211/01_1_0000 ANY PROPRIETORIPARTNER/EXECUTIVE F-]OOI3501121811121 E.L. EACH ACCIDENT 5 ,0,0Q~FICR/M~ER ECLUDD? D N IA ___________ I,.and atryJMEn ECUDDH) E.L. DISEASE -EA EMPLOYEE $ 1,000,000 If yes, describe under 1000DESCRIPTION OF OPERATIONS below E.L. DISEASE -POL ICY LI'MIT $ S,0,0 C Prof Liab/Ded. $100k P'EC00133681 5 01/01/20181 12/0112018 Per Claim/Aggregate 5,000,000 C\Poll LiablDed. $100k PEC001336816 01/01/2018 12101/2018 Occurrence/Aggregate 5,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached IT more space Is required)D170606. On Call Biological Services. The Carlsbad Municipal Water District and the City of Carlsbad, its officials, employees and volunteers are additional insureds per endorsements attached. Coverage is Primary and Non-Contributory. Waivers of Subrogation apply per the attached forms. 30 Days Notice of Cancellation with 10 Days Notice for Non-Payment of Premium in accordance wvith the policy provisions. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED INACCORDANCE WITH THE POLICY PROVISIONS. City of Carlsbad/CMWD AUTHORIZED REPRESENTATV c/o EXIGIS Insurance Compliance Services TP.O. Box 4668 -ECM #35050 New York._NY_10163-4668 ____________________________ ACORD 25 (2016/03) ©1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD Named Insured: Environmental Science Associates RLI Insurance Company Policy Number: PSB00074 16 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. RLIPacko FOR PROFESSIONALS BLANKET ADDITIONAL INSURED ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESSOWNERS COVERAGE FORM -SECTION 11I- LIABILITY 1. C. WHO IS AN INSURED is amended to include as additional insured under this policy must apply on a an additional insured any person or organization that primary basis, or a primary and non-contributory you agree in a contract or agreement requiring basis, this insurance is primary to other insurance insurance to include as an additional insured on this that is available to such additional insured whichpolicy, but only with respect to liability for "bodily covers such additional insured as a named insured, injury", "property .damage" or "personal and and we will not share with that other insurance, advertising injury" caused in whole or in part by you provided that: or those acting on your behalf:a. The "bodily injury" or "property damage" for a. In the performance of your ongoing operations; which coverage is sought occurs after you have b. In connection with premises owned by or rentedenrditohacnrctragem t;r to you; or b. The "personal and advertising injury" for which c. I conecion ith"yor wrk" nd ncldedcoverage is sought arises out of an offense within the "product-completed operations contteor agtrement.ntre nt ta hazard". cnrc rareet 2. The insurance provided to the additional insured by 4. The following is added to SECTION III K. 2. this endorsement is limited as follows: Transfer of Rights of Recovery Against Others toUs -COMMON POLICY CONDITIONS (BUT a. This insurance does not apply on any basis to APPLICABLE TO ONLY TO SECTION 11 - any person or organization for which coverage LIABILITY) as an additional insured specifically is added by We waive any rights of recovery we may haveanother endorsement to this policy. against any person or organization because of b. This insurance does not apply to the rendering payments we make for "bodily injury", "property of or failure to render any "professional damage" or "personal and advertising injury" arising services", out of "your work" performed by you, or on your c. This endorsement does not increase any of the behalf, under a contract or agreement with that lmtofinsurance stated in D. Liability And person or organization. We waive these rights only lMeisl of essLiisoIsrne where you have agreed to do so as part of aMedial xpesesLimis o Inurace.contract or agreement with such person or 3. The following is added to SECTION III H.2. Other organization entered into by you before the "bodily Insurance -COMMON POLICY CONDITIONS injury" or "property dam age" occurs, or the "personal (BUT APPLICABLE ONLY TO SECTION 11 -and advertising injury" offense is committed. LIABILITY) However, if you specifically agree in a contract or agreement that the insurance provided to an ALL OTHER TERMS AND CONDITIONS OF THIS POLICY REMAIN UNCHANGED. PPB 304 02 12 Page 1 of 1 Named Insured: Environmental Science Associates Policy Number: PSA0002468 BUSINESS AUTO COVERAGE FORM A. Broad Form Named Insured of the operations contemplated by such contract. The The ollwin is dde tothe ECTON 1 -waiver applies only to the person or organization COVERED AUTOS LIABILITY COVERAGE, Para- dsgae nsc otat graph A.1. Who Is An Insured Provision: E. Employee Hired Autos Any business entity newly acquired or formed by you I1. The following is added to the SECTION 11 - during the policy period, provided you own fifty COVERED AUTOS LIABILITY COVERAGE, percent (50%) or more of the business entity and the Paragraph A.1. Who Is An Insured Provision: business entity is not separately insured for Bus-mness A epoe'o or sa isrd hl Auto Coverage. Coverage is extended up to aoprtn anau"hieoretdudra mheaismo oe humindrd heig (180)ndas folloing contract or agreement in that "em ployee's" name, the cqusitin o foratin o thebusnessentty.with your permission, while performing duties This provision does not apply to any person or related to the conduct of your business. organization for which coverage is excluded by2.CagsIGerlCodtn: endorsement. B. EploeesAs nsuedsParagraph 6.b. of the Other Insurance Con- dition in the BUSINESS AUTO CONDITIONS is The following is added to the SECTION II -deleted and replaced with the following: COVREDAUTS LABIITYCOVRAG, Pra-b. For Hired Auto Physical Damage Coverage,graph A.1. Who Is An Insured Provision: the following are deemed to be covered Any "employee" of yours is an "insured" while using a "autos" you own: covered "auto" you don't own, hire or borrow in your ()Aycvrd"uo o eshrrn business or your personal affairs. o orw n C. Bankt AditinalInsred(2) Any covered "auto" hired or rented by The following is added to the SECTION 11 -your "employee" under a contract in that COVERED AUTOS LIABILITY COVERAGE, Para- individual 'employee's" name, with your graph A.I. Who Is An Insured Provision: permission, while performing duties Any person or organization that you are required to Hoeer, ant uo th a t is lea sied,. include as an additional insured on this coverage form roenter, borraowe wthade is noted aied in a contract or agreement that is executed by youretdobrowdihadivrsnta before the "bodily injury" or "property damage" occurs covered 'auto". is an "insured" for liability coverage, but only for F. Fellow Employee Coverage damages to which this insurance applies and only to SECTION 11 -COVERED AUTOS LIABILITYthe extent that person or organization qualifies as an COVERAGE, Exclusion B.5. does not apply if you'insured" under the Who Is An Insured provision have workers compensation insurance in-forcecontained in SECTION 11 -COVERED AUTOS covering all of your employees.LIABILITY COVERAGE. The insurance provided to the additional insured will G. Auto Loan Lease Gap Coverage be on a primary and non-contributory basis to the SECTION III -PHYSICAL DAMAGE COVERAGE, additional insured's own business auto coverage if C. Limit Of Insurance, is amended by the addition of you are required to do so in a contract or agreement the following: that is executed by you before the "bodily injury" or I h vn fattl"os oacvrd"uo hw proprty amag" ocurs.in the Schedule of Declarations, we will pay any D. Blanket Waiver Of Subrogation unpaid amount due on the lease or loan for a covered "auto", less:The' following is added to the SECTION IV -BUSI-1.Teaon piduertePYIA NESS AUTO CONDITIONS, A. Loss Conditions, 5. Transfer Of Rights Of Recovery Against Others DAMAGE COVERAGE section of the policy; and To Us: 2. Any: We waive any right of recovery we may have against a. Overdue lease/loan payments at the time of any person or organization to the extent required of the "loss"; you by a contract executed prior to any "accident" or "loss", provided that the "accident" or "loss" arises out PPA 300 03 13 WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 04 0306 (Ed. 4-84) WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT-CALIFORNIA We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforceour right against the person or organization named in the Schedule. (This agreement applies only to the extent thatyou perform work under a written contract that requires you to obtain this agreement from us.) You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule. The additional premium for this endorsement shall be 2% of the California workers' compensation premium otherwise due on such remuneration. Schedule Person or Organization Job Description All persons or organizations that are party to a contract that Jobs performed for any person or organization that yourequires you to obtain this agreement, provided you executed have agreed with in a written contract to provide this the contract before the loss. agreement. This endorsement changes the policy to whiich 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.) Named Insured: Environmental Science Associates Policy Number: PSWO0041 35 Insurance Company: RLI Insurance Company Countersigned By _____________________________ @1998 by the Workers' Compensation Insurance Rating Bureau of California. All rights reserved. AGREEMENT FOR HMP PRESERVE STEWARD SERVICES ENVIRONMENTAL SCIENCE ASSOCIATES ENV1620 f~ THIS AGREEMENT is made and entered into as of the ]')_.-+µ_ day of .:::k~~)iv'\.. b ff , 2017, by and between the CITY OF CARLSBAD, a municipal corpor tion, ("City"), and ENVIRONMENTAL SCIENCE ASSOCIATES, a California corporation, ("Contractor"). RECITALS A. City requires the professional services of a consultant that is experienced in biological services. B. Contractor has the necessary experience in providing professional services and advice related to biological services. 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) years from the date first above written. The City Manager may amend the Agreement to extend it for four (4) additional one (1) year periods 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 ninety five thousand dollars ($95,000). 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 ninety five thousand dollars ($95,000) 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". City Attorney Approved Version 4/1 /15 ENV1620 6. 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. 7. 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. 8. OTHER CONTRACTORS The City reserves the right to employ other Contractors in connection with the Services. 9. INDEMNIFICATION Contractor agrees to indemnify and hold harmless the City and its officers, officials, employees and volunteers from and against all claims, damages, losses and expenses including attorneys fees arising out of the performance of the work described herein caused by any negligence, recklessness, or willful misconduct 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. 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. 10. 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 City Attorney Approved Version 4/1/15 2 ENV1620 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. 10.1 Coverage and Limits. Contractor will maintain the types of coverage and minimum limits indicated below, unless the 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. 10.1.1 Commercial General Liability Insurance. $2,000,000 combined single-limit per occurrence for bodily injury, personal injury and property damage. If the submitted policies contain aggregate limits, general aggregate limits will apply separately to the work under this Agreement or the general aggregate will be twice the required per occurrence limit. 10.1.2 Automobile Liability. (if the use of an automobile is involved for Contractor's work for City). $1,000,000 combined single-limit per accident for bodily injury and property damage. 10.1.3 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. 10.1.4 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. 10.2 Additional Provisions. Contractor will ensure that the policies of insurance required under this Agreement contain, or are endorsed to contain, the following provisions: 10.2.1 The City will be named as an additional insured on Commercial General Liability which shall provide primary coverage to the City. 10.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be written as claims-made coverage. 10.2.3 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. 10.3 Providing Certificates of Insurance and Endorsements. Prior to City's execution of this Agreement, Contractor will furnish certificates of insurance and endorsements to City. 10.4 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. City Attorney Approved Version 4/1/15 3 ENV1620 10.5 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. 11. 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. 12. 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 three (3) years from the date of final payment under this Agreement. 13. 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. 14. 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. 15. NOTICES The name of the persons who are authorized to give written notice or to receive written notice on behalf of City and on behalf of Contractor under this Agreement. For City Name Rosanne Humphrey Title Senior Program Manager Department Public Works City of Carlsbad Address 1635 Faraday Avenue Carlsbad, CA 92008-7314 Phone No. 760-602-4689 For Contractor Name Bobbette Biddulph Title Project Manager Address 550 West C Street San Diego, CA 92101 Phone No. 619-719-4200 Email bbiddulph@esassoc.com 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. 16. 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 in all four categories. City Attorney Approved Version 4/1/15 4 ENV1620 17. 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. 18. DISCRIMINATION AND HARASSMENT PROHIBITED Contractor will comply with all applicable local, state and federal laws and regulations prohibiting discrimination and harassment. 19. 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. 20. 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. Either party upon tendering thirty (30) days written notice to the other party may terminate this Agreement. In this event 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. 21. 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 City Attorney Approved Version 4/1/15 5 ENV1620 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. 22. 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. 23. JURISDICTION AND VENUE 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. 24. 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. 25. 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. Ill Ill Ill Ill Ill Ill City Attorney Approved Version 4/1 /15 6 ENV1620 26. 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 ENVIRONMENTAL SCIENCE ASSOCIATES, a California corporation (sign here) 'B"bk,~ B,~~~ ~n~or (print nam 1tit1e) vr"-rre.st~-r ' (sign here) A,.,,,g~ Gu, 's, ')J oT ' CFo (print name/title) CITY OF CARLSBAD, a municipal corporation of the State of California By: KEVIN~ City Ma g ATTEST: J/,,,:,.t_ ~ i l~ 'I ~1. BARBARA ENGLESON4' City Clerk 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 Chairman, President, or Vice-President Group B Secretary, Assistant Secretary, 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: CELIA A. BREWER, City Attorney (// BY: _ __,_'f-/L'........_.-· ....... ~ .... 2 .... ~ ?~-{Z2?)___,,· .... · ..__. ...... --4 ... : ---- Deputy City Attorney City Attorney Approved Version 4/1/15 7 Exhibit "A" Scope of Work Proposed Approach Our approach to successfully implementing this contract is based on our s years of experi ence working on this cont ract from 2012-2017 and ongoing positive relationships est ablished wit h the Habitat Management Plan (HMP) Coordinator, City preserve managers, state and federal agencies, and the public. Because of ESA's role as Preserve Steward for the last 5 years, we have int imate, working knowledge of the HMP, which serves as the Multiple Habitat Conservation Program (MHCP) Subarea Plan for the City and guides the design, management, monitoring, and public use of the 6,478-acre preserve system within the City. Task 1. HMP Preserve System Coordination We will assist the HMP Coordinator with oversight and coordination of citywide preserve management, monitoring, and reporting by maintaining regular communication with preserve managers, evaluating the effectiveness and efficiency of preserve management, coordin ating data collection and submission to agencies, and coordinating with public stakeholders as directed. Based on our experience and intimate knowledge of the policies and guidelines within t he MHCP, HMP, Open Space Management Pla n (OSMP) and Implementing Agreement (IA), we will collaborate with the HMP Coordinator to understand current key issues with respect t o monitoring st rat egies and activities. As Preserve Steward, we will then communicat e with preserve managers via regular meet ings, emails, and phone calls to understand the current status of t heir preserves, how they are being affected by identified key issues, and what actions need to be taken to keep preserve m anagers in July 13, 201 7 r-ESA -""' compliance with the established guidelines and wit hin yearly endowment funds. We will ensure sensitive species dat a is being collected during all site visits, with a focus on streamlining data collection and submittal methods. We will cont inue to provide list s to preserve managers on species of interest, and request and confirm that all sensitive species are recorded by marking a global positioning syst em (GPS) waypoint along with the time, number of indivi duals, and any other pertinent data. We will cont inue to gather all electronic sensitive species data as shapefiles concurrently with annual preserve management and monitoring reports, packaging both for clea n submittal to the City (and other agencies as needed). Task 2. Regional Coordination ESA stays active with groups t hat conduct monitoring and management efforts both locally and regionally. We att end monthly meetings with t he San Diego Monitoring and Management Program (SDMMP), staying up-to-date with the recently launched online portal system, rare plant and animal regional prot ocols, and survey results, the iNaturalist invasive species tracking, and management plans such as the Management Strategic Plan developed by SD MMP. We attend related working groups as well. We also attend bi-monthly Environmental Mitigation Program (EMP) Working Group meetings hosted by t he San Diego Association of Governments (SANDAG) where management and monitoring activities necessary to satisfy Multiple Species Conservation Program (MSCP) and the MHCP are presented and discussed such as regional monitoring methods and results of coastal California gnatcatcher (Polioptila ca/ifornica ca/ifornica), rare plant monitoring efforts, and invasive plant management strategies. City of Carlsbad/ Biological Consulting Services (RFP #1 7-22) environmental science associates 6 7 ESA will continue to participate in additional meetings, trainings, and workshops such as the Climat e Science Alliance, where topics including resiliency, scenario planning, and adaptability and adaptive management are discussed. Pertinent information garnered through these events will be communicated to the preserve st ewards by email, phone ca lls, or in-person meetings, as deemed appropriate. Regional management and monitoring integration will occur as much as possible, in order t o provide larger, more comprehensive datasets. We will coordinate with the City, agencies, preserve managers, and SANDAG or other appropriate ent ities, such as SDMMP and its members, to ensure our monitoring methods are consistent with (when applicable) or on par with the scientific methods currently being used. We will ensure dat a collected is also submitted on the SDMMP online portal system. Available scientific resource databases may also be used in species or protocol research for the California Department of Fish and Wildlife's California Natural Diversity Database (CNDDB), Sa n Diego History Museum's San Diego Plant Atlas, or the Ca lifornia Native Plant Society's Rare Plant Inventory to identify current locations. We are currently coordinating citywide coastal California gnatcatcher surveys to coi ncide with SDMMP regional surveys, taking place every 9 years, collecting and submitting all sen sitive species data annually and packaging for clean submittal to the City, SDMMP, and other agencies as needed. Task 3. Adaptive Management We will assist with t he implementation of specific adaptive management tasks, as described below. Task 3A. Post-Fire Monitoring We will perform Year 4 and Year 5 post-fire monitoring at the 15 permanent sampling locations r--ESA ~ within unmanaged HOA lands using the Carlsbad HMP Post-Fire Monitoring Protocol t hat was developed by ESA and CN LM in coordination with the City. This met hod consists of point intercept and belt tra nsects, oak tree evaluations (such as what was complet ed at Manzanita Partners Preserve), and photo-documentation at the origin of each t ransect and of each area for qualitat ive purposes. ESA has been leading use of this method since the implementation of this protocol in 2015. During Years 1, 2, and 3, ESA conducted t his monitoring effort, performing all field preparations, planning, vegetat ion monitoring, digital data collection, and post-field efforts such as data clean- up and packaging. For t his contract, ESA will t eam wit h RBC t o co mplet e monitoring tasks. ESA will continue t o coordinat e with preserve managers who have burned open space on their preserves (such as CNLM and Dudek) to ensure that they take part in performing post -fire monitoring on their properties. Dat a will be organized, packaged, and submitted t o the City within one month of data collection, and ESA will confirm other preserve managers have submitted data within this t imeframe. A memo will be prepared by August 1 including a map of surveyed areas, and a photolog of views from the origin of each transect origin showing the annual progression of the habitat from 2015 to the current, as well as ph otographs of the 24 oak trees that are surveyed each year at Manzanita Partners Preserve. ESA will continue to provide comments on the post-fire monitoring report that CNLM produces; t hese comments will be provided to the City within one month of receiving the report. Task 38. Wildlife Movement Adaptive Management We will continu e to organize the wildlife movement adaptive managem ent efforts that take place w ithin the City. In 2015, ESA co-authored the City's Wildlife esassoc.com 4 I Proposed Method to Accomplish the Work Movement Analysis Final Report with the City and CNLM. This extensive analysis, along with on-the- ground knowledge from CNLM and other preserve managers, has aided ESA in identifying 33 hi gh priority wildlife movement pinch points throughout Ca rlsbad. From December 2016 to May 20171 ESA visited and reassessed all 33 high priority points for current conditions and adaptive management needs, including checking wildlife cameras. We also recently assisted the City with installation of three wildlife cameras at Agua Hedionda Lagoon, where recent sightings of cougars (Puma concolor) have been reported. The data gathered from the analysis of the 33 priority pinch points, combined with data taken from nin e wildlife movement ca meras, is currently bei ng sorted into a database, eva luated by the species that have been recorded at each pinch point-with a focus on mul e deer (Odocoileus hemionus) and bobcat (Lynx rufus)-and assessed for constraints such as roadways, human presence, vegetative cover, and sediment. As we are doing now, we will continue to assess t he effectiveness of any current adaptive management strategies, as well as prioritize the management needs at each point. Potential needs include fencing to either direct wildlife away from busy roadways or through wildlife corridors, vegetation removal to improve movement through undercrossings or to create trail s that lead wildlife to a safe undercrossing, sediment clearing to open up undercrossings for larger wildlife, and assessing the need for, or current effectiveness of, wildlife cameras. The data assessed in this analysis will be prepared into a short memo wit h maps of deer and bobcat locations, as well as the level of constraints at each point. This memo will include an analysis of the aforementioned information and recommendations on all management act ions and needs, and will be prepared at the end of each management year. Add itionally, the information gathered from these efforts, in coordination with in put from CNLM, he lped to identify six hig hly co nstrained pinch points with management needs such as fencing, wi ldlife ca meras, tunnel lighting, and vegetation removal. The six identified, highly constrained pinch points are the focus of a Local Assistance Grant, sponsored by the California Department of Fish and Wildlife (CDFW), which the City is preparing to apply for this year once application information is released. ESA is co-leading this effort with CNLM and plans to continue to actively identify and pursue July 13, 2017 opportunities for wildlife movement adaptive management needs. As part of the Adopt-a-Pinch-Point program started from the interest of preserve managers, the City, and ESA, we have helped identify wi lling preserve managers, such as San Diego Habitat Conservancy, who wish to "adopt," or take on, the management of pinch points on unmanaged lands. We plan to work with the City to encourage public involvement in this effort via citizen science projects, Eagle Scout projects, HOAs, and other interested residents. ESA will continue to communicate and coordinate with preserve managers via emails, phone conversations, and at quarterly preserve manager meetings to identify needs and prioritize strategies for improving wildlife movement throughout the City. ESA knows the locations, current management status, and needs of the wildlife movement areas and high priority pinch points t hroughout Carlsbad. We are prepared to continue assessing pinch point strategies, current management, and needs, and communicating with preserve managers on current issues. We are equipped to implement adaptive management strategies including vegetation removal, camera installations and management, fencing projects, and permit applications for vegetation or sediment removal, among other needs that may arise. Task 3C. Coastal Sage Scrub Monitoring ESA is fami liar with t he CSS monitoring that takes place across the City. We have partnered with CNLM via subcontract on this task since its start in 20151 initiating methodology and assisting CNLM with setting up the CSS monitoring plots in 2015. We plan to continue to use CN LM as a subcontractor on this task, as they have led this task for 3 years and are familiar with the monitoring methods, locations, and data analysis required for this task. ESA will City of Carlsbad I Biological Consulting Services (RFP #17-22) environmental science associates 8 9 assist with field surveys, monitoring two of the six sites per year using the rotating panel system that has been established in unmanaged HOA la nds. Each sampl ing plot will consist of a 50 x 20 m macro plot and three plots (one 20 x 5 m and two 5 x 2 m) nested within the macroplot, as referenced in the RFP. We will collect data digitally (as is ESA's standard practice) and will record percent cover by species cover, species diversity, recruitment, and mortality. We will manage CNLM in this task, assuring that the timing of vegetation monitoring is consistent with previous years and occurs duri ng peak growing season for CSS species (typically mid to late Apri l). We will ensure that data are submitted to the City for analysis within one month of the data collection. Task 3D. Threats Assessment and Management Under the direction of the HMP Coordinator, we wi ll work with the City and preserve managers to identify potential threats to the health of sensitive species and habitats within the unfunded, and unmanaged, preserve areas. Potential threats to these areas include invasive plant species; polyphagous and Kuroshio shot hole borer (and related Fusarium die back) and goldspotted oak borer; effects of drought and climate change; human presence (w hich can contribute to plant trampling, new trails [bike or foot paths]), increased nonn ative plant establishment, trash, decreased wildlife movement, and t ransient enca mpments, among other threats. We will work to identify the greatest nee ds and corresponding management actions of the unfunded preserves to ensure threats to native wildlands are minimized. Costs fo r va rious tasks will be assessed and prioritize d using Excel spreadsheets and memoranda discussing needs, proposed tasks, and correlating costs, to assist in planning. ESA is r--ESA ~ also pre pared to coordinate with land owners and HOAs to accomplish necessary tasks such as procuring right-of-way permits, performing rare plant and animal surveys, removing invasive spec ies, conducting active and passive habitat restoration, installing fences and signs to manage the public, and coordinating vo lunteers through citizen science projects, Eagle Scout projects, or projects fo r other interested members of the public. We will continue to build upon positive working relationsh ips with a number of HOAs, such as Avi ara and Viadana, as a result of our current role of Preserve Steward. At the close of the City's fiscal year (October 31), we will prepare a short memo to summarize the t hreats that were identified throughout the year, how the treats were assessed and prioritized, and the ad aptive management that was put in place to address these threats. The level of success will be discussed for each implemented task, along with recommended strategies for the coming year. Any new, high-level threats that have been identified throughout the year will also be presented and analyzed for management options, with the ultim ate goa l of protecting the un managed preserve within the HM P system. Task 3E. Other Management and Monitoring Tasks ESA will assist with other management and monitoring tasks on an as-needed basis. We have worked on a number of as-need tasks throughout our 5 years working on this contract, employing a variety of our technical strengths. Exam ples incl ud e performin g point intercept and belt transect vegetation monitoring at The Crossings at Carlsbad Mun icipal Golf Co urse in spring 2016. This was necessary to assess the potential for t he 14.7 acres of CSS habitat to qualify for coastal Ca lifornia gnatcatcher Core Area credit, therefore satisfying the original 307.6-acre requirement set forth in t he HMP. In 2017, we reassessed the areas individually, costing out the required tasks to enhance the area esassoc.com 4 I Proposed Method to Accomplish the Work to meet pre-established success crit eria, and t herefore bring it up to standard to qualify as Core Area habitat. Under this task, we have also performed a California Rapid Assessment Method (CRAM) Assessment at Poinsettia Lanes Transit Station, delineating the vernal pools and assessi ng t heir health. We met with North County Transit District (NCTD) and composed recommendations for best management practices for maint enance activities surrounding the vernal pool area, ensuring the healt h of the vernal pools would not be affected. Previous tasks t hat have fallen under this category have also included reviewing the preserve management plan and final report for the Muroya Uplands Mitigation Site and advising on sign-off. ESA noted numerous inconsistencies between the preserve management plan, annual report, plant numbers and species, and habitats that were actually onsite. We offered expert biological advice at meetings with t he HMP Coordinator, Planning Division, and with the contractors performing the restoration. These efforts resulted in the additional plantings of 525 southern maritime chaparral species in a highly sensitive habitat. Due to our attention to detail, technical knowledge, familiarity wit h HMP requirements and the HMP preserve system, and on-the-ground biological experience, we are well-equipped to assist with any management and monitoring tasks the HM P Coordinator requires. Task 4. HMP Annual Report and Triennial Report We are also well-equipped to assist with efforts involved in the preparation of t he annual HMP report and triennial monitoring summary report. As we have successfully done for the current contract, we will continue to gather annual reports in a timely manner by reminding preserve managers at quarterly preserve manager meetings and via email July 13, 2017 in the time lea ding up to the report due date (November 30). Once received, we review the more than 20 annual reports for HMP consist ency and ensure they are meeting the standards set forth in their Preserve Management Plans (PMPs) and Property Analysis Record (PAR)s. We also use this effort to assess all work being done within the preserves and offer edits, comm ents, recommendations, and begin dialogue on the work performed within the preserves. We communicate with the HM P Coordinator about any management needs that are made evident through this process. Data on management and monitoring activities such as the thread -leaved brodiaea counts, mule deer occurrences, and coast al California gnatcatcher results (depending on the survey year) from all annual reports are then analyzed and incorporated into the annual report. We gather the management and monitoring activities from the annual reports and compile them into an appendix for the City; these activities include habitat restoration efforts, rare plant monitoring, invasive species removal, and patrols. These efforts with the HMP Annual Report have occurred yearly for t he 5 years that ESA has been a part of the current contract, and would continue with the award of this contract. We also worked with the City t o help compose the triennial report in 2014 1 and will again work on the t riennial this reporting period in 2 017. ESA will continue t o coordinate with preserve managers to ensure all annual reports are received within one month of the close of the fiscal year. And ESA will use this opportunity to assess the management success of the preserves, discussing any issues wit h the HMP Coordinator and bringing recommendat ions to the preserve managers. We will also review and analyze dat a, working with the City to incorporate all pertinent dat a into the annual or triennial report, including the appendix summary of management and monitoring activities. As part of our past efforts to produce the annual report, we have also compiled preserve-specific data on endowment status, enforcement, wildlife movement, and post -fire monitoring efforts. As tasks for the annual and triennial reports vary from year to year, we are prepared to assist in gathering, analyzing, and presenting a variety of information as necessary. We will also participate in the annual HMP meeting, as we have for the previous 5 years. City of Carlsbad / Biological Consulting Services (RFP #17-22) environmental science associates 10 11 Any assistance needed in the preparation of the PowerPoint presentation wi ll be provided. Task 5. Public Outreach and Education As a company, ESA is active in public outreach and events. We have participated in events such as the Earth Day Cree k to Bay clean-up at Ocean Beach's Dog Beach and the Latino City Emp loyees Association Ci nco de Mayo Fundraiser Luncheon, in support of student scholarships; presented water facts and displayed diagrams on the importance of implementing design to capture stormwater runoff for groundwater recharge at the Water Replenishm ent District of Southern Californ ia's Annual Groundwater Festival; been guest lecturers at the University of California, San Diego for sea- level rise planni ng; and attended and presented at Strategic Energy Innovations' green ca reer fair where we talked to stude nts about a variety of green jobs like environmental hydrology and environmental biology. We are also actively involved with the Ocean Discovery Institute, a non profit group that purposefully engages underrepresented students from elementary school through college in ca reers in the sciences, acting as professional mentors in the environmental consulting field. As a company an d as individuals, we ca re about engaging the community through parti cipati on in public events and education. With in the City, we have worked with t he Parks and Recreation Department, leading talks and guided hikes on Nati onal Tra ils Days, worked with the Climate Science All iance on their annual report (a six-page graphic brochure), taught students from a naturalist training certification program about plant species and vegetation monitoring at Lake Ca lavera Preserve, worked with Viadana HOA on post-fire restoration questions and management recommendations, and have attended public meetings related to the HM P Preserve system, including the HM P Annual Meeting and a meeting to discuss t he pa lm tree removal and restoration at Lake Calavera. Because of a suggestion from a member of the public at this meeting, we assisted on an Eagle Scout project with the Boy Scouts of America to provide guidance on the installation of four bat boxes to mitigate for any potential loss of hab itat caused by the palm tree removal. r-ESA ~ As determined necessary by the HMP Coordinator, we wi ll continue to engage the public and provide opportunities to get involved via a vari ety of platforms such as brochures, signs, events like National Trails Day and National Public Lands Day, and citizen science projects. We would like to work with Eagle Scouts to help install wildlife movement fenci ng and appropriate corridors, kiosks, and erosion control projects on unmanaged preserves and enlist the help of citizen scientists to remove invasive species, assist in planting for habitat restoration efforts, and participate in trash clean-up in unmanaged preserves, for example. As a result of relationships we've cultivated with CNLM, we have the opportunity to engage volunteers with groups from California State University at San Marcos students and All Sta r Vets in assisting with preserve activities as needed for this contract. We will also contin ue to attend HMP Annua l Meetings and any City Council or public meeting deemed pertinent by the HMP Coordinator. Activities like those described above increase personal interest, and we can help t o educate local residents about the HMP preserve system and why protectin g the plants, wildlife, an d habitats is crucial. Ta sk 6. Assistance with Other City Departments In direct coordination and communication with the HM P Coordinator, we are ava ilable to assist other City departments. Previously, this has involved reviewing or providing answers for HMP-related compliance tasks such as biological technical reports (e.g., Ponto Beachfront), restoration plans or suggested plant and seed palettes (e.g., Cantarini Ranch and Aura Circle, respectively), Environmental Impact Reports (e.g., Poinsettia 61), and preserve management plans (e.g., City Preserves). We have also coordinated with the Parks and Recreation esassoc.com 4 I Proposed Method to Accomplish the Work Department regarding the Trails Master Plan currently under development and discussed details of the plan, including trail alignments, through our June 2017 quarterly preserve manager meeting. We have provided ex pert bio logical advice for additi ona l projects, such as Buena Vista Creek chan nel maintenance, to review the an nual maintenance activities t hat occur between Jefferson Street bridge and South Vista Way bridge and potential effects on light-footed Ridgway's rai l (Rallus obso/etus levipes). We will co ntinue to be available on an as-needed basis to assist other City departments based on our long-term relationships with personnel withi n the City and our in-depth, working knowledge of the HMP for the past 5 years. Our team of highly skilled biolog ica l, regu latory, and habitat restoration experts is well-equipped to support other departments within the City, including the Planning Division, Parks and Recreation, and Fire and Police Departments. We are able to assist the Planning Division with HMP-related compliance advice and the Parks and Recreation Department on proposed trail align ments, future restoration sites, and enforcement of trail ordinances. Coordin ation with the Police Department's new Pilot Ranger Program will be useful in ensuring rangers will be able to effectively manage the trails. We will also communicate with preserve managers on preserve- specific enforcement issues throughout the year and will provide the rangers with the compilat ion of enforcement issues gathered for the annual report. We will communicate with preserve managers and the fire department regarding fire suppression zones adjacent to preserve lands as needed. We will offer advice on native low-growin g and succulent plants t hat do well in fire suppression zones and ensure all work is within HM P compliance. Task 7. HMP Compliance ESA is proficient in reviewing environmental docume nts fo r HMP compliance and assessing a va riety of components including mitigation requirements, Coastal Zone standards, standards for Narrow Endemic species and special species, adjacency standards, preserve standards, and Local Facility Management Zones. We are prepared to review PMPs for compliance with the MHCP, HMP, OSMP and the IA. ESA will confirm that capital improvements, such as active restoration and signage; potential threats such as invasive species and erosion; management assum ptions, such as July 13, 201 7 regular patrols and site visits; as well as all required monitoring such as for species-specific and habitat surveys are both described in the PMP and properly fu nded in the endowment fund detailed in the PAR. We have reviewed these documents, as well as biological technical reports, proposed preserve area design, project mitigation plans, and HMP Equivalency and Consistency Determinations, to ensure HMP compliance for the City throughout our 5 years working on this cont ract. Recent examples include reviews of Daybreak Community Church Preserve Restoration Plan and PAR, Ponto Beachfront Biological Technical Report, and Cantori ni Ranch Restoration Pl an. All reviews were to ensure all tasks required to meet HM P compliance and funds listed in the PAR (when applicable) were sufficient to accomplish the required tasks. We also assisted the City in the review of the PMP for Carlsbad Preserves, which consists of 595.6 acres of City-managed preserves. Un der this cont ract, we will continue to use our working knowledge of the HMP, garnered through our 5-yea r experience as Preserve Steward, to provide adept reviews of pertinent environmental documents, as requested by t he HMP Coordinator. Task 8. Meetings, Coordination, and Project Management With the award of this contract, we will continue to participate in as-needed meetings (typically every four to six weeks) with the HMP Coordinator. During t hese meetings, current and upcoming tasks will be discussed, including expected date of completion. We will also assess the appropriate timing and topics to be discussed at the next quarterly preserve manager meeting, as we ll as any new or outstanding items that need to be addressed with preserve managers via email, by phone, or City of Carlsbad / Biological Consulting Services (RFP #1 7-22) environmental science associates 12 13 through in-person meetings prior to quarterly meetings. At the quarterly preserve manager meetings, we would plan the next meeting and assess the best times to hold them with the HMP Coordinator, avoiding scheduling meetings in April and May, as they are busy monitoring seasons fo r preserve managers. We will send, via email, a poll to maximize attendance and email reminders with the meeting agenda prior to the meeting. We will continue to run the meetings and have the HMP Coordinator pnd preserve managers present various plans, results, or updates. A roundtable on the status of preserves will be held at each quarterly meeting . We will attend the qu arterly HMP implementation meetings with resource agency staff when the HMP Coordin ator deems necessary, or when the HMP Coordinator is un able to attend. If the HMP Coordinator is unable to attend, we will make sure to coordinate with this individual prior to the meeting to be fully prepared to discuss the details on the meeting agenda. We will also be sure to take detailed notes on the discussion that occurs at the meeting. As requested by the HMP Coordinator, we will attend all regional management and monitoring meetings such as SDMMP and EMP, meetings we currently regularly attend on behalf of this contract. We have also attended NCTD Right of Way training at the request of the HMP Coordinator fo r work at Poinsettia Lanes Transit Station. We attend and assist in the preparation of the annual public HMP meetings by gathering data on end owment status, enforcement, wildlife movement, and post-fi re monitoring efforts for public presentation. Under this task we will also perform vari ous administrative needs such as invoice preparation and review, providing the City with a monthly progress report of all tasks perfo rmed and organization of all data files including emails, documents, and GIS data. GIS su pport will also be provided under thi s task in support of various data management and map and figure production needs including post-fire monitoring, sensitive species monitoring and data collection across preserves, coastal sage scru b monitoring threats assessment, and other needs such as Habitrak. r-ESA ~ As needed, ESA will be available for techni cal advice, as we are staffed with fi eld experts in habitat restorati on, wetland permitting, CEOA, rare plant monitorin g, and cost analyses, among other areas. In addition, our in-house Carlsbad Preserve Stewardship experience is irreplaceable. esassoc.com Exhibit "B" Cost Estimate F)roposed Cost Lstimate ESA's proposed cost estimate shown below in Table 7-1 anticipated for each year of this contract, totaling $95,000.00. This cost proposal is based on our almost 5 years of experience on the current contract. We have generated these cost estimates (1) as a result of our proposed approach described in Section 4; (2) an assessment of what we've spent annually throughout the current contract; and (3) a projected level of effort based on our familiarity with these tasks, the City's preserve resources, and previous level of effort completing these tasks for each year. Table 7-1 Cost Estimate for Each Year of this 5-Year Contract D1RECT COSTS HOURS COST Task 1. HMP Preserve System Coordination 64 $9,500.00 Task 2. Regional Coordination 40 $6,000.00 Task3A. Post-fire Monitoring 74 $11,000.00 Task 38. Wildlife Movement Adaptive Management 100 $15,000.00 Task 3C. Coastal Sage Scrub Monitoring 32 $5,000.00 Task 3D. Threats Assessment and Management 72 $12,000.00 Task 3E. Other Management and Monitoring Tasks 64 $10,000.00 Task 4. HMP Annual Report and Triennial Report 58 $9,000.00 Tasks. Public Outreach and Education 32 $5,000.00 Task 6. Assistance with Other City Departments 20 $3,500.00 Task 7. HMPCompliance 18 $3,000.00 Task 8. Meetings, Coordination and Project Management 40 $6,000.00 TOTAL 614 $95,000.00 Assumptions Assumptions for the proposed annual costs are provided below: • Across all tasks, we understand that tasks will be determined on as-needed basis and will require close communication with the City HMP Coordinator, and that the estimates of each task will be adjusted based August 21, 2017 City of Carlsbad I Biological Consulting Services (RFP #17-22) environmental science 2ssoci2tes 19 7 I Cost Estimate on how the scope for these tasks evolve from year to year. Ultimately we will stay within the total annual contract amount of $95,000 for each year, with approval from the HMP Coordinator. • Across all tasks, it is assumed project manager Alanna Sullivan will assist with a majority of the total ESA labor hours estimated for each year of this contract, approximately 90% of the total ESA labor effort. While this percentage may be adjusted based on the as-needed nature of this contract, we expect the bulk of the contract charged each year will be for Alanna's time. • For Task 3C, we assume that subconsultant team partner CNLM will conduct a majority of the work under this task. However, we assume project manager Alanna Sullivan may assist up to 12 hours for monitoring and/or coordination with CNLM each year. If additional effort is needed forth is task, ESA will adjust CNLM's contract value accordingly, and stay within the annual $95,000 proposed budget for the contract. • For Tasks 3A and 3E, we assume that subconsultant team partner RBC may assist with up to 50 hours; actual level of effort may shift between these tasks and other tasks based on the best availability and qualifications for contract needs that may come up. ESA will determine appropriate staffing for RBC among contract tasks and confirm staffing decisions as appropriate with the HMP Coordinator. If additional effort is needed for this task, ESA will adjust RBC's contract value accordingly, and stay within the annual $95,000 proposed budget for the contract. 20 es assoc.corn Environmental Science Associates & Subsidiaries 2017 Schedule of Fees I. Personnel Category Rates Charges will be made at the Category hourly rates set fotih below for time spent on project management, consultation or meetings related to the project, field work, report preparation and review, travel time, etc. Time spent on projects in litigation, in depositions and providing expert testimony will be charged at the Category rate times 1.5. Labor Category I Level I I Level II I Level Ill Senior Director 250 265 285 Director 200 215 230 Managing Associate 165 180 195 Senior Associate 140 150 160 Associate 100 120 130 Project Technicians 80 95 115 ( a) The range of rates shown for each staff category reflects ESA staff qua! ifications, expertise and experience levels. These rate ranges allow our project managers to assemble the best project teams to meet the unique project requirements and client expectations for each opportunity. (b) From time to time, ESA retains outside professional and technical labor on a temporary basis to meet peak workload demands. Such contract labor may be charged at regular Employee Category rates. ( c) ESA reserves the right to revise the Personnel Category Rates annually to reflect changes in its operating costs. II. ESA Expenses A. Travel Expenses 1. Transportation a. Company vehicle -IRS mileage reimbursement rate b. Common carrier or car rental -actual multi plied by 1.15 2. Lodging, meals and related travel expenses -direct expenses multiplied by 1.15 B. Communications Fee In-house costs for phone, e-mail, fax, regular postage, walk-up copier, and records retention -project labor charges multiplied by 3% 1·:S\ ESA 2016 Schedule of Fees C. Printing/Reproduction Rates Item Rate/page 81/2x11b/w $0.05 11x17b/w $0.10 81/2 x 11 color $1.00 11 x 17 color $2.00 Covers $0.50 Binding $1.00 HP Plotter $25.00 CD $10.00 Digital Photography D. Equipment Rates Item Rate/Day Rate/Week Rate/Month Project Specific Equipment: Vehicles -Standard size $ 40a $ 180 Vehicles -4x4 rrruck 85 Vehicles - A TV 125 Laptop Computers 50 200 $ 500 LCD Projector 200 600 Noise Meter 50 Electrofisher 300 1,200 Sample Pump 25 Field Traps 40 Digital Planimeter 40 CamerasNideo/Cell Phone 20 200 Miscellaneous Small Equipment 5 Computer Time (i.e. GIS) 120b Stilling Well/ Coring Pipe (3 inch aluminum) 3/ft Backpack Sprayer 25 Beach Seine 50 Otter Trawl 100 Wildlife Acoustics Bat Detector 125 400 Topographic Survey Equipment: Auto Level 40 Total Station 200 600 RTK-GPS 300 1,200 RTK-GPS Smartnet Subscription 50 200 Trimble GPS 75 350 900 Tablet GPS 100 400 1,000 Laser Level 60 Garmin GPS or ~CJuivalent_ 25 250 Hydrologic Data Collection, Water Current, Level and Wave Measurement Equipment: ISCO 2150 Area Velocity Flow Logger $ 25 $ 100 $ 400 Logging Rain Gage 10 40 125 Marsh-McBirney Hand-Held Current Meter 50 200 FloWav Surface Velocity Radar 50 200 2 l·:S.\ ESA 2016 Schedule of Fees Item Rate/Day Rate/Week Rate/Month Logging Water Level -Pressure Transducer 10 40 125 Logging Barometric Pressure Logger 10 40 125 Well Probe 20 80 Bottom-Mounted Tripod / Mooring 25 100 400 Handheld Suspended Sediment Sampler 20 250 Water Quality Equipment: Logging Turbidimeter/Water Level Recorder $ 25 $ 100 $ 400 In-Situ Troll 9500 logging water quality multiprobe 200 800 Logging Temperature Probe 10 40 Hach Hand-Held Turbidimeter Recording Conductivity Meter 200 w/Datalogger Refractometer 80 YSI Hand-Held Salinity Meter or pH meter 120 Hand-Held Conductivity/Dissolved Oxygen Probe (YSI 85) 160 HOBO Salinity Gauge 125 Water Quality Sande 800 YSI 650 with 6920 Multi Probe 500 1500 ISCO 6712 Portable Sampler w/lSCO 2105 Module 250 900 ••••--•-as---- Sedimentation I Geotechnical Equipment: Peat Corer $ 75 $ 300 60lb Helly-Smith Bedload Sampler with Bridge Crane 175 700 Suspended Sediment Sampler with Bridge Crane 75 300 Vi bra-core 100 400 Shear Strength Vane 50 200 Auger (brass core @ $ 5/each) 20 80 Boats: 14 foot Aluminum Boats with 15 HP Outboard Motor $ 100 $ 400 Single or Double Person Canoe 30 120 17' Boston Whaler w/ 90 HP Outboard 500 2,000 a Actual project charges will be either the IRS mileage reimbursement rate or the daily rate, whichever is higher b GIS computer time will be charged at $15.00 per hour Ill. Subcontracts Subcontract services will be invoiced at cost multiplied by 1.15. IV. Other There shall be added to all charges set forth above amounts equal to any applicable sales or use taxes legally levied in lieu thereof, now or hereinafter imposed under the authority of a federal, state, or local taxing jurisdiction. 3 ACORD~ CERTIFICATE OF LIABILITY INSURANCE I DATE (MM/00/YYYY) ~ 12/28/2016 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 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{sl. PRODUCER CONTACT Sindv Lara NAME: Woodruff-Sawyer & Co. !'.~Q~~ .. 415-402-6659 I rM.! •.... 415.ga9.9923 50 California Street, Floor 12 San Francisco CA 94111 ~~.f.!~ ••. slara@wsandco.com ---- INSURERtSI AFFORDING COVERAGE I NAIC# 1NsuRER A ,Greenwich Insurance Companv '22322 INSURED ENVISCl-01 INSURER• XL Specialtv Insurance Company 37885 - Environmental Science Associates INSURER C: ' 550 Kearny Street, Ste 800 INSURER D: San Francisco CA 94108 INSURER E: INSURERF: COVERAGES CERTIFICATE NUMBER· 2132267775 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 WrrH 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 11Nsowvo LTR POLICY NUMBER ,,:~~J~~ ,~m-J%~ LIMrTS A =±:SMERCIAL GENERAL LIABILITY y GEC001336714 1/1/2017 1/112018 EACH OCCURRENCE $1,000,000 CLAIMS-MADE ~ OCCUR ~~t~~~ YE;':;~~~ence \ $1,000,000 ~ QQntil!!.atual Uab MED EXP (Any one person) $10.000 ~ Sto~Ga~ PERSONAL & ADV INJURY 11,000.000 GEN'L AGGREGATE LIMIT APPLIES PCR: GENERAL AGGREGATE $2,000,000 ~ 0PRO D 1--~ POLICY X JEcT Loe PRODUCTS· COMP/OP AGG $2,000,000 X OTHER: No Deductible s B AUTOMOBILE LIABILITY AEC001336514 1/1/2017 1/1/2018 fE~,;~:~~ll.;ING._"' dMI I 11,000.000 IXl ANY AUTO BODILY INJURY (Per person] s t----i ALL OWNED C SCHEDULED BODILY INJURY (Per accident) $ AUTOS AUTOS ~--NON-OWNED rp~~~:~Znt~AMAl>E rxl HIRED AUTOS ·x AUTOS $ No Ded. f--$ I UMBRELLA 1..IAB H OCCUR EACH OCCURRENCE $ ~ , EXCESS UAB CLAIMS-MADE AGGREGATE $ I OED I I I -----·~--I RETENilON $ $ B WORKERS COMPENSATION WEC001337414 1/1/2017 ' 1/1/2018 X i ~~~TUTE I \ OTH· AND EMPLOYERS" LIABILITY ER YIN NIAi MY PROPRIETOR/PARTNER/EXECUTIVE D EL EACH ACCIDENT $1,000,000 ------OFFICER/MEMBER EXCLUDED? I (Mandatory in NH) ~_Q~~EASE -EA EMPLOYEE _S1,_DO_D.Q20 lf yes, describe under DESCRIPTION OF OPERATIONS bolow E:.L. DISEASE -POLICY LIMIT $1,000,000 A Professional Liability PEC001336814 1/1/2017 1/1/2018 Each Occurrence: $1,000,000 Cov. A, Claims Made I Aggrega1e: $2,000,000 Retro Date: 10/1/89 I Retention· $100,000 DESCRIPTION OF OPERATIONS/LOCATIONS /VEHICLES (ACORD 101,Additional Remarks Schedule, may be attached if morill i.p.act1 ls required) Pl20547.00-City of Carlsbad Preserve Steward Phase II. The City of Carlsbad, its officials, employees and volunteers are nAmed additional insureds on General Liability coverage per endorsements attached. CERTIFICATE HOLDER City of Carlsbad Public Works Contracl Administration 1635 Faraday Avenue Carlsbad CA 92008 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, © 1988-2014 ACORD CORPORATION. All rights reserved. ACORD 25 (2014/01) The ACORD name and logo are registered marks of ACORD / ENDORSEMENT #007 This endorsement, effective 12:01 a.m., January 1, 2017 forms a part of Policy No. GEC001336714 issued to ENVIRONMENTAL SCIENCE ASSOCIATES by Greenwich Insurance Company. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED -OWNERS, LESSEES OR CONTRACTORS - SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE FORM SCHEDULE Name Of Additional Insured Location(s) Of Covered Operations Person(sl Or Oraanization(s}: ANY PERSON OR ORGANIZATION THAT YOU ARE Various REQUIRED IN A WRITTEN CONTRACT OR WRITTEN AGREEMENT TO INCLUDE AS AN ADDITIONAL INSURED PROVIDED THE "BODILY INJURY" OR ''PROPERTY DAMAGE" OCCURS SUBSEQUENT TO THE EXECUTION OF THE WRITTEN CONTRACT OR WRITTEN AGREEMENT. Information required to complete this Schedule, if not sho'Ml above, will be shown in the Declarations. A Section ii -Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by: 1. Your acts or omissions; or 2. The acts or omissions of those acting on your behalf; in the pertomiance of your ongoing operations for the additional insured(s) at the location(s) designated above. B. With respect to the insurance afforded to these additional insureds, the following additional exclusions apply: This insurance does not apply to "bodily injury" or "property damage" occurring after: 1. All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) al the location of the covered operations has been completed; or XIL 2010-0704 (Ed. 0413) © 2013, XL America, Inc. All rights reserved. May not be copied without penmission. Includes copyrighted material of Insurance Services Office. Inc., with its permission BVIE 01/06/2016 Page 1 of 2 / 2. That portion of "your work" out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. All other terms and conditions of this policy remain unchanged. Xll 2010-0704 (Ed. 0413) © 2013, XL America, Inc. All rights reserved. May not be copied without permission. Includes copyrighted material of Insurance Services Office. Inc., with its permission BVIE 01/06/2016 Page 2 of 2 ENDORSEMENT #006 This endorsement, effective 12:01 a.m., January 1, 2017 forms a part of Policy No. GEC001336714 issued to ENVIRONMENTAL SCIENCE ASSOCIATES by Greenwich Insurance Company. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED -OWNERS, LESSEES OR CONTRACTORS -COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE FORM SCHEDULE Name Of Additional Insured Location And Description Of Completed Operations Person{s) Or Organization{s): ANY PERSON OR ORGANIZATION THAT YOU ARE Various REQUIRED IN A WRITTEN CONTRACT OR WRITTEN AGREEMENT TO INCLUDE AS AN ADDITIONAL INSURED PROVIDED THE "BODILY INJURY'' OR "PROPERTY DAMAGE" OCCURS SUBSEQUENT TO THE EXECUTION OF THE WRITTEN CONTRACT OR WRITTEN AGREEMENT. Information reauired to complete this Schedule, if not shown above, will be shown in the Declarations. Section II -Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury" or "property damage" caused, in whole or in part, by "your work" at the location designated and described in the schedule of this endorsement performed for that additional insured and included in the "products-completed operations hazard". All other terms and conditions of this policy remain unchanged. XIL 2037-0704 (Ed. 0413) © 2013, XL America, Inc. All rights reserved. May not be copied without permission. Includes copyrighted material of Insurance Services Office, Inc., with its permission BVIE 01/06/2016 Page 1 of 1