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Jensen Hughes Inc; 2019-06-18; PSA19-789GS
PSA19-789GS City Attorney Approved Version 1/30/13 1 AMENDMENT NO. 1 TO EXTEND AND AMEND AGREEMENT FOR DOVE LIBRARY FIRE ALARM SYSTEM REPLACEMENT DESIGN SERVICES JENSEN HUGHES, INC. This Amendment No. 1 is entered into and effective as of the _______ day of ___________________________, 2020, extending and amending the agreement dated June 18, 2019 (the “Agreement”) by and between the City of Carlsbad, a municipal corporation, ("City"), and Jensen Hughes, Inc., a Maryland corporation (“Contractor") (collectively, the “Parties”) for Dove Library fire alarm system replacement design services. RECITALS A. The Parties desire to alter the Agreement’s scope of work to include an engineer’s cost estimate for replacing the existing fire alarm system; and B. The Parties desire to extend the Agreement for a period of two (2) years; and C. The Parties have negotiated and agreed to a supplemental scope of work and fee schedule, which is attached to and incorporated in by this reference as Exhibit “A”, Scope of Services and Fee. NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, City and Contractor agree as follows: 1. In addition to those services contained in the Agreement, as may have been amended from time to time, Contractor will provide those services described in Exhibit "A". With this Amendment, the total annual Agreement amount shall not twenty-two thousand four hundred dollars ($22,400). 2. City will pay Contractor for all work associated with those services described in Exhibit “A” on a time and materials basis not-to-exceed three thousand five hundred dollars ($3,500). Contractor will provide City, on a monthly basis, copies of invoices sufficiently detailed to include hours performed, hourly rates, and related activities and costs for approval by City. 3. Contractor will complete all work described in Exhibit “A” by June 16, 2022. 4. All other provisions of the Agreement, as may have been amended from time to time, will remain in full force and effect. 5. 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: 2D720D63-4621-4E14-9962-A262196AA11ADocuSign Envelope ID: 2D720D63-4621-4E14-9962-A262196AA11A 17th June PSA19-789GS City Attorney Approved Version 1/30/13 2 6. 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 JENSEN HUGHES, INC., a Maryland corporation By: By: (sign here) Paz Gomez, Deputy City Manager, Public Works, as authorized by the City Manager (print name/title) By: (sign here) (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: 2D720D63-4621-4E14-9962-A262196AA11A Sanford Tassel, CFO Rajeev Arora, CEO DocuSign Envelope ID: 2D720D63-4621-4E14-9962-A262196AA11A 3610 Commerce Drive, Suite 817 Baltimore, MD 21227 USA O: +1 410-737-8677 F: +1 410-737-8688 June 10, 2020 Ms. Janean Hawney Associate Contract Administrator City of Carlsbad 1635 Faraday Avenue Carlsbad, CA 92008 RE: Jensen Hughes, Inc. Contract with the City of Carlsbad Jensen Hughes Officers Authorized to Bind Company Dear Ms. Hawney: Please be informed that by written resolution of the board of directors of Jensen Hughes, Inc. (the “Company”) and its Bylaws, any individual who is an officer of the Company has authority to execute and deliver such other agreements, certificates, instruments, notices, filings and additional documents, and to take such other steps and to do such other acts and things, as in his or her judgment may be necessary, appropriate or desirable to carry out the business and operations of the Company. Attached please find an accurate and complete list of the officers of Jensen Hughes, Inc. as of the date of this letter. JENSEN HUGHES appreciates the opportunity to assist The City of Carlsbad. If you have any questions, please contact me at dina.wong@jensenhughes.com. Jensen Hughes Dina J. Wong Vice President, Legal + Senior Corporate Counsel dina.wong@jensenhughes.com Direct: 425.217.1071 Enclosure: List of Jensen Hughes, Inc. Officers DocuSign Envelope ID: 2D720D63-4621-4E14-9962-A262196AA11A Directors and Officers for JENSEN HUGHES, INC. (effective September 26, 2019) Board of Directors: Paul Orzeske One Maritime Plaza, Suite 2300, San Francisco, CA 94111 Rajeev Arora 3610 Commerce Drive, Suite 817, Baltimore, MD 21227 Alexander Earls One Maritime Plaza, Suite 2300, San Francisco, CA 94111 Philip Petrocelli One Maritime Plaza, Suite 2300, San Francisco, CA 94111 Dell Larcen One Maritime Plaza, Suite 2300, San Francisco, CA 94111 Officers: Rajeev Arora Chairman, Chief Executive Officer and President 3610 Commerce Drive, Suite 817, Baltimore, MD 21227 Sanford Tassel Chief Financial Officer and Secretary 3610 Commerce Drive, Suite 817, Baltimore, MD 21227 Dina Wong Assistant Secretary 23109 55th Ave W, Mountlake Terrace, WA 98043‐4711 Eric Rosenbaum Senior Vice President 3610 Commerce Drive, Suite 817, Baltimore, MD 21227 Derek White Senior Vice President 3610 Commerce Drive, Suite 817, Baltimore, MD 21227 R. David Andrews Vice President One Maritime Plaza, Suite 2300, San Francisco, CA 94111 Alexander Earls Vice President and Treasurer One Maritime Plaza, Suite 2300, San Francisco, CA 94111 Philip Petrocelli Vice President One Maritime Plaza, Suite 2300, San Francisco, CA 94111 Mary Patricia McCarthy Facility Security Officer 3610 Commerce Drive, Suite 817, Baltimore, MD 21227 DocuSign Envelope ID: 2D720D63-4621-4E14-9962-A262196AA11A PSA19-789GS City Attorney Approved Version 1/30/13 3 EXHIBIT “A” SCOPE OF SERVICES AND FEE The Contractor shall provide a cost estimate for the replacement of the existing fire alarm system based on the bid documents prepared by Jensen Hughes. The cost estimate will provide a breakdown by equipment and labor. Labor rates will be based on current California prevailing wage rates. Equipment cost estimates will be based on the products specified in the bid documents (specifications). Original Contract Sum $18,900 Fee to Provide an Engineer’s Cost Estimate $3,500 New Agreement Total Not to Exceed $22,400 DocuSign Envelope ID: 2D720D63-4621-4E14-9962-A262196AA11ADocuSign Envelope ID: 2D720D63-4621-4E14-9962-A262196AA11A 11545 West Bernardo Court, Suite 300 San Diego, California, 92127 USA O: +1 619-488-9810 Jensen Hughes, Inc. Additional Services Agreement April 4, 2020 Charles Balteria Program Manager City of Carlsbad 405 Oak Avenue Carlsbad, CA 92008 charles.balteria@carlsbadca.gov o +1 760-434-2949 / c +1 760-802-7530 RE: City of Carlsbad Dove Library Fire Alarm System Additional Services Proposal FBS-SD-20-0097-TXL Dear Charles: Enclosed is our Authorization for Requested Additional Services for the referenced project, presented to The City of Carlsbad Library (Client) for approval. Jensen Hughes was retained to prepare fire alarm documents for the upgrade of the existing fire alarm system at the Dove Library located in the City of Carlsbad. The Client has requested additional services for preparing a cost estimate for the equipment and labor required with the replacement of the fire alarm system. Jensen Hughes appreciates the opportunity to assist the City of Carlsbad with this project. If you have any questions, please contact me at 619-310-9584 or tlawyer@jensenhughes.com. Sincerely, Jensen Hughes Timothy Lawyer, SET Senior Consultant PSA19-789GS - Exhibit "A"DocuSign Envelope ID: 2D720D63-4621-4E14-9962-A262196AA11ADocuSign Envelope ID: 2D720D63-4621-4E14-9962-A262196AA11A (Dove Library – Fire Alarm System Additional Services)Proposal FBS-SD-20-0097-TXL Page 2 of 3 I April 10, 2020 I Rev 0 Authorization for Requested Additional Services CHANGE NUMBER: 01 FOR DOVE LIBRARY FA ADD SERVICES Date: April 10, 2020 Project Name: Dove Library Additional Services Project Location:Carlsbad, California Project No.:1TXL19002 Original Contract Dated:6-18-2019 Client:City of Carlsbad Contact:Charles Balteria Description of Additional Scope of Services Jensen Hughes proposes to perform the following additional scope of services. The services are described in detail as follows: +Provide a cost estimate for the replacement of the existing fire alarm system based on the bid documents prepared by Jensen Hughes. The cost estimate will provide a breakdown by equipment and labor. Labor rates will be based on current California prevailing wage rates. Equipment cost estimates will be based on the products specified in the bid documents (specifications). Note: The estimates provided will be limited to the direct equipment and labor costs for the replacement provided by a sole-source fire alarm contractor. Project management fees or other project management costs associated with this project beyond this scope will not be included. Professional Fees Original Contract Sum $18,900.00 Net Increase for Additional Services described herein (T&E)$3,500.00 New Contract Sum $22,400.00 The Client agrees to reimburse Jensen Hughes for any transportation and/or living expenses incurred by Jensen Hughes as a result of the Client cancelling or rescheduling a meeting or site visit. These expenses will be billed at cost plus ten percent. This proposal is valid for ninety (90) days. This agreement shall be subject to the terms and conditions of the original agreement for this project, dated June 18, 2019, between Jensen Hughes and the Client. PSA19-789GS - Exhibit "A"DocuSign Envelope ID: 2D720D63-4621-4E14-9962-A262196AA11ADocuSign Envelope ID: 2D720D63-4621-4E14-9962-A262196AA11A (Dove Library – Fire Alarm System Additional Services)Proposal FBS-SD-20-0097-TXL Page 3 of 3 I April 10, 2020 I Rev 0 To initiate our services, please sign and return this proposal at your earliest convenience; or provide a written (email) notice to proceed agreeing with the scope, pricing, and terms and conditions stated herein. Acknowledgement + Signature Jensen Hughes, Inc.:Client: SIGNATURE SIGNATURE Timothy J. Lawyer, SET PRINTED NAME PRINTED NAME Senior Consultant TITLE TITLE April 10, 2020 DATE DATE PSA19-789GS - Exhibit "A"DocuSign Envelope ID: 2D720D63-4621-4E14-9962-A262196AA11ADocuSign Envelope ID: 2D720D63-4621-4E14-9962-A262196AA11A 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 1/27/2020 (415) 946-7500 20478 Jensen Hughes Inc.3610 Commerce Drive Ste 817 Baltimore, MD 21227 20443 35289 20427 13604 A 1,000,000 X 6079891560 1/11/2020 1/11/2021 1,000,000 15,000 1,000,000 2,000,000 2,000,000 1,000,000B 6079894572 1/11/2020 1/11/2021 4,000,000C 6079902170 1/11/2020 1/11/2021 4,000,000 D X 6079902895 1/11/2020 1/11/2021 1,000,000 1,000,000 1,000,000 E Professional 1000600146201 1/11/2020 Per Claim/Agg 1,000,000 RE: 1TXL19002.000 Dove Library - Fire Alarm System Replacement Design Services; City of Carlsbad; PSA19-789GS City of Carlsbad/CMWD is named as an additional insured on the general liability policy and coverage is primary and non-contributory as required by written contract and per the attached endorsement form. Workers Compensation includes waiver of subrogation. Thirty (30) day notice of cancellation applies to all policies listed above as required by written contract and per the schedule on file with insurers. City of Carlsbad/CMWD c/o EXIGIS Insurance Compliance Services P.O. Box 4668 - ECM #35050 New York, NY 10163-4668 JENSHUG-01 LKACZKA Alliant Insurance Services, Inc.575 Market St, Ste 3600San Francisco, CA 94105 National Fire Insurance Company of Hartford Continental Casualty Company Continental Insurance Company American Casualty Company of Reading, Pennsylvania Starr Surplus Lines Insurance Company X 1/11/2021 X X X X XX CNA PARAMOUNT Blanket Additional Insured -Owners,Lessees orContractors-with Products-Completed Operations Coverage Endorsement This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART It is understood and agreed as follows: I.WHO IS AN INSURED is amended to include as an Insured any person or organization whom you are required by written contract to add as an additional insured on this coverage part,but only with respect to liability for bodily injury,property damage or personal and advertising injury caused in whole or in part by your acts or omissions,or the acts or omissions of those acting on your behalf: A.in the performance of your ongoing operations subject to such written contract;or B.in the performance of your work subject to such written contract,but only with respect to bodily injury or property damage included in the products-completed operations hazard,and only if: 1.the written contract requires you to provide the additional insured such coverage; and 2.this coverage part provides such coverage. II.But if the written contract requires: A.additional insured coverage under the 11-85 edition,10-93 edition,or 10-01 edition of CG2010,or under the 10- 01 edition of CG2037;or B.additional insured coverage with "arising out of" language;or C.additional insured coverage to the greatest extent permissible by law; then paragraph I.above is deleted in its entirety and replaced by the following: WHO IS AN INSURED is amended to include as an Insured any person or organization whom you are required by written contract to add as an additional insured on this coverage part,but only with respect to liability for bodily injury,property damage or personal and advertising injury arising out of your work that is subject to such written contract. III.Subject always to the terms and conditions of this policy,including the limits of insurance, the Insurer will not provide such additional insured with: A.coverage broader than required by the written contract;or B.a higher limit of insurance than required by the written contract. IV.The insurance granted by this endorsement to the additional insured does not apply to bodily injury,property damage,or personal and advertising injury arising out of: A.the rendering of,or the failure to render,any professional architectural, engineering,or surveying services, including: 1.the preparing, approving,or failing to prepare or approve maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications;and 2.supervisory, inspection, architectural or engineering activities;or B.any premises or work for which the additional insured is specifically listed as an additional insured on another endorsement attached to this coverage part. V.Under COMMERCIAL GENERAL LIABILITY CONDITIONS,the Condition entitled Other Insurance is amended to add the following,which supersedes any provision to the contrary in this Condition or elsewhere in this coverage part: Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission.40020003260458261320592CNA75079XX (10-16)Policy No:6079891560 Page 1of2 Endorsement No:16 Nat'l Fire Ins Co of Hartford Effective Date:01/11/2020 Insured Name:JENSEN HUGHES HOLDINGS CORPORATION CNA PARAMOUNT Blanket Additional Insured -Owners,Lessees orContractors-with Products-CompletedOperations Coverage Endorsement Primary and Noncontributory Insurance With respect to other insurance available to the additional insured under which the additional insured is a named insured,this insurance is primary to and will not seek contribution from such other insurance, provided that a written contract requires the insurance provided by this policy to be: 1.primary and non-contributing with other insurance available to the additional insured;or 2.primary and to not seek contribution from any other insurance available to the additional insured. But except as specified above,this insurance will be excess of all other insurance available to the additional insured. VI.Solely with respect to the insurance granted by this endorsement, the section entitled COMMERCIAL GENERAL LIABILITY CONDITIONS is amended as follows: The Condition entitled Duties In The Event of Occurrence,Offense, Claim or Suit is amended with the addition of the following: Any additional insured pursuant to this endorsement will as soon as practicable: 1.give the Insurer written notice of any claim,or any occurrence or offense which may result in a claim; 2.send the Insurer copies of all legal papers received, and otherwise cooperate with the Insurer in the investigation, defense,or settlement of the claim;and 3.make available any other insurance, and tender the defense and indemnity of any claim to any other insurer or self-insurer, whose policy or program applies to a loss that the Insurer covers under this coverage part.However, if the written contract requires this insurance to be primary and non-contributory,this paragraph 3.does not apply to insurance on which the additional insured is anamedinsured. The Insurer has no duty to defend or indemnify an additional insured under this endorsement until the Insurer receives written notice of a claim from the additional insured. VII.Solely with respect to the insurance granted by this endorsement, the section entitled DEFINITIONS is amended to add the following definition: Written contract means a written contract or written agreement that requires you to make a person or organization an additional insured on this coverage part,provided the contract or agreement: A.is currently in effect or becomes effective during the term of this policy;and B.was executed prior to: 1.the bodily injury or property damage;or 2.the offense that caused the personal and advertising injury; for which the additional insured seeks coverage. Any coverage granted by this endorsement shall apply solely to the extent permissible by law. All other terms and conditions of the Policy remain unchanged. This endorsement,which forms a part of and is for attachment to the Policy issued by the designated Insurers, takes effect on the effective date of said Policy at the hour stated in said Policy, unless another effective date is shown below, and expires concurrently with said Policy. Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. CNA75079XX (10-16)Policy No:6079891560 Page 2 of 2 Endorsement No:16 Nat'l Fire Ins Co of Hartford Effective Date:01/11/2020Insured Name:JENSEN HUGHES HOLDINGS CORPORATION 6080043634 01/11/2020 CNA PARAMOUNT General Aggregate Limit -Per Project Endorsement This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART It is understood and agreed as follows: I.For each single construction or service project away from premises the Named Insured owns or rents, a separate Project General Aggregate Limit,equal to the amount of the General Aggregate Limit shown in the Declarations,is the most the Insurer will pay for the sum of: A.all damages under Coverage A,except damages because of bodily injury or property damage included in the products-completed operations hazard;and B.all medical expenses under Coverage C; that arise from occurrences or accidents which can be attributed solely to ongoing operations at that project. Such payments shall not reduce the General Aggregate Limit shown in the Declarations,nor the Project General Aggregate Limit applicable to any other project. II.All: A.damages under Coverage B,regardless of the number of locations or projects involved; B.damages under Coverage A,caused by occurrences which cannot be attributed solely to ongoing operations at a single project, except damages because of bodily injury or property damage included in the products- completed operations hazard;and C.medical expenses under Coverage C,caused by accidents which cannot be attributed solely to ongoing operations at a single project, will reduce the General Aggregate Limit shown in the Declarations. III.The limits shown in the Declarations for Each Occurrence,for Damage To Premises Rented To You and for Medical Expense continue to apply, but will be subject to either the Project General Aggregate Limit or the General Aggregate Limit shown in the Declarations, depending on whether the occurrence can be attributed solely to ongoing operations at a particular project. IV.When coverage for liability arising out of the products-completed operations hazard is provided, any payments for damages because of bodily injury or property damage included in the products-completed operations hazard will reduce the Products-Completed Operations Aggregate Limit shown in the Declarations, regardless of the number of projects involved. V.If asingleconstructionor service project away from premises owned by or rented to the Named Insured has been abandoned and then restarted,or if the authorized contracting parties deviate from plans, blueprints, designs, specifications or timetables, such project will still be deemed to be the same project. VI.The provisions of LIMITS OF INSURANCE not otherwise modified by this endorsement shall continue to apply as stipulated. All other terms and conditions of the Policy remain unchanged. This endorsement,which forms a part of and is for attachment to the Policy issued by the designated Insurers, takes effect on the effective date of said Policy at the hour stated in said Policy, unless another effective date is shown below, and expires concurrently with said Policy. Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission.40020003260458261320585CNA75061XX (1-15)Policy No:6079891560 Page 1 of 1 Endorsement No:9 Nat'l Fire Ins Co of Hartford Effective Date:01/11/2020 Insured Name:JENSEN HUGHES HOLDINGS CORPORATION Architects, Engineers and Surveyors General Liability Extension Endorsement Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. It is understood and agreed that this endorsement amends the COMMERCIAL GENERAL LIABILITY COVERAGE PART as follows. If any other endorsement attached to this policy amends any provision also amended by this endorsement, then that other endorsement controls with respect to such provision, and the changes made by this endorsement with respect to such provision do not apply. TABLE OF CONTENTS 1. Additional Insureds 2. Additional Insured - Primary And Non-Contributory To Additional Insured’s Insurance 3. Additional Insured – Extended Coverage 4. Boats 5. Bodily Injury – Expanded Definition 6. Broad Knowledge of Occurrence/ Notice of Occurrence 7. Broad Named Insured 8. Contractual Liability – Railroads 9. Estates, Legal Representatives and Spouses 10. Expected Or Intended Injury – Exception for Reasonable Force 11. General Aggregate Limits of Insurance – Per Location 12. In Rem Actions 13. Incidental Health Care Malpractice Coverage 14. Joint Ventures/Partnership/Limited Liability Companies 15. Legal Liability – Damage To Premises 16. Liquor Liability 17. Medical Payments 18. Non-owned Aircraft Coverage 19. Non-owned Watercraft 20. Personal And Advertising Injury – Discrimination or Humiliation 21. Personal And Advertising Injury - Contractual Liability 22. Property Damage – Elevators 23. Retired Partners, Members, Directors And Employees 24. Supplementary Payments 25. Unintentional Failure To Disclose Hazards 26. Waiver of Subrogation – Blanket 27. Wrap-Up Extension: OCIP, CCIP or Consolidated (Wrap-Up) Insurance Programs CNA74858XX (1-15) Policy No:6079891560 Page 1 of 19 Endorsement No: Effective Date:1/11/2020 Insured Name: Architects, Engineers and Surveyors General Liability Extension Endorsement Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. 1. ADDITIONAL INSUREDS a. WHO IS AN INSURED is amended to include as an Insured any person or organization described in paragraphs A.through I.below whom a Named Insured is required to add as an additional insured on this Coverage Part under a written contract or written agreement, provided such contract or agreement: (1)is currently in effect or becomes effective during the term of this Coverage Part; and (2)was executed prior to: (a)the bodily injury or property damage; or (b)the offense that caused the personal and advertising injury, for which such additional insured seeks coverage. b.However, subject always to the terms and conditions of this policy, including the limits of insurance, the Insurer will not provide such additional insured with: (1)a higher limit of insurance than required by such contract or agreement; or (2)coverage broader than required by such contract or agreement, and in no event broader than that described by the applicable paragraph A.through I.below. Any coverage granted by this endorsement shall apply only to the extent permissible by law. A. Controlling Interest Any person or organization with a controlling interest in a Named Insured, but only with respect to such person or organization’s liability for bodily injury,property damage or personal and advertising injury arising out of: 1.such person or organization’s financial control of a Named Insured; or 2.premises such person or organization owns, maintains or controls while a Named Insured leases or occupies such premises; provided that the coverage granted by this paragraph does not apply to structural alterations, new construction or demolition operations performed by, on behalf of, or for such additional insured. B. Co-owner of Insured Premises A co-owner of a premises co-owned by a Named Insured and covered under this insurance but only with respect to such co-owner’s liability for bodily injury,property damage or personal and advertising injury as co-owner of such premises. C. Engineers, Architects or Surveyors Engaged By You An architect, engineer or surveyor engaged by the Named Insured, but only with respect to liability for bodily injury,property damage or personal and advertising injury caused in whole or in part by the Named Insured’s acts or omissions, or the acts or omissions of those acting on the Named Insured’s behalf: a.in connection with the Named Insured’s premises; or b.in the performance of the Named Insured’s ongoing operations. CNA74858XX (1-15) Policy No:6079891560 Page 2 of 19 Endorsement No: Effective Date:1/11/2020 Insured Name: Architects, Engineers and Surveyors General Liability Extension Endorsement Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. But the coverage hereby granted to such additional insureds does not apply to bodily injury,property damage or personal and advertising injury arising out of the rendering of or failure to render any professional services by, on behalf of, or for the Named Insured, including but not limited to: 1.the preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; or 2.supervisory, inspection, architectural or engineering activities. D. Lessor of Equipment Any person or organization from whom a Named Insured leases equipment, but only with respect to liability for bodily injury,property damage or personal and advertising injury caused, in whole or in part, by the Named Insured’s maintenance, operation or use of such equipment, provided that the occurrence giving rise to such bodily injury,property damage or the offense giving rise to such personal and advertising injury takes place prior to the termination of such lease. E. Lessor of Land Any person or organization from whom a Named Insured leases land but only with respect to liability for bodily injury,property damage or personal and advertising injury arising out of the ownership, maintenance or use of such land, provided that the occurrence giving rise to such bodily injury, property damage or the offense giving rise to such personal and advertising injury takes place prior to the termination of such lease. The coverage granted by this paragraph does not apply to structural alterations, new construction or demolition operations performed by, on behalf of, or for such additional insured. F. Lessor of Premises An owner or lessor of premises leased to the Named Insured, or such owner or lessor’s real estate manager, but only with respect to liability for bodily injury,property damage or personal and advertising injury arising out of the ownership, maintenance or use of such part of the premises leased to the Named Insured, and provided that the occurrence giving rise to such bodily injury or property damage, or the offense giving rise to such personal and advertising injury, takes place prior to the termination of such lease. The coverage granted by this paragraph does not apply to structural alterations, new construction or demolition operations performed by, on behalf of, or for such additional insured. G. Mortgagee, Assignee or Receiver A mortgagee, assignee or receiver of premises but only with respect to such mortgagee, assignee or receiver’s liability for bodily injury,property damage or personal and advertising injury arising out of the Named Insured’s ownership, maintenance, or use of a premises by a Named Insured. The coverage granted by this paragraph does not apply to structural alterations, new construction or demolition operations performed by, on behalf of, or for such additional insured. H. State or Governmental Agency or Subdivision or Political Subdivisions – Permits A state or governmental agency or subdivision or political subdivision that has issued a permit or authorization but only with respect to such state or governmental agency or subdivision or political subdivision’s liability for bodily injury,property damage or personal and advertising injury arising out of: CNA74858XX (1-15) Policy No: 6079891560 Page 3 of 19 Endorsement No: Effective Date:1/11/2020 Insured Name: Architects, Engineers and Surveyors General Liability Extension Endorsement Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. 1.the following hazards in connection with premises a Named Insured owns, rents, or controls and to which this insurance applies: a.the existence, maintenance, repair, construction, erection, or removal of advertising signs, awnings, canopies, cellar entrances, coal holes, driveways, manholes, marquees, hoistaway openings, sidewalk vaults, street banners, or decorations and similar exposures; or b.the construction, erection, or removal of elevators; or c.the ownership, maintenance or use of any elevators covered by this insurance; or 2.the permitted or authorized operations performed by a Named Insured or on a Named Insured’s behalf. The coverage granted by this paragraph does not apply to: a. Bodily injury,property damage or personal and advertising injury arising out of operations performed for the state or governmental agency or subdivision or political subdivision; or b. Bodily injury or property damage included within the products-completed operations hazard. With respect to this provision’s requirement that additional insured status must be requested under a written contract or agreement, the Insurer will treat as a written contract any governmental permit that requires the Named Insured to add the governmental entity as an additional insured. I. Trade Show Event Lessor 1.With respect to a Named Insured’s participation in a trade show event as an exhibitor, presenter or displayer, any person or organization whom the Named Insured is required to include as an additional insured, but only with respect to such person or organization’s liability for bodily injury, property damage or personal and advertising injury caused by: a.the Named Insured’s acts or omissions; or b.the acts or omissions of those acting on the Named Insured’s behalf, in the performance of the Named Insured’s ongoing operations at the trade show event premises during the trade show event. 2.The coverage granted by this paragraph does not apply to bodily injury or property damage included within the products-completed operations hazard. 2. ADDITIONAL INSURED - PRIMARY AND NON-CONTRIBUTORY TO ADDITIONAL INSURED’S INSURANCE The Other Insurance Condition in the COMMERCIAL GENERAL LIABILITY CONDITIONS Section is amended to add the following paragraph: If the Named Insured has agreed in writing in a contract or agreement that this insurance is primary and non-contributory relative to an additional insured's own insurance, then this insurance is primary, and the Insurer will not seek contribution from that other insurance. For the purpose of this Provision 2., the additional insured's own insurance means insurance on which the additional insured is a named insured. CNA74858XX (1-15) Policy No: 6079891560 Page 4 of 19 Endorsement No: Effective Date:1/11/2020 Insured Name: Architects, Engineers and Surveyors General Liability Extension Endorsement Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. Otherwise, and notwithstanding anything to the contrary elsewhere in this Condition, the insurance provided to such person or organization is excess of any other insurance available to such person or organization. 3. ADDITIONAL INSURED – EXTENDED COVERAGE When an additional insured is added by this or any other endorsement attached to this Coverage Part, WHO IS AN INSURED is amended to make the following natural persons Insureds. If the additional insured is: a.An individual, then his or her spouse is an Insured; b.A partnership or joint venture, then its partners, members and their spouses are Insureds; c.A limited liability company, then its members and managers are Insureds; or d.An organization other than a partnership, joint venture or limited liability company, then its executive officers, directors and shareholders are Insureds; but only with respect to locations and operations covered by the additional insured endorsement’s provisions, and only with respect to their respective roles within their organizations. Please see the ESTATES, LEGAL REPRESENTATIVES, AND SPOUSES provision of this endorsement for additional coverage and restrictions applicable to spouses of natural person Insureds. 4. BOATS Under COVERAGES,Coverage A – Bodily Injury And Property Damage Liability, the paragraph entitled Exclusions is amended to add the following additional exception to the exclusion entitled Aircraft, Auto or Watercraft: This exclusion does not apply to: • Any watercraft owned by the Named Insured that is less than 30 feet long while being used in the course of the Named Insured’s inspection or surveying work. 5. BODILY INJURY – EXPANDED DEFINITION Under DEFINITIONS, the definition of bodily injury is deleted and replaced by the following: Bodily injury means physical injury, sickness or disease sustained by a person, including death, humiliation, shock, mental anguish or mental injury sustained by that person at any time which results as a consequence of the physical injury, sickness or disease. 6. BROAD KNOWLEDGE OF OCCURRENCE/ NOTICE OF OCCURRENCE Under CONDITIONS, the condition entitled Duties in The Event of Occurrence, Offense, Claim or Suit is amended to add the following provisions: A. BROAD KNOWLEDGE OF OCCURRENCE The Named Insured must give the Insurer or the Insurer’s authorized representative notice of an occurrence, offense or claim only when the occurrence, offense or claim is known to a natural person Named Insured, to a partner, executive officer, manager or member of a Named Insured, or to an employee designated by any of the above to give such notice. B. NOTICE OF OCCURRENCE CNA74858XX (1-15) Policy No: 6079891560 Page 5 of 19 Endorsement No: Effecti Date:1/11/2020 Insured Name: Architects, Engineers and Surveyors General Liability Extension Endorsement Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. The Named Insured’s rights under this Coverage Part will not be prejudiced if the Named Insured fails to give the Insurer notice of an occurrence, offense or claim and that failure is solely due to the Named Insured’s reasonable belief that the bodily injury or property damage is not covered under this Coverage Part. However, the Named Insured shall give written notice of such occurrence, offense or claim to the Insurer as soon as the Named Insured is aware that this insurance may apply to such occurrence, offense or claim. 7. BROAD NAMED INSURED WHO IS AN INSURED is amended to delete its Paragraph 3.in its entirety and replace it with the following: 3.Pursuant to the limitations described in Paragraph 4.below, any organization in which a Named Insured has management control: a.on the effective date of this Coverage Part; or b.by reason of a Named Insured creating or acquiring the organization during the policy period, qualifies as a Named Insured, provided that there is no other similar liability insurance, whether primary, contributory, excess, contingent or otherwise, which provides coverage to such organization, or which would have provided coverage but for the exhaustion of its limit, and without regard to whether its coverage is broader or narrower than that provided by this insurance. But this BROAD NAMED INSURED provision does not apply to: (a)any partnership, limited liability company or joint venture; or (b)any organization for which coverage is excluded by another endorsement attached to this Coverage Part. For the purpose of this provision, management control means: A.owning interests representing more than 50% of the voting, appointment or designation power for the selection of a majority of the Board of Directors of a corporation; or B.having the right, pursuant to a written trust agreement, to protect, control the use of, encumber or transfer or sell property held by a trust. 4.With respect to organizations which qualify as Named Insureds by virtue of Paragraph 3.above, this insurance does not apply to: a. bodily injury or property damage that first occurred prior to the date of management control, or that first occurs after management control ceases; nor b. personal or advertising injury caused by an offense that first occurred prior to the date of management control or that first occurs after management control ceases. 5.The insurance provided by this Coverage Part applies to Named Insureds when trading under their own names or under such other trading names or doing-business-as names (dba) as any Named Insured should choose to employ. 8. CONTRACTUAL LIABILITY – RAILROADS With respect to operations performed within 50 feet of railroad property, the definition of insured contract is replaced by the following: CNA74858XX (1-15) Policy No: 6079891560Page 6 of 19 Endorsement No: EffectiveDate:1/11/2020 Insured Name: Architects, Engineers and Surveyors General Liability Extension Endorsement Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. Insured Contract means: a.A contract for a lease of premises. However, that portion of the contract for a lease of premises that indemnifies any person or organization for damage by fire to premises while rented to a Named Insured or temporarily occupied by a Named Insured you with permission of the owner is not an insured contract; b.A sidetrack agreement; c.Any easement or license agreement; d.An obligation, as required by ordinance, to indemnify a municipality, except in connection with work for a municipality; e.An elevator maintenance agreement; f.That part of any other contract or agreement pertaining to the Named Insured’s business (including an indemnification of a municipality in connection with work performed for a municipality) under which the Named Insured assumes the tort liability of another party to pay for bodily injury or property damage to a third person or organization. Tort liability means a liability that would be imposed by law in the absence of any contract or agreement. Paragraph f.does not include that part of any contract or agreement: (1)That indemnifies an architect, engineer or surveyor for injury or damage arising out of: (a)Preparing, approving or failing to prepare or approve maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; or (b)Giving directions or instructions, or failing to give them, if that is the primary cause of the injury or damage; (2)Under which the Insured, if an architect, engineer or surveyor, assumes liability for an injury or damage arising out of the insured's rendering or failure to render professional services, including those listed in (1)above and supervisory, inspection, architectural or engineering activities. 9. ESTATES, LEGAL REPRESENTATIVES, AND SPOUSES The estates, executors, heirs, legal representatives, administrators, trustees, beneficiaries and spouses of any natural person Insured or living trust shall also be insured under this policy; provided, however, coverage is afforded to such estates, executors, heirs, legal representatives, administrators, trustees, beneficiaries and spouses only for claims arising solely out of their capacity or status as such and, in the case of a spouse, where such claim seeks damages from marital community property, jointly held property or property transferred from such natural person Insured to such spouse. No coverage is provided for any act, error or omission of an estate, heir, legal representative, or spouse outside the scope of such person's capacity or status as such, provided, however, that the spouse of a natural person Named Insured, and the spouses of members or partners of joint venture or partnership Named Insureds are Insureds with respect to such spouses’acts, errors or omissions in the conduct of the Named Insured’s business. CNA74858XX (1-15) Policy No: 6079891560Page 7 of 19 Endorsement No: Effective Date:1/11/2020 Insured Name: Architects, Engineers and Surveyors General Liability Extension Endorsement Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. 10. EXPECTED OR INTENDED INJURY – EXCEPTION FOR REASONABLE FORCE Under COVERAGES,Coverage A – Bodily Injury And Property Damage Liability, the paragraph entitled Exclusions is amended to delete the exclusion entitled Expected or Intended Injury and replace it with the following: This insurance does not apply to: Expected or Intended Injury Bodily injury or property damage expected or intended from the standpoint of the Insured. This exclusion does not apply to bodily injury or property damage resulting from the use of reasonable force to protect persons or property. 11. GENERAL AGGREGATE LIMITS OF INSURANCE - PER LOCATION A.A separate Location General Aggregate Limit, equal to the amount of the General Aggregate Limit, is the most the Insurer will pay for the sum of: 1.All damages under Coverage A, except damages because of bodily injury or property damage included in the products-completed operations hazard; and 2.All medical expenses under Coverage C, that arise from occurrences or accidents which can be attributed solely to ongoing operations at that location. Such payments shall not reduce the General Aggregate Limit shown in the Declarations, nor the Location General Aggregate Limit of any other location. B.All: 1. Damages under Coverage B, regardless of the number of locations involved; 2. Damages under Coverage A, caused by occurrences which cannot be attributed solely to ongoing operations at a single location, except damages because of bodily injury or property damage included in the products-completed operations hazard; and 3.Medical expenses under Coverage C caused by accidents which cannot be attributed solely to ongoing operations at a single location, will reduce the General Aggregate Limit shown in the Declarations. C.For the purpose of this GENERAL AGGREGATE LIMITS OF INSURANCE - PER LOCATION Provision, “location” means: 1.a premises the Named Insured owns or rents; or 2.a premises not owned or rented by any Named Insured at which the Named Insured is performing operations pursuant to a contract or written agreement. If operations at such a location have been discontinued and then restarted, or if the authorized parties deviate from plans, blueprints, designs, specifications or timetables, the location will still be deemed to be the same location. For the purpose of determining the applicable aggregate limit of insurance, premises involving the same or connecting lots, or premises whose connection is interrupted only by a street, roadway, waterway or right-of-way of a railroad shall be considered a single location. CNA74858XX (1-15) Policy No: 6079891560 Page 8 of 19 Endorsement No: Effective Date:1/11/2020 Insured Name: Architects, Engineers and Surveyors General Liability Extension Endorsement Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. D.The limits shown in the Declarations for Each Occurrence, for Damage To Premises Rented To You and for Medical Expense continue to apply, but will be subject to either the Location General Aggregate Limit or the General Aggregate Limit, depending on whether the occurrence can be attributed solely to ongoing operations at a particular location. E.When coverage for liability arising out of the products-completed operations hazard is provided, any payments for damages because of bodily injury or property damage included in the products- completed operations hazard, regardless of the number of locations involved, will reduce the Products-Completed Operations Aggregate Limit shown in the Declarations. F.The provisions of LIMITS OF INSURANCE not otherwise modified by this GENERAL AGGREGATE LIMITS OF INSURANCE - PER LOCATION Provision shall continue to apply as stipulated. 12. IN REM ACTIONS A quasi in rem action against any vessel owned or operated by or for the Named Insured, or chartered by or for the Named Insured, will be treated in the same manner as though the action were in personam against the Named Insured. 13. INCIDENTAL HEALTH CARE MALPRACTICE COVERAGE Solely with respect to bodily injury that arises out of a health care incident: A.Under COVERAGES,Coverage A – Bodily Injury And Property Damage Liability, the Insuring Agreement is amended to replace Paragraphs 1.b.(1)and 1.b.(2)with the following: b.This insurance applies to bodily injury provided that the professional health care services are incidental to the Named Insured’s primary business purpose, and only if: (1)such bodily injury is caused by an occurrence that takes place in the coverage territory. (2)the bodily injury first occurs during the policy period. All bodily injury arising from an occurrence will be deemed to have occurred at the time of the first act, error, or omission that is part of the occurrence; and B.Under COVERAGES,Coverage A – Bodily Injury And Property Damage Liability, the paragraph entitled Exclusions is amended to: i.add the following to the Employers Liability exclusion: This exclusion applies only if the bodily injury arising from a health care incident is covered by other liability insurance available to the Insured (or which would have been available but for exhaustion of its limits). ii.delete the exclusion entitled Contractual Liability and replace it with the following: This insurance does not apply to: Contractual Liability the Insured’s actual or alleged liability under any oral or written contract or agreement, including but not limited to express warranties or guarantees. iii.to add the following additional exclusions: This insurance does not apply to: CNA74858XX (1-15) Policy No: 6079891560 Page 9 of 19 Endorsement No: Effective Date:1/11/2020 Insured Name: Architects, Engineers and Surveyors General Liability Extension Endorsement Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. Discrimination any actual or alleged discrimination, humiliation or harassment, including but not be limited to claims based on an individual’s race, creed, color, age, gender, national origin, religion, disability, marital status or sexual orientation. Dishonesty or Crime Any actual or alleged dishonest, criminal or malicious act, error or omission. Medicare/Medicaid Fraud any actual or alleged violation of law with respect to Medicare, Medicaid, Tricare or any similar federal, state or local governmental program. Services Excluded by Endorsement Any health care incident for which coverage is excluded by endorsement. C. DEFINITIONS is amended to: i.add the following definitions: Health care incident means an act, error or omission by the Named Insured’s employees or volunteer workers in the rendering of: a. professional health care services on behalf of the Named Insured or b.Good Samaritan services rendered in an emergency and for which no payment is demanded or received. Professional health care services means any health care services or the related furnishing of food, beverages, medical supplies or appliances by the following providers in their capacity as such but solely to the extent they are duly licensed as required: a.Physician; b.Nurse; c.Nurse practitioner; d.Emergency medical technician; e.Paramedic; f.Dentist; g.Physical therapist; h.Psychologist; i.Speech therapist; j.Other allied health professional; or Professional health care services does not include any services rendered in connection with human clinical trials or product testing. ii.delete the definition of occurrence and replace it with the following: CNA74858XX (1-15) Policy No: 6079891560 Page 10 of 19 Endorsement No: Effective Date:1/11/2020 Insured Name: Architects, Engineers and Surveyors General Liability Extension Endorsement Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. Occurrence means a health care incident. All acts, errors or omissions that are logically connected by any common fact, circumstance, situation, transaction, event, advice or decision will be considered to constitute a single occurrence; iii.amend the definition of Insured to: a.add the following: •the Named Insured’s employees are Insureds with respect to: (1) bodily injury to a co-employee while in the course of the co-employee’s employment by the Named Insured or while performing duties related to the conduct of the Named Insured’s business; and (2) bodily injury to a volunteer worker while performing duties related to the conduct of the Named Insured’s business; when such bodily injury arises out of a health care incident. •the Named Insured’s volunteer workers are Insureds with respect to: (1) bodily injury to a co-volunteer worker while performing duties related to the conduct of the Named Insured’s business; and (2) bodily injury to an employee while in the course of the employee’s employment by the Named Insured or while performing duties related to the conduct of the Named Insured’s business; when such bodily injury arises out of a health care incident. b.delete Subparagraphs (a),(b),(c) and (d)of Paragraph 2.a.(1) of WHO IS AN INSURED. D.The Other Insurance condition is amended to delete Paragraph b.(1) in its entirety and replace it with the following: Other Insurance b. Excess Insurance (1)To the extent this insurance applies, it is excess over any other insurance, self insurance or risk transfer instrument, whether primary, excess, contingent or on any other basis, except for insurance purchased specifically by the Named Insured to be excess of this coverage. 14. JOINT VENTURES / PARTNERSHIP / LIMITED LIABILITY COMPANIES A. Past Joint Ventures, Partnerships, Limited Liability Companies The following is added to WHO IS AN INSURED: If the Named Insured was a joint venturer, partner, or member of a limited liability company and such joint venture, partnership or limited liability company terminated prior to or during the policy period, such Named Insured is an Insured with respect to its interest in such joint venture, partnership or limited liability company but only to the extent that: CNA74858XX (1-15) Policy No: 6079891560 Page 11 of 19 Endorsement No: Effective Date:1/11/2020 Insured Name: Architects, Engineers and Surveyors General Liability Extension Endorsement Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. a.any offense giving rise to personal and advertising injury occurred prior to such termination date, and the personal and advertising injury arising out of such offense, first occurred after such termination date; b.the bodily injury or property damage first occurred after such termination date; and c.there is no other valid and collectible insurance purchased specifically to insure the partnership, joint venture or limited liability company. If the joint venture, partnership or limited liability company is or was insured under a consolidated (wrap-up) insurance program, then such insurance will always be considered valid and collectible for the purpose of paragraph c.above. But this provision will not serve to exclude bodily injury,property damage or personal and advertising injury that would otherwise be covered under the Architects, Engineers And Surveyors General Liability Extension Endorsement provision entitled WRAP-UP EXTENSION: OCIP, CCIP, OR CONSOLIDATED (WRAP-UP) INSURANCE PROGRAMS. Please see that provision for the definition of consolidated (wrap-up) insurance program. B. Participation In Current Professional Joint Ventures The following is added to WHO IS AN INSURED: The Named Insured is also an Insured for participation in a current joint venture that is not named on the Declarations, but only if such joint venture meets all of the following criteria: a.Each and every one of the Named Insured’s co-venturers are architectural, engineering or surveying firms only; and b.There is no other valid and collectible insurance purchased specifically to insure the joint venture. However, the Named Insured is an Insured only for the conduct of such Named Insured’s business within such a joint venture. The Named Insured is not insured for liability arising out of the acts or omissions of other co-venturers, nor of their partners, members or employees. C. WHO IS AN INSURED is amended to delete its last paragraph and replace it with the following: Except as provided under this Architects, Engineers And Surveyors General Liability Extension Endorsement or by the attachment of another endorsement (if any), no person or organization is an Insured with respect to the conduct of any current or past partnership, joint venture or limited liability company that is not shown as a Named Insured in the Declarations. 15. LEGAL LIABILITY – DAMAGE TO PREMISES / ALIENATED PREMISES / PROPERTY IN THE NAMED INSURED’S CARE, CUSTODY OR CONTROL A.Under COVERAGES, Coverage A – Bodily Injury and Property Damage Liability, the paragraph entitled Exclusions is amended to delete exclusion j. Damage to Property in its entirety and replace it with the following: This insurance does not apply to: j. Damage to Property Property damage to: (1)Property the Named Insured owns, rents, or occupies, including any costs or expenses incurred by you, or any other person, organization or entity, for repair, replacement, CNA74858XX (1-15) Policy No: 6079891560 Page 12 of 19 Endorsement No: Effective Date:1/11/2020 Insured Name: Architects, Engineers and Surveyors General Liability Extension Endorsement Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. enhancement, restoration or maintenance of such property for any reason, including prevention of injury to a person or damage to another's property; (2)Premises the Named Insured sells, gives away or abandons, if the property damage arises out of any part of those premises; (3)Property loaned to the Named Insured; (4)Personal property in the care, custody or control of the Insured; (5)That particular part of real property on which the Named Insured or any contractors or subcontractors working directly or indirectly on the Named Insured’s behalf are performing operations, if the property damage arises out of those operations; or (6)That particular part of any property that must be restored, repaired or replaced because your work was incorrectly performed on it. Paragraphs (1), (3)and (4)of this exclusion do not apply to property damage (other than damage by fire) to premises rented to the Named Insured or temporarily occupied by the Named Insured with the permission of the owner, nor to the contents of premises rented to the Named Insured for a period of 7 or fewer consecutive days. A separate limit of insurance applies to Damage To Premises Rented To You as described in LIMITS OF INSURANCE. Paragraph (2)of this exclusion does not apply if the premises are your work. Paragraphs (3), (4), (5)and (6)of this exclusion do not apply to liability assumed under a sidetrack agreement. Paragraph (6)of this exclusion does not apply to property damage included in the products- completed operations hazard. Paragraphs (3)and (4)of this exclusion do not apply to property damage to: i.tools, or equipment the Named Insured borrows from others, nor ii.other personal property of others in the Named Insured’s care, custody or control while being used in the Named Insured’s operations away from any Named Insured’s premises. However, the coverage granted by this exception to Paragraphs (3)and (4)does not apply to: a.property at a job site awaiting or during such property’s installation, fabrication, or erection; b.property that is mobile equipment leased by an Insured; c.property that is an auto, aircraft or watercraft; d.property in transit; or e.any portion of property damage for which the Insured has available other valid and collectible insurance, or would have such insurance but for exhaustion of its limits, or but for application of one of its exclusions. A separate limit of insurance and deductible apply to such property of others. See LIMITS OF INSURANCE as amended below. CNA74858XX (1-15) Policy No: 6079891560 Page 13 of 19 Endorsement No: Effective Date:1/11/2020 Insured Name: Architects, Engineers and Surveyors General Liability Extension Endorsement Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. B.Under COVERAGES, Coverage A – Bodily Injury and Property Damage Liability, the paragraph entitled Exclusions is amended to delete its last paragraph and replace it with the following: Exclusions c.through n.do not apply to damage by fire to premises while rented to a Named Insured or temporarily occupied by a Named Insured with permission of the owner, nor to damage to the contents of premises rented to a Named Insured for a period of 7 or fewer consecutive days. A separate limit of insurance applies to this coverage as described in LIMITS OF INSURANCE. C.The following paragraph is added to LIMITS OF INSURANCE: Subject to 5.above, $25,000 is the most the Insurer will pay under Coverage A for damages arising out of any one occurrence because of the sum of all property damage to borrowed tools or equipment, and to other personal property of others in the Named Insured’s care, custody or control, while being used in the Named Insured’s operations away from any Named Insured’s premises. The Insurer’s obligation to pay such property damage does not apply until the amount of such property damage exceeds $1,000. The Insurer has the right but not the duty to pay any portion of this $1,000 in order to effect settlement. If the Insurer exercises that right, the Named Insured will promptly reimburse the Insurer for any such amount. D.Paragraph 6., Damage To Premises Rented To You Limit, of LIMITS OF INSURANCE is deleted and replaced by the following: 6.Subject to Paragraph 5.above, (the Each Occurrence Limit), the Damage To Premises Rented To You Limit is the most the Insurer will pay under Coverage A for damages because of property damage to any one premises while rented to the Named Insured or temporarily occupied by the Named Insured with the permission of the owner, including contents of such premises rented to the Named Insured for a period of 7 or fewer consecutive days. The Damage To Premises Rented To You Limit is the greater of: a.$500,000; or b.The Damage To Premises Rented To You Limit shown in the Declarations. E.Paragraph 4.b.(1)(a)(ii)of the Other Insurance Condition is deleted and replaced by the following: (ii)That is property insurance for premises rented to the Named Insured, for premises temporarily occupied by the Named Insured with the permission of the owner; or for personal property of others in the Named Insured’s care, custody or control; 16. LIQUOR LIABILITY Under COVERAGES, Coverage A – Bodily Injury and Property Damage Liability, the paragraph entitled Exclusions is amended to delete the exclusion entitled Liquor Liability. This LIQUOR LIABILITY Provision does not apply to any person or organization who otherwise qualifies as an additional insured on this Coverage Part. 17. MEDICAL PAYMENTS A. LIMITS OF INSURANCE is amended to delete Paragraph 7. (the Medical Expense Limit) and replace it with the following: CNA74858XX (1-15) Policy No: 6079891560 Page 14 of 19 Endorsement No: Effective Date:1/11/2020 Insured Name: Architects, Engineers and Surveyors General Liability Extension Endorsement Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. 7.Subject to Paragraph 5.above (the Each Occurrence Limit), the Medical Expense Limit is the most the Insurer will pay under Coverage C for all medical expenses because of bodily injury sustained by any one person. The Medical Expense Limit is the greater of: (1)$15,000 unless a different amount is shown here: @@@@@@@@@@@@@@ ; or (2)the amount shown in the Declarations for Medical Expense Limit. B.Under COVERAGES, the Insuring Agreement of Coverage C – Medical Payments is amended to replace Paragraph 1.a.(3)(b)with the following: (b)The expenses are incurred and reported to the Insurer within three years of the date of the accident; and This Paragraph B.does not apply to medical expenses incurred in the state of Missouri. 18. NON-OWNED AIRCRAFT Under COVERAGES, Coverage A – Bodily Injury and Property Damage Liability, the paragraph entitled Exclusions is amended as follows: The exclusion entitled Aircraft, Auto or Watercraft is amended to add the following: This exclusion does not apply to an aircraft not owned by any Named Insured, provided that: 1.the pilot in command holds a currently effective certificate issued by the duly constituted authority of the United States of America or Canada, designating that person as a commercial or airline transport pilot; 2.the aircraft is rented with a trained, paid crew to the Named Insured; and 3.the aircraft is not being used to carry persons or property for a charge. 19. NON-OWNED WATERCRAFT Under COVERAGES, Coverage A – Bodily Injury and Property Damage Liability, the paragraph entitled Exclusions is amended to delete subparagraph (2)of the exclusion entitled Aircraft, Auto or Watercraft, and replace it with the following. This exclusion does not apply to: (2)a watercraft that is not owned by any Named Insured, provided the watercraft is: (a)less than 75 feet long; and (b)not being used to carry persons or property for a charge. 20. PERSONAL AND ADVERTISING INJURY –DISCRIMINATION OR HUMILIATION A.Under DEFINITIONS, the definition of personal and advertising injury is amended to add the following tort: • Discrimination or humiliation that results in injury to the feelings or reputation of a natural person. B.Under COVERAGES,Coverage B – Personal and Advertising Injury Liability, the paragraph entitled Exclusions is amended to: 1.delete the Exclusion entitled Knowing Violation Of Rights Of Another and replace it with the following: CNA74858XX (1-15) Policy No: 6079891560 Page 15 of 19 Endorsement No: Effective Date:1/11/2020 Insured Name: Architects, Engineers and Surveyors General Liability Extension Endorsement Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. This insurance does not apply to: Knowing Violation of Rights of Another Personal and advertising injury caused by or at the direction of the Insured with the knowledge that the act would violate the rights of another and would inflict personal and advertising injury. This exclusion shall not apply to discrimination or humiliation that results in injury to the feelings or reputation of a natural person, but only if such discrimination or humiliation is not done intentionally by or at the direction of: (a)the Named Insured; or (b) any executive officer, director, stockholder, partner, member or manager (if the Named Insured is a limited liability company) of the Named Insured. 2.add the following exclusions: This insurance does not apply to: Employment Related Discrimination discrimination or humiliation directly or indirectly related to the employment, prospective employment, past employment or termination of employment of any person by any Insured. Premises Related Discrimination discrimination or humiliation arising out of the sale, rental, lease or sub-lease or prospective sale, rental, lease or sub-lease of any room, dwelling or premises by or at the direction of any Insured. Notwithstanding the above, there is no coverage for fines or penalties levied or imposed by a governmental entity because of discrimination. The coverage provided by this PERSONAL AND ADVERTISING INJURY –DISCRIMINATION OR HUMILIATION Provision does not apply to any person or organization whose status as an Insured derives solely from •Provision 1. ADDITIONAL INSURED of this endorsement; or • attachment of an additional insured endorsement to this Coverage Part. 21. PERSONAL AND ADVERTISING INJURY - CONTRACTUAL LIABILITY A.Under COVERAGES,Coverage B –Personal and Advertising Injury Liability, the paragraph entitled Exclusions is amended to delete the exclusion entitled Contractual Liability. B.Solely for the purpose of the coverage provided by this PERSONAL AND ADVERTISING INJURY - LIMITED CONTRACTUAL LIABILITY provision, the following changes are made to the section entitled SUPPLEMENTARY PAYMENTS – COVERAGES A AND B: 1.Paragraph 2.d.is replaced by the following: d.The allegations in the suit and the information the Insurer knows about the offense alleged in such suit are such that no conflict appears to exist between the interests of the Insured and the interests of the indemnitee; CNA74858XX (1-15) Policy No: 6079891560 Page 16 of 19 Endorsement No: Effective Date:1/11/2020 Insured Name: Architects, Engineers and Surveyors General Liability Extension Endorsement Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. 2.The first unnumbered paragraph beneath Paragraph 2.f.(2)(b)is deleted and replaced by the following: So long as the above conditions are met, attorney’s fees incurred by the Insurer in the defense of that indemnitee, necessary litigation expenses incurred by the Insurer, and necessary litigation expenses incurred by the indemnitee at the Insurer’s request will be paid as defense costs. Such payments will not be deemed to be damages for personal and advertising injury and will not reduce the limits of insurance. C.This PERSONAL AND ADVERTISING INJURY - LIMITED CONTRACTUAL LIABILITY Provision does not apply if Coverage B –Personal and Advertising Injury Liability is excluded by another endorsement attached to this Coverage Part. This PERSONAL AND ADVERTISING INJURY - CONTRACTUAL LIABILITY Provision does not apply to any person or organization who otherwise qualifies as an additional insured on this Coverage Part. 22. PROPERTY DAMAGE – ELEVATORS A.Under COVERAGES,Coverage A – Bodily Injury and Property Damage Liability, the paragraph entitled Exclusions is amended such that the Damage to Your Product Exclusion and subparagraphs (3),(4)and (6)of the Damage to Property Exclusion do not apply to property damage that results from the use of elevators. B.Solely for the purpose of the coverage provided by this PROPERTY DAMAGE – ELEVATORS Provision, the Other Insurance conditions is amended to add the following paragraph: This insurance is excess over any of the other insurance, whether primary, excess, contingent or on any other basis that is Property insurance covering property of others damaged from the use of elevators. 23. RETIRED PARTNERS, MEMBERS, DIRECTORS AND EMPLOYEES WHO IS INSURED is amended to include as Insureds natural persons who are retired partners, members, directors or employees, but only for bodily injury,property damage or personal and advertising injury that results from services performed for the Named Insured under the Named Insured’s direct supervision. All limitations that apply to employees and volunteer workers also apply to anyone qualifying as an Insured under this Provision. 24. SUPPLEMENTARY PAYMENTS The section entitled SUPPLEMENTARY PAYMENTS – COVERAGES A AND B is amended as follows: A.Paragraph 1.b.is amended to delete the $250 limit shown for the cost of bail bonds and replace it with a $5,000. limit; and B.Paragraph 1.d.is amended to delete the limit of $250 shown for daily loss of earnings and replace it with a $1,000. limit. 25. UNINTENTIONAL FAILURE TO DISCLOSE HAZARDS If the Named Insured unintentionally fails to disclose all existing hazards at the inception date of the Named Insured’s Coverage Part, the Insurer will not deny coverage under this Coverage Part because of such failure. CNA74858XX (1-15) Policy No: 6079891560 Page 17 of 19 Endorsement No: Effective Date:1/11/2020 Insured Name: Architects, Engineers and Surveyors General Liability Extension Endorsement Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. 26. WAIVER OF SUBROGATION - BLANKET Under CONDITIONS, the condition entitled Transfer Of Rights Of Recovery Against Others To Us is amended to add the following: The Insurer waives any right of recovery the Insurer may have against any person or organization because of payments the Insurer makes for injury or damage arising out of: 1.the Named Insured’s ongoing operations; or 2. your work included in the products-completed operations hazard. However, this waiver applies only when the Named Insured has agreed in writing to waive such rights of recovery in a written contract or written agreement, and only if such contract or agreement: 1.is in effect or becomes effective during the term of this Coverage Part; and 2.was executed prior to the bodily injury,property damage or personal and advertising injury giving rise to the claim. 27. WRAP-UP EXTENSION: OCIP, CCIP, OR CONSOLIDATED (WRAP-UP) INSURANCE PROGRAMS Note: The following provision does not apply to any public construction project in the state of Oklahoma, nor to any construction project in the state of Alaska, that is not permitted to be insured under a consolidated (wrap-up) insurance program by applicable state statute or regulation. If the endorsement EXCLUSION – CONSTRUCTION WRAP-UP is attached to this policy, or another exclusionary endorsement pertaining to Owner Controlled Insurance Programs (O.C.I.P.) or Contractor Controlled Insurance Programs (C.C.I.P.) is attached, then the following changes apply: A.The following wording is added to the above-referenced endorsement: With respect to a consolidated (wrap-up) insurance program project in which the Named Insured is or was involved, this exclusion does not apply to those sums the Named Insured become legally obligated to pay as damages because of: 1. Bodily injury,property damage, or personal or advertising injury that occurs during the Named Insured’s ongoing operations at the project, or during such operations of anyone acting on the Named Insured’s behalf; nor 2. Bodily injury or property damage included within the products-completed operations hazard that arises out of those portions of the project that are not residential structures. B.Condition 4. Other Insurance is amended to add the following subparagraph 4.b.(1)(c): This insurance is excess over: (c)Any of the other insurance whether primary, excess, contingent or any other basis that is insurance available to the Named Insured as a result of the Named Insured being a participant in a consolidated (wrap-up) insurance program, but only as respects the Named Insured’s involvement in that consolidated (wrap-up) insurance program. C. DEFINITIONS is amended to add the following definitions: Consolidated (wrap-up) insurance program means a construction, erection or demolition project for which the prime contractor/project manager or owner of the construction project has secured general CNA74858XX (1-15) Policy No: 6079891560 Page 18 of 19 Endorsement No: Effective Date:1/11/2020 Insured Name: Architects, Engineers and Surveyors General Liability Extension Endorsement Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. liability insurance covering some or all of the contractors or subcontractors involved in the project, such as an Owner Controlled Insurance Program (O.C.I.P.) or Contractor Controlled Insurance Program (C.C.I.P.). Residential structure means any structure where 30% or more of the square foot area is used or is intended to be used for human residency, including but not limited to: 1.single or multifamily housing, apartments, condominiums, townhouses, co-operatives or planned unit developments; and 2.the common areas and structures appurtenant to the structures in paragraph 1.(including pools, hot tubs, detached garages, guest houses or any similar structures). However, when there is no individual ownership of units, residential structure does not include military housing, college/university housing or dormitories, long term care facilities, hotels or motels. Residential structure also does not include hospitals or prisons. This WRAP-UP EXTENSION: OCIP, CCIP, OR CONSOLIDATED (WRAP-UP) INSURANCE PROGRAMS Provision does not apply to any person or organization who otherwise qualifies as an additional insured on this Coverage Part. All other terms and conditions of the Policy remain unchanged. This endorsement, which forms a part of and is for attachment to the Policy issued by the designated Insurers, takes effect on the effective date of said Policy at the hour stated in said Policy, unless another effective date is shown below, and expires concurrently with said Policy. CNA74858XX (1-15) Policy No: 6079891560 Page 19 of 19 Endorsement No: Effective Date:1/11/2020 Insured Name: Changes Notice of Cancellation or Material Restriction Endorsem ent Copyright CNA All Rights Reserved. This endorsem ent m odifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART EMPLOYEE BENEFITS LIABILITY COVERAGE PART LIQUOR LIABILITY COVERAGE PART OW NERS AND CONTRACTORS PROTECTIVE LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART RAILRO AD PROTECTIVE LIABILITY COVERAGE PART STOP GAP LIABILITY COVERAGE PART TECHNOLOGY ERRORS AND OMISSIONS LIABILITY COVERAGE PART SPECIAL PROTECTIVE AND HIGHW AY LIABILITY POLICY NEW YORK DEPARTMENT OF TRANSPORTATION SCHEDULE Number of days notice (other than for nonpaym ent of prem ium ): 30 Number of days notice for nonpaym ent of prem ium : 10 Name of person or organization to whom notice will be sent: Address: City of Carlsbad 1635 Faraday Avenue Carlsbad, CA 92008 If no entry appears above, the num ber of days notice for nonpaym ent of prem ium will be 10 days. It is understood and agreed that in the event of cancellation or any material restrictions in coverage during the policy period, the Insurer also agrees to m ail prior w ritten notice of cancellation or m aterial restriction to the person or organization listed in the above Schedule. Such notice w ill be sent prior to such cancellation in the m anner prescribed in the above Schedule. All other terms and conditions of the Policy rem ain unchanged. This endorsem ent, which forms a part of and is for attachm ent to the Policy issued by the designated Insurers, takes effect on the effective date of said Policy at the hour stated in said Policy, unless another effective date is show n below, and expires concurrently with said Policy. CNA74702XX (1 15) Policy No: 6079891560 Page 1 of 1 Endorsem ent No: Insured Name: Jensen Hughes Inc. CNA72315XX (Ed. 02/13) NOTICE OF CANCELLATION OR MATERIAL CHANGE DESIGNATED PERSON OR ORGANIZATION It is understood and agreed that this endorsem ent am ends the BUSINESS AUTO COVERAGE FORM as follows: In the event of cancellation or m aterial change that reduces or restricts the insurance provided by this C overage Form, we agree to send prior notice of cancellation or material change to the person or organization scheduled below at the address scheduled below. T his endorsem ent does not am end our obligation to notify the Nam ed Insured of cancellation as described in the Common Policy Conditions or in another endorsem ent attached to this policy. SCHEDULE 1. Num ber of days advance notice: 10 Days if we cancel for non paym ent of prem ium . 30 Days if the policy is cancelled for any other reason, or if coverage is restricted or reduced by endorsem ent. 2. Person or Organization's Name and Address Nam e: City of Carlsbad Attention: Janean Hawney Street Address: 1635 Faraday Avenue City, State, ZIP: Carlsbad, CA 92008 email address: All other terms and conditions of the Policy rem ain unchanged. CNA72315XX (02/13) Policy No: 6079894572 Page 1 of 1 Effective Date: 01/11/2020 Insured Name: Jensen Hughes, Inc. Copyright CNA All Rights Reserved. G20472A (Ed. 10/93) G 20472 A Page 1 of 1 (Ed. 10/93) W ORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY NOTICE OF CANCELLATION OR MATERIAL CHANGE ENDORSEMENT In the event of cancellation or other m aterial change of the policy, w e w ill m ail advance notice to the person or organization nam ed in the Schedule. The num ber of days advance notice is shown in the Schedule. This endorsem ent shall not operate directly or indirectly to benefit anyone not nam ed in the Schedule. Schedule 1. Num ber of days advance notice: 30 2. Notice will be mailed to: City of Carlsbad 1635 Faraday Avenue Carlsbad, CA 92008 WC 99 06 06 Policy Holder Notice Countryw ide Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. It is understood and agreed that: If the Named Insured has agreed under written contract to provide notice of cancellation to a party to whom the Agent of Record has issued a Certificate of Insurance, and if the Insurer cancels a policy term described on that Certificate of Insurance for any reason other than nonpaym ent of prem ium , then notice of cancellation will be provided to such Certificate holders at least 30 days in advance of the date cancellation is effective. If notice is mailed, then proof of mailing to the last known mailing address of the Certificate holder on file with the Agent of Record will be sufficient to prove notice. Any failure by the Insurer to notify such persons or organizations will not extend or invalidate such cancellation, or im pose any liability or obligation upon the Insurer or the Agent of Record. All other terms and conditions of the Policy rem ain unchanged. This endorsem ent, which forms a part of and is for attachm ent to the Policy issued by the designated Insurers, takes effect on the effective date of said Policy at the hour stated in said Policy, unless another effective date is show n below, and expires concurrently with said Policy. CNA75014XX (1 15) Policy No: 6079902170 Page 1 of 1 Endorsem ent No: 1 Effective Date: 01/11/2020 Insured Name: Jensen Hughes, Inc. AGREEMENT FOR DOVE LIBRARY FIRE ALARM SYSTEM REPLACEMENT DESIGN SERVICES JENSEN HUGHES, INC. PSA 19-789GS HIS AGREEMENT is made and entered into as of the / R:f!J-day of -----1"-"'.a....:::i-::. _____ , 2019, by and between the CITY OF CARLSBAD, a municipal corpor ion, ("City"), and JENSEN HUGHES, INC., a Maryland corporation, ("Contractor"). RECITALS A. City requires the professional services of a consultant that is experienced in fire alarm design services. B. Contractor has the necessary experience in providing professional services and advice related to fire alarm design. C. Contractor has submitted a proposal to City and has affirmed its willingness and ability to perform such work. NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, City and Contractor agree as follows: 1. SCOPE OF WORK City retains Contractor to perform, and Contractor agrees to render, those services (the "Services") that are defined in attached Exhibit "A", which is incorporated by this reference in accordance with this Agreement's terms and conditions. 2. STANDARD OF PERFORMANCE While performing the Services, Contractor will exercise the reasonable professional care and skill customarily exercised by reputable members of Contractor's profession practicing in the Metropolitan Southern California Area, and will use reasonable diligence and best judgment while exercising its professional skill and expertise. 3. TERM The term of this Agreement will be effective for a period of one (1) year from the date first above written. 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 will be eighteen thousand nine hundred dollars ($18,900). No other compensation for the Services will be allowed except for items covered by subsequent amendments to this Agreement. 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". 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 City Attorney Approved Version 6/12/18 PSA 19-789GS 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 attorney's fees arising out of the performance of the work described herein to the extent 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 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. City Attorney Approved Version 6/12/18 2 PSA19-789GS 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 required herein shall also be available and applicable to the City as an additional insured. The limits stated under 10.1.1 and 10.1.2 herein can be met with a combination of primary and excess/umbrella policies, provided such excess/umbrella policies follow form with, and provide coverage at least as broad as, the underlying primary insurance policies. 10.1.1 Commercial General Liability (CGL) Insurance. Insurance written on an "occurrence" basis, including personal & advertising injury, with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. 10.1.2 Automobile Liability. (if the use of an automobile is involved for Contractor's work for City). $2,000,000 combined single-limit per accident for bodily injury and property damage. 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 City Attorney Approved Version 6/12/18 3 PSA 19-789GS maintain insurance and City may collect these payments from Contractor or deduct the amount paid from any sums due Contractor under this Agreement. 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. City's modification to or reuse on other projects of such work product without Contractor's involvement is at the City's sole risk and without Liability to Contractor. 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 Brian Bacardi Title Public Works Superintendent Department Public Works City of Carlsbad Address 405 Oak Avenue Carlsbad, CA 92008 Phone No. 760-434-2944 For Contractor Name Steve Thomas Title Project Manager Address 11770 Bernardo Plaza Ct., Ste 116 San Diego, CA 92128 Phone No. 619-488-981 O Email sthomas@jensenhughes.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. City Attorney Approved Version 6/12/18 4 PSA19-789GS 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 categories. Yes~ No D 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 City Attorney Approved Version 6/12/18 5 PSA19-789GS 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 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. City Attorney Approved Version 6/12/18 6 PSA 19-789GS 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 JENSEN HUGHES, INC., a Maryland corporatio , By ~/1 .:L Peter &sra., (print name/title) w~ ~ aL---- (sign here) D€r€i<. fJ. t,l)h,°f..e (print name/title) CITY OF CARLSBAD, a municipal corporation of the State of California 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 City Attorney Approved Version 6/12/18 7 June 3, 2019 Ms. Janean Hawney Associate Contract Administrator City of Carlsbad 1635 Faraday Avenue Carlsbad, CA 92008 RE: Jensen Hughes, Inc. Contract with the City of Carlsbad Jensen Hughes Officers Authorized to Bind Company Dear Ms. Hawney: Q JENSEN HUGHES Please be informed that by written resolution of the board of directors of Jensen Hughes, Inc. (the "Company") and its Bylaws, any individual who is an officer of the Company has authority to execute and deliver such other agreements, certificates, instruments, notices, filings and additional documents, and to take such other steps and to do such other acts and things, as in his or her judgment may be necessary, appropriate or desirable to carry out the business and operations of the Company. Attached please find an accurate and complete list of the officers of Jensen Hughes, Inc. as of the date of this letter. JENSEN HUGHES appreciates the opportunity to assist The City of Carlsbad. If you have any questions, please contact me at dina.wong@jensenhughes.com. Sincerely, JENSEN HUGHES ))1fi~W~ Dina J. Wong VP, Legal+ Senior Corporate Counsel Enclosure: List of Jensen Hughes, Inc. Officers 0: +1 426-217-1071 F: +1 425-7758-0900 3610 Commerce Drive, Suite 817 Baltimore, MD 21227 USA jensenhughes.com Jensen Hughes Officers Authorized to Bind the Company: City of Carlsbad Officers: Officers for JENSEN HUGHES, INC. (effective November 30, 2018) •current as of June 2019 Paul Orzeske Chairman, Chief Executive Officer and President 3610 Commerce Drive, Suite 817, Baltimore, MD 21227 Elizabeth Kleinsorg Senior Vice President 2001 N. Main St., Suite 510, Walnut Creek, CA 94596 Eric Rosenbaum Vice President 3610 Commerce Drive, Suite 817, Baltimore, MD 21227 Derek White Vice President 3610 Commerce Drive, Suite 817, Baltimore, MD 21227 R. David Andrews Vice President and Secretary One Maritime Plaza, Suite 2300, San Francisco, CA 94111 Alexander Earls Vice President, Treasurer and Assistant Secretary One Maritime Plaza, Suite 2300, San Francisco, CA 94111 Philip Petrocelli Vice President and Assistant Secretary One Maritime Plaza, Suite 2300, San Francisco, CA 94111 Mary Patricia McCarthy Facility Security Officer 3610 Commerce Drive, Suite 817, Baltimore, MD 21227 PAGE2 JENSEN HUGHES State of Maryland County of Baltimore On this 20th day of May, 2019, before me, the undersigned officer, personally appeared Peter Costa, a corporation, and that he, as such President, being authorized so to do, executed the foregoing instrument for the purposes therein contained by signing the name of the corporate by himself as President. In witness whereof I hereunto set my hand and official seal. Notary Public My commission expires on 6/9/21 State of Maryland County of Baltimore '''"""''' ,,,,, ~p.. SAJ,,f:1,,1 ,, ,,,\S . • . . . . . . . ~O .,..,. , ~v .•· .. , ~ / OTA~ ·-._'1,,, ~ ... : _, 't)-·. ,.. .... . ,--. --... . . --. . -= : -•-_: = -. -. . --~. . -~-v \ ,t)VBL\v / S2 ,-:.<_..>.. ••• ••• ~.::: ,,. /,,, ~ •• ••• -4.' ' ,,, ""70 .....•..• ~~ ,, '1,,1 ~E co0 ,,,,' ,,,,,.,n\'' On this 20th day of May, 2019, before me, the undersigned officer, personally appeared Derek White, a corporation, and that he, as such Sr. Vice President, being authorized so to do, executed the foregoing instrument for the purposes therein contained by signing the name of the corporate by himself as Sr. Vice President. In witness whereof I hereunto set my hand and official seal. Notary Public My commission expires on 6/9/21 ,,,,,1111,,;., ' ,,,, ~p.. SA/l,fp~1,1 ' ,,,\'2> • • • • • • • • • • "O ,:. ,, ~v .· ·•. '1,,, "',,. j _./~oTAf:J;_:· .... \ -. . -= . .. ... : -®-: : EXHIBIT"A" SCOPE OF SERVICES PSA 19-789GS Contractor to provide Fire Alarm Replacement Drawings, Fire Alarm Technical Specifications and Bidding / Construction Administration services for the Carlsbad City Library located at 1775 Dove Lane, Carlsbad CA, 92011. The services described in detail as follows: Fire Alarm Design • Review existing fire alarm and mechanical record drawings and other related documentation to become familiar with the building. • Prepare fire alarm bid level drawings and specifications for the replacement of the existing fire alarm system. The fire alarm drawings will consist of general notes, applicable Codes and Standards, City of Carlsbad requirements, sequence of operations, equipment and device locations including initiating devices, notification appliances, main FACP and remote power supply locations and electrical requirements, existing magnetic door holder locations, and mechanical air moving systems noted on the mechanical record drawings requiring automatic shut-down. • Prepare fire alarm replacement specifications consisting of Technical Sections only. Specific equipment manufacturers will not be included in the specifications unless dictated by the Client. • Submit the fire alarm drawings and specifications to the client for review and approval, and revise the drawings and specifications resulting from the Client's review. Bidding and Construction Administration • • • • • Provide general consulting services in response to RFls and address fire alarm system design inquiries as requested by the Client. Eight hours are budgeted. Review fire alarm system bids and provide a letter summarizing our findings and recommendations. Review one complete submittal of fire alarm system shop drawings, samples, and other information furnished by the contractors for conformance with the bid documents. A plan review letter would be provided to the Client describing the contents of the submittal. Further reviews to verify corrections will be provided as requested. Perform two construction observation visits during the construction phase to document the installation progress of the fire alarm system. Prepare daily reports describing the installation progress and results of the site visits and submit to Client. Perform one final walk-through at the completion of construction to document any outstanding deficiencies with the fire alarm system required to be corrected prior to close- out of the project. Prepare a final acceptance report which will identify any deficiencies found during the final walk-through and submit to Client. City Attorney Approved Version 6/12/18 8 PWM 19-788GS Professional Fee • Jensen Hughes' fee for the Basic Services described above is broken into two fee structures. Preparation of the fire alarm design drawings and specifications will be billed at a fixed fee of $12,900 as shown in table below and includes Reimbursable Expenses. • Bidding and Construction Administration services as described above will be performed on a time and expense basis with a budget estimate of $6,000. The hourly billing rates for individuals involved in construction administration efforts including field observations are as follows: o Consultant -D. Blanchat ............................................................... $180 o Senior Designer -P. Pelly ............................................................. $210 o Senior Fire Protection Consultant I -S. Thomas ................................ $220 Reimbursable Expenses Bidding and Construction Administration phase the reimbursable expenses are anticipated to be limited to mileage only for this project. Reimbursable expenses will be billed at cost plus 15%. Additional Services ITE M NO. 1 2 3 Work outside of the Scope of Work specified in this Agreement will be conducted on a mutually agreed upon basis. When such work is requested, Jensen Hughes will submit an estimate of the cost to the Client for approval prior to commencing work. Additional work may include: • Meetings, site visits, and surveys in addition to those specified above. • Testing and evaluation of existing systems. • Review of additional resubmitted shop drawings. • Preparation of formal variances and attendance at variance hearings. • Additional consulting services beyond those described in the Scope of Services. • Reproduction of plan documents and related survey work in excess of that identified in the Scope of Services. • Review of requests for payment and change orders from the installing contractor. UNI QT DESCRIPTION PRICE T y LS 1 Fire Alarm Replacement Drawings $8,400 LS 1 Fire Alarm Technical Specifications $4,500 LS 1 Bidding / Construction Administration $6,000 TOTAL* $18,900 *Includes taxes, fees, expenses and all other costs. Page 9 of 9 City Attorney Approved Version 6/12/18 JENSHUG-01 LKACZKA AC~RD' CERTIFICATE OF LIABILITY INSURANCE I DATE (MMIDD/YYYY) ~ 05/21/2019 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER Ss.>ti!!'CT Alliant Insurance Services, Inc. rti8,N:o, Ext): (415) 946-7500 I FAX 575 Market St, Ste 3600 IA/C, Nol: San Francisco, CA 94105 ~"'1n1J~cc. INSURERISI AFFORDING COVERAGE NAIC# INSURER A: National Fire Insurance Comoanv of Hartford 20478 INSURED INSURER B : Continental Casualtv Com oanv 20443 Jensen Hughes Inc. INSURER c: Continental Insurance Comoanv 35289 361 O Commerce Drive Ste 817 INSURER D : American Casualty Company of Reading, Pennsylvania 20427 Baltimore, MD 21227 INSURER E: Starr Surclus Lines Insurance Comcanv 13604 INSURER F: COVERAGES CERTIFICATE NUMBER· REVISION NUMBER· THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOT\MTHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT \/IIITH RESPECT TO \/IIIHICH 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 1~.~.P~ 1t't-~ POLICY NUMBER --~~\:!<:,'!_!:FF PO),.!g_Y EXP LIMITS I Tl> A X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 -D CLAIMS-MADE [K] OCCUR gtt!1AG.s;[9,,~EN!EE__ 1,000,000 X 6045826132 01/11/2019 01/11/2020 $ -15,000 MED EXP /Anv one oersonl $ - PERSONAL & ADV INJURY $ 1,000,000 -2,000,000 Rl'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ POLICY [K] ~f8-r □ LOC PRODUCTS -COMP/OP AGG $ 2,000,000 OTHER· $ B AUTOMOBILE LIABILITY n,~~~~(!.~SJ.?NGLE LIMIT $ 1,000,000 ..__ X ANY AUTO 6045826129 01/11/2019 01/11/2020 BODILY INJURY /Per oersonl $ ..__ O'MJED -SCHEDULED ~ AUTOS ONLY -AUTOS BODILY INJURY /Per accident) $ HIRED ~ar~~1~ )p~9~c\'c\'le~t~AMAGE $ -AUTOS ONLY - $ C X UMBRELLA LIAB MOCCUR EACH OCCURRENCE $ 4,000,000 EXCESSLIAB CLAIMS-MADE 6045826177 01/11/2019 01/11/2020 AGGREGATE $ 4,000,000 I OED I X I RETENTION $ 10,000 $ D WORKERS COMPENSATION X I ~ff Ti /T<C I I 2JH-AND EMPLOYERS' LIABILITY Y/N 6045826146 01/11/2019 01/11/2020 ANY PROPRIETOR/PARTNER/EXECUTIVE [[] X E.L. EACH ACCIDENT $ 1,000,000 OFFICER/MEMBER EXCLUDED? NIA 1,000,000 (Mandatory In NH) E.L. DISEASE -EA EMPLOYEF $ ~m:~it-IT~ ofgPERATIONS below E.L. DISEASE -POLICY LIMIT $ 1,000,000 E Professional 1000600146191 01/11/2019 01/11/2020 Per Claim/Agg 1,000,000 -J DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached If more space Is re'.+ulred) RE: 1TXL 19002.000 Dove Library -Fire Alarm System Replacement Design Services; City of Carlsbad; PSA19-89GS City of Carlsbad/CMWD is named as an additional insured on the General Liability policy and coverage is primary and non-contributory as required by written contract and per the attached endorsement form. Workers Compensation includes waiver of subrogation. Thirty (30) day notice of cancellation applies to all policies listed above as required by written contract and per the attached endorsement forms. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Carlsbad/CMWD THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. Attn: Janean Hawney 1635 Faraday Avenue Carlsbad, CA 92008 AUTHORIZED REPRESENTATIVE I hf~ ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD CNA CNA PARAMOUNT Blanket Additional Insured -Owners, Lessees or Contractors -with Products-Completed Operations Coverage Endorsement This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART It is understood and agreed as follows: I. WHO IS AN INSURED is amended to include as an Insured any person or organization whom you are required by written contract to add as an additional insured on this coverage part, but only with respect to liability for bodily injury, property damage or personal and advertising injury caused in whole or in part by your acts or omissions, or the acts or omissions of those acting on your behalf: A. in the performance of your ongoing operations subject to such written contract; or B. in the performance of your work subject to such written contract, but only with respect to bodily injury or property damage included in the products-completed operations hazard, and only if: 1. the written contract requires you to provide the additional insured such coverage; and 2. this coverage part provides such coverage. II. But if the written contract requires: A. additional insured coverage under the 11-85 edition, 10-93 edition, or 10-01 edition of CG2010, or under the 10- 01 edition of CG2037; or B. additional insured coverage with "arising out of' language; or C. additional insured coverage to the greatest extent permissible by law; then paragraph I. above is deleted in its entirety and replaced by the following: WHO IS AN INSURED is amended to include as an Insured any person or organization whom you are required by written contract to add as an additional insured on this coverage part, but only with respect to liability for bodily injury, property damage or personal and advertising injury arising out of your work that is subject to such written contract. Ill. Subject always to the terms and conditions of this policy, including the limits of insurance, the Insurer will not provide such additional insured with: A. coverage broader than required by the written contract; or B. a higher limit of insurance than required by the written contract. IV. The insurance granted by this endorsement to the additional insured does not apply to bodily injury, property damage, or personal and advertising injury arising out of: A. the rendering of, or the failure to render, any professional architectural, engineering, or surveying services, including: 1. the preparing, approving, or failing to prepare or approve maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; and 2. supervisory, inspection, architectural or engineering activities; or B. any premises or work for which the additional insured is specifically listed as an additional insured on another endorsement attached to this coverage part. V. Under COMMERCIAL GENERAL LIABILITY CONDITIONS, the Condition entitled Other Insurance is amended to add the following, which supersedes any provision to the contrary in this Condition or elsewhere in this coverage part: CNA75079XX (10-16) Page 1 of 2 Nat'l Fire Ins Co of Hartford Insured Name: JENSEN HUGHES HOLDINGS CORPORATION Policy No: 6045826132 Endorsement No: 1 6 Effective Date: O 1 / 11 / 2 O 1 9 Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. J CNA CNA PARAMOUNT Blanket Additional Insured -Owners, Lessees or Contractors -with Products-Completed Operations Coverage Endorsement Primary and Noncontributory Insurance With respect to other insurance available to the additional insured under which the additional insured is a named insured, this insurance is primary to and will not seek contribution from such other insurance, provided that a written contract requires the insurance provided by this policy to be: 1. primary and non-contributing with other insurance available to the additional insured; or 2. primary and to not seek contribution from any other insurance available to the additional insured. But except as specified above, this insurance will be excess of all other insurance available to the additional insured. VI. Solely with respect to the insurance granted by this endorsement, the section entitled COMMERCIAL GENERAL LIABILITY CONDITIONS is amended as follows: The Condition entitled Duties In The Event of Occurrence, Offense, Claim or Suit is amended with the addition of the following: Any additional insured pursuant to this endorsement will as soon as practicable: 1. give the Insurer written notice of any claim, or any occurrence or offense which may result in a claim; 2. send the Insurer copies of all legal papers received, and otherwise cooperate with the Insurer in the investigation, defense, or settlement of the claim; and 3. make available any other insurance, and tender the defense and indemnity of any claim to any other insurer or self-insurer, whose policy or program applies to a loss that the Insurer covers under this coverage part. However, if the written contract requires this insurance to be primary and non-contributory, this paragraph 3. does not apply to insurance on which the additional insured is a named insured. The Insurer has no duty to defend or indemnify an additional insured under this endorsement until the Insurer receives written notice of a claim from the additional insured. VII. Solely with respect to the insurance granted by this endorsement, the section entitled DEFINITIONS is amended to add the following definition: Written contract means a written contract or written agreement that requires you to make a person or organization an additional insured on this coverage part, provided the contract or agreement: A. is currently in effect or becomes effective during the term of this policy; and B. was executed prior to: 1. the bodily injury or property damage; or 2. the offense that caused the personal and advertising injury; for which the additional insured seeks coverage. Any coverage granted by this endorsement shall apply solely to the extent permissible by law. All other terms and conditions of the Policy remain unchanged. This endorsement, which forms a part of and is for attachment to the Policy issued by the designated Insurers, takes effect on the effective date of said Policy at the hour stated in said Policy, unless another effective date is shown below, and expires concurrently with said Policy. CNA75079XX (10-16) Page 2 of 2 Nat'l Fire Ins Co of Hartford Insured Name: JENSEN HUGHES HOLDINGS CORPORATION Policy No: 6045826132 Endorsement No: 16 Effective Date: o 1 / 11 / 2 o 1 9 Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. C'NA Architects, Engineers and Surveyors General Liability Extension Endorsement It is understood and agreed that this endorsement amends the COMMERCIAL GENERAL LIABILITY COVERAGE PART as follows. If any other endorsement attached to this policy amends any provision also amended by this endorsement, then that other endorsement controls with respect to such provision, and the changes made by this endorsement with respect to such provision do not apply. TABLE OF CONTENTS 1. Additional Insureds 2. Additional Insured -Primary And Non-Contributory To Additional lnsured's Insurance 3. Additional Insured -Extended Coverage 4. Boats 5. Bodily Injury -Expanded Definition 6. Broad Knowledge of Occurrence/ Notice of Occurrence 7. Broad Named Insured 8. Contractual Liability-Railroads 9. Estates, Legal Representatives and Spouses 10. Expected Or Intended Injury -Exception for Reasonable Force 11. General Aggregate Limits of Insurance -Per Location 12. In Rem Actions 13. Incidental Health Care Malpractice Coverage 14. Joint Ventures/Partnership/Limited Liability Companies 15. Legal Liability-Damage To Premises 16. Liquor Liability 17. Medical Payments 18. Non-owned Aircraft Coverage 19. Non-owned Watercraft 20. Personal And Advertising Injury -Discrimination or Humiliation 21. Personal And Advertising Injury -Contractual Liability 22. Property Damage -Elevators 23. Retired Partners, Members, Directors And Employees 24. Supplementary Payments 25. Unintentional Failure To Disclose Hazards 26. Waiver of Subrogation -Blanket 27. Wrap-Up Extension: OCIP, CCIP or Consolidated (Wrap-Up) Insurance Programs CNA74858XX (1-15) Page 1 of 19 Insured Name: Policy No: 6045826132 Endorsement No: Effective Date: 1/11/2019 Copy right CNA All Rights Reserved. Includes copy righted material of Insurance Services Off ice, Inc., with its permission. C'NA Architects, Engineers and Surveyors General Liability Extension Endorsement 1. ADDITIONAL INSUREDS a. WHO IS AN INSURED is amended to include as an Insured any person or organization described in paragraphs A. through I. below whom a Named Insured is required to add as an additional insured on this Coverage Part under a written contract or written agreement, provided such contract or agreement: (1) is currently in effect or becomes effective during the term of this Coverage Part; and (2) was executed prior to: (a) the bodily injury or property damage; or {b) the offense that caused the personal and advertising injury, for which such additional insured seeks coverage. b. However, subject always to the terms and conditions of this policy, including the limits of insurance, the Insurer will not provide such additional insured with: (1) a higher limit of insurance than required by such contract or agreement; or (2) coverage broader than required by such contract or agreement, and in no event broader than that described by the applicable paragraph A. through I. below. Any coverage granted by this endorsement shall apply only to the extent permissible by law. A. Controlling Interest Any person or organization with a controlling interest in a Named Insured, but only with respect to such person or organization's liability for bodily injury, property damage or personal and advertising injury arising out of: 1. such person or organization's financial control of a Named Insured; or 2. premises such person or organization owns, maintains or controls while a Named Insured leases or occupies such premises; provided that the coverage granted by this paragraph does not apply to structural alterations, new construction or demolition operations performed by, on behalf of, or for such additional insured. B. Co-owner of Insured Premises A co-owner of a premises co-owned by a Named Insured and covered under this insurance but only with respect to such co-owner's liability for bodily injury, property damage or personal and advertising injury as co-owner of such premises. C. Engineers, Architects or Surveyors Engaged By You An architect, engineer or surveyor engaged by the Named Insured, but only with respect to liability for bodily injury, property damage or personal and advertising injury caused in whole or in part by the Named lnsured's acts or omissions, or the acts or omissions of those acting on the Named lnsured's behalf: a. in connection with the Named lnsured's premises; or b. in the performance of the Named lnsured's ongoing operations. CNA 74858XX (1-15) Page 2 of 19 Insured Name: Policy No: 6045826132 Endorsement No: Effective Date: 1 /11/2019 Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. C'NA Architects, Engineers and Surveyors General Liability Extension Endorsement But the co\ierage hereby granted to such additional insureds does not apply to bodily injury, property damage or personal and advertising injury arising out of the rendering of or failure to render any professional services by, on behalf of, or for the Named Insured, including but not limited to: 1. the preparing, approving, or failing to prepare or appro\ie, maps, shop drawings, opinions, reports, sur\ieys, field orders, change orders or drawings and specifications; or 2. supervisory, inspection, architectural or engineering activities. D. Lessor of Equipment Any person or organization from whom a Named Insured leases equipment, but only with respect to liability for bodily injury, property damage or personal and advertising injury caused, in whole or in part, by the Named lnsured's maintenance, operation or use of such equipment, provided that the occurrence giving rise to such bodily injury, property damage or the offense giving rise to such personal and advertising injury takes place prior to the termination of such lease. E. Lessor of Land Any person or organization from whom a Named Insured leases land but only with respect to liability for bodily injury, property damage or personal and advertising injury arising out of the ownership, maintenance or use of such land, prm.1ded that the occurrence giving rise to such bodily injury, property damage or the offense giving rise to such personal and advertising injury takes place prior to the termination of such lease. The co\ierage granted by this paragraph does not apply to structural alterations, new construction or demolition operations performed by, on behalf of, or for such additional insured. F. Lessor of Premises An owner or lessor of premises leased to the Named Insured, or such owner or lessor's real estate manager, but only with respect to liability for bodily injury, property damage or personal and advertising injury arising out of the ownership, maintenance or use of such part of the premises leased to the Named Insured, and provided that the occurrence giving rise to such bodily injury or property damage, or the offense giving rise to such personal and advertising injury, takes place prior to the termination of such lease. The co\ierage granted by this paragraph does not apply to structural alterations, new construction or demolition operations performed by, on behalf of, or for such additional insured. G. Mortgagee, Assignee or Receiver A mortgagee, assignee or recei'ver of premises but only with respect to such mortgagee, assignee or recei\ier's liability for bodily injury, property damage or personal and advertising injury arising out of the Named Insure d's ownership, maintenance, or use of a premises by a Named Insured. The co\ierage granted by this paragraph does not apply to structural alterations, new construction or demolition operations performed by, on behalf of, or for such additional insured. H. State or Governmental Agency or Subdivision or Political Subdivisions-Permits A state or go\iemmental agency or subdivision or political subdivision that has issued a permit or authorization but only with respect to such state or go\iernmental agency or subdivision or political subdivision's liability for bodily injury, property damage or personal and advertising injury arising out of CNA74858XX (1-15) Page 3 of 19 Insured Name: Policy No: 6045826132 Endorsement No: Effective Date: 1/11/2019 Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. C'NA Architects, Engineers and Surveyors General Liability Extension Endorsement 1. the following hazards in connection with premises a Named Insured owns, rents, or controls and to which this insurance applies: a. the existence, maintenance, repair, construction, erection, or removal of ad\.ertising signs, awnings, canopies, cellar entrances, coal holes, dri\.eways, manholes, marquees, hoistaway openings, sidewalk vaults, street banners, or decorations and similar exposures; or b. the construction, erection, or removal of elevators; or c. the ownership, maintenance or use of any elevators co\.ered by this insurance; or 2. the permitted or authorized operations performed by a Named Insured or on a Named lnsured's behalf. The coverage granted by this paragraph does not apply to: a. Bodily injury, property damage or personal and advertising injury ansing out of operations performed for the state or go\.emmental agency or subdivision or political subdivision; or b. Bodily injury or property damage included within the products-completed operations hazard. With respect to this provision's requirement that additional insured status must be requested under a written contract or agreement, the Insurer will treat as a written contract any governmental permit that requires the Named Insured to add the governmental entity as an additional insured. I. Trade Show Event Lessor 1. With respect to a Named lnsured's participation in a trade show event as an exhibitor, presenter or displayer, any person or organization whom the Named Insured is required to include as an additional insured, but only with respect to such person or organization's liability for bodily injury, property damage or personal and advertising injury caused by: a. the Named lnsured's acts or omissions; or b. the acts or omissions of those acting on the Named lnsured's behalf, in the performance of the Named lnsured's ongoing operations at the trade show event premises during the trade show event. 2. The coverage granted by this paragraph does not apply to bodily injury or property damage included within the products-completed operations hazard. 2. ADDITIONAL INSURED -PRIMARY AND NON-CONTRIBUTORY TO ADDITIONAL INSURED'$ INSURANCE The Other Insurance Condition in the COMMERCIAL GENERAL LIABILITY CONDITIONS Section is amended to add the following paragraph: If the Named Insured has agreed in writing in a contract or agreement that this insurance is primary and non-contributory relative to an additional insured's own insurance, then this insurance is primary, and the Insurer will not seek contribution from that other insurance. For the purpose of this Provision 2., the additional insured's own insurance means insurance on which the additional insured is a named insured. CNA74858XX (1-15) Page 4 of 19 Insured Name: Policy No: 6045826132 Endorsement No: Effective Date: 1/11/2019 Copy right CNA All Rights Reserved. Includes copy righted material of Insurance Services Off ice, Inc., with its permission. C'NA Architects, Engineers and Surveyors General Liability Extension Endorsement Otherwise, and notwithstanding anything to the contrary elsewhere in this Condition, the insurance pro\Aded to such person or organization is excess of any other insurance available to such person or organization. 3. ADDITIONAL INSURED -EXTENDED COVERAGE When an additional insured is added by this or any other endorsement attached to this Coverage Part, WHO IS AN INSURED is amended to make the following natural persons Insureds. If the additional insured is: a. An indi\Adual, then his or her spouse is an Insured; b. A partnership or joint venture, then its partners, members and their spouses are Insureds; c. A limited liability company, then its members and managers are Insureds; or d. An organization other than a partnership, joint venture or limited liability company, then its executive officers, directors and shareholders are Insureds; but only with respect to locations and operations covered by the additional insured endorsement's pro\Asions, and only with respect to their respective roles within their organizations. Please see the ESTATES, LEGAL REPRESENTATIVES, AND SPOUSES pro\Asion of this endorsement for additional coverage and restrictions applicable to spouses of natural person Insureds. 4. BOATS Under COVERAGES, Coverage A -Bodily Injury And Property Damage Liability, the paragraph entitled Exclusions is amended to add the following additional exception to the exclusion entitled Aircraft, Auto or Watercraft: This exclusion does not apply to: Any watercraft owned by the Named Insured that is less than 30 feet long while being used in the course of the Named lnsured's inspection or su~ying work. 5. BODILY INJURY -EXPANDED DEFINITION Under DEFINITIONS, the definition of bodily injury is deleted and replaced by the following: Bodily injury means physical injury, sickness or disease sustained by a person, including death, humiliation, shock, mental anguish or mental injury sustained by that person at any time which results as a consequence of the physical injury, sickness or disease. 6. BROAD KNOWLEDGE OF OCCURRENCE/ NOTICE OF OCCURRENCE Under CONDITIONS, the condition entitled Duties in The Event of Occurrence, Offense, Claim or Suit is amended to add the following pro\Asions: A. BROAD KNOWLEDGE OF OCCURRENCE The Named Insured must give the Insurer or the Insurer's authorized representative notice of an occurrence, offense or claim only when the occurrence, offense or claim is known to a natural person Named Insured, to a partner, executi'l.e officer, manager or member of a Named Insured, or to an employee designated by any of the above to gi\e such notice. B. NOTICE OF OCCURRENCE CNA 74858XX (1-15) Page 5 of 19 Insured Name: Policy No: 6045826132 Endorsement No: Effective Date: 1/11/2019 Copy right CNA All Rights Reserved. Includes copy righted material of Insurance Services Off ice, Inc., with its permission. C'NA Architects, Engineers and Surveyors General Liability Extension Endorsement The Named lnsured's rights under this Coverage Part will not be prejudiced if the Named Insured fails to gi-.e the Insurer notice of an occurrence, offense or claim and that failure is solely due to the Named lnsured's reasonable belief that the bodily injury or property damage is not co-.ered under this Coverage Part. However, the Named Insured shall give written notice of such occurrence, offense or claim to the Insurer as soon as the Named Insured is aware that this insurance may apply to such occurrence, offense or claim. 7. BROAD NAMED INSURED WHO IS AN INSURED is amended to delete its Paragraph 3. in its entirety and replace it with the following: 3. Pursuant to the limitations described in Paragraph 4. below, any organization in which a Named Insured has management control: a. on the effective date of this Coverage Part; or b. by reason of a Named Insured creating or acquiring the organization during the policy period, qualifies as a Named Insured, provided that there is no other similar liability insurance, whether primary, contributory, excess, contingent or otherwise, which provides co-.erage to such organization, or which would ha-.e provided co-.erage but for the exhaustion of its limit, and without regard to whether its co-.erage is broader or narrower than that provided by this insurance. But this BROAD NAMED INSURED provision does not apply to: (a) any partnership, limited liability company or joint -.enture; or (b) any organization for which co-.erage is excluded by another endorsement attached to this Coverage Part. For the purpose of this provision, management control means: A. owning interests representing more than 50% of the \.Oting, appointment or designation power for the selection of a majority of the Board of Directors of a corporation; or B. having the right, pursuant to a written trust agreement, to protect, control the use of, encumber or transfer or sell property held by a trust. 4. With respect to organizations which qualify as Named Insureds by virtue of Paragraph 3. abo-.e, this insurance does not apply to: a. bodily injury or property damage that first occurred prior to the date of management control, or that first occurs after management control ceases; nor b. personal or advertising injury caused by an offense that first occurred prior to the date of management control or that first occurs after management control ceases. 5. The insurance provided by this Coverage Part applies to Named Insureds when trading under their own names or under such other trading names or doing-business-as names (dba) as any Named Insured should choose to employ. 8. CONTRACTUAL LIABILITY -RAILROADS With respect to operations performed within 50 feet of railroad property, the definition of insured contract is replaced by the following: CNA 7 4858XX (1-15) Page 6 of 19 Insured Name: Policy No: 6045826132 Endorsement No: Effective Date: 1/11/2019 Copy right CNA All Rights Reserved. Includes copy righted material of Insurance Services Off ice, Inc., with its permission. C'NA Architects, Engineers and Surveyors General Liability Extension Endorsement Insured Contract means: a. A contract for a lease of premises. However, that portion of the contract for a lease of premises that indemnifies any person or organization for damage by fire to premises while rented to a Named Insured or temporarily occupied by a Named Insured you with permission of the owner is not an insured contract; b. A sidetrack agreement; c. Any easement or license agreement; d. An obligation, as required by ordinance, to indemnify a municipality, except in connection with work for a municipality; e. An elevator maintenance agreement; f. That part of any other contract or agreement pertaining to the Named lnsured's business (including an indemnification of a municipality in connection with work performed for a municipality) under which the Named Insured assumes the tort liability of another party to pay for bodily injury or property damage to a third person or organization. Tort liability means a liability that would be imposed by law in the absence of any contract or agreement. Paragraph f. does not include that part of any contract or agreement: (1) That indemnifies an architect, engineer or sur.eyor for injury or damage arising out of: (a) Preparing, approving or failing to prepare or approve maps, shop drawings, opinions, reports, sur.eys, field orders, change orders or drawings and specifications; or (b) Giving directions or instructions, or failing to give them, if that is the primary cause of the injury or damage; (2) Under which the Insured, if an architect, engineer or sur.eyor, assumes liability for an injury or damage arising out of the insured's rendering or failure to render professional services, including those listed in (1) above and supervisory, inspection, architectural or engineering activities. 9. ESTATES, LEGAL REPRESENTATIVES, AND SPOUSES The estates, executors, heirs, legal representatives, administrators, trustees, beneficiaries and spouses of any natural person Insured or living trust shall also be insured under this policy; provided, however, coverage is afforded to such estates, executors, heirs, legal representatives, administrators, trustees, beneficiaries and spouses only for claims arising solely out of their capacity or status as such and, in the case of a spouse, where such claim seeks damages from marital community property, jointly held property or property transferred from such natural person Insured to such spouse. No coverage is provided for any act, error or omission of an estate, heir, legal representative, or spouse outside the scope of such person's capacity or status as such, provided, however, that the spouse of a natural person Named Insured, and the spouses of members or partners of joint venture or partnership Named Insureds are Insureds with respect to such spouses' acts, errors or omissions in the conduct of the Named lnsured's business. CNA 7 4858XX (1-15) Page 7 of 19 Insured Name: Policy No: 6045826132 Endorsement No: Effective Date: 1/11/2019 Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. C'NA Architects, Engineers and Surveyors General Liability Extension Endorsement 10. EXPECTED OR INTENDED INJURY -EXCEPTION FOR REASONABLE FORCE Under COVERAGES, Coverage A -Bodily Injury And Property Damage Liability, the paragraph entitled Exclusions is amended to delete the exclusion entitled Expected or Intended Injury and replace it with the following: This insurance does not apply to: Expected or Intended Injury Bodily injury or property damage expected or intended from the standpoint of the Insured. This exclusion does not apply to bodily injury or property damage resulting from the use of reasonable force to protect persons or property. 11. GENERAL AGGREGATE LIMITS OF INSURANCE-PER LOCATION A. A separate Location General Aggregate Limit, equal to the amount of the General Aggregate Limit, is the most the Insurer will pay for the sum of: 1. All damages under Coverage A, except damages because of bodily injury or property damage included in the products-completed operations hazard; and 2. All medical expenses under Coverage C, that arise from occurrences or accidents which can be attributed solely to ongoing operations at that location. Such payments shall not reduce the General Aggregate Limit shown in the Declarations, nor the Location General Aggregate Limit of any other location. B. All: 1. Damages under Coverage B, regardless of the number of locations im.ol\,ed; 2. Damages under Coverage A, caused by occurrences which cannot be attributed solely to ongoing operations at a single location, except damages because of bodily injury or property damage included in the products-completed operations hazard; and 3. Medical expenses under Coverage C caused by accidents which cannot be attributed solely to ongoing operations at a single location, will reduce the General Aggregate Limit shown in the Declarations. C. For the purpose of this GENERAL AGGREGATE LIMITS OF INSURANCE -PER LOCATION Provision, "location" means: 1. a premises the Named Insured owns or rents; or 2. a premises not owned or rented by any Named Insured at which the Named Insured is performing operations pursuant to a contract or written agreement. If operations at such a location ha-.e been discontinued and then restarted, or if the authorized parties deviate from plans, blueprints, designs, specifications or timetables, the location will still be deemed to be the same location. For the purpose of determining the applicable aggregate limit of insurance, premises im.olving the same or connecting lots, or premises whose connection is interrupted only by a street, roadway, waterway or right-of-way of a railroad shall be considered a single location. CNA74858XX (1-15) Page 8 of 19 Insured Name: Policy No: 6045826132 Endorsement No: Effective Date: 1/11/2019 Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. C'NA Architects, Engineers and Surveyors General Liability Extension Endorsement D. The limits shown in the Declarations for Each Occurrence, for Damage To Premises Rented To You and for Medical Expense continue to apply, but will be subject to either the Location General Aggregate Limit or the General Aggregate Limit, depending on whether the occurrence can be attributed solely to ongoing operations at a particular location. E. When coverage for liability arising out of the products-completed operations hazard is provided, any payments for damages because of bodily injury or property damage included in the products- completed operations hazard, regardless of the number of locations im,olved, will reduce the Products-Completed Operations Aggregate Limit shown in the Declarations. F. The provisions of LIMITS OF INSURANCE not otherwise modified by this GENERAL AGGREGATE LIMITS OF INSURANCE -PER LOCATION Provision shall continue to apply as stipulated. 12. IN REM ACTIONS A quasi in rem action against any vessel owned or operated by or for the Named Insured, or chartered by or for the Named Insured, will be treated in the same manner as though the action were in personam against the Named Insured. 13. INCIDENTAL HEALTH CARE MALPRACTICE COVERAGE Solely with respect to bodily injury that arises out of a health care incident: A. Under COVERAGES, Coverage A -Bodily Injury And Property Damage Liability, the Insuring Agreement is amended to replace Paragraphs 1.b.(1) and 1.b.(2) with the following: b. This insurance applies to bodily injury provided that the professional health care services are incidental to the Named lnsured's primary business purpose, and only if: (1) such bodily injury is caused by an occurrence that takes place in the coverage territory. (2) the bodily injury first occurs during the policy period. All bodily injury arising from an occurrence will be deemed to ha-..e occurred at the time of the first act, error, or omission that is part of the occurrence; and B. Under COVERAGES, Coverage A -Bodily Injury And Property Damage Liability, the paragraph entitled Exclusions is amended to: i. add the following to the Employers Liability exclusion: This exclusion applies only if the bodily injury arising from a health care incident is co-..ered by other liability insurance available to the Insured (or which would have been available but for exhaustion of its limits). ii. delete the exclusion entitled Contractual Liability and replace it with the following: This insurance does not apply to: Contractual Liability the lnsured's actual or alleged liability under any oral or written contract or agreement, including but not limited to express warranties or guarantees. iii. to add the following additional exclusions: This insurance does not apply to: CNA74858:XX (1-15) Page 9 of 19 Insured Name: Policy No: 6045826132 Endorsement No: Effective Date: 1 /11/2019 Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. C'NA Architects, Engineers and Surveyors General Liability Extension Endorsement Discrimination any actual or alleged discrimination, humiliation or harassment, including but not be limited to claims based on an individual's race, creed, color, age, gender, national origin, religion, disability, marital status or sexual orientation. Dishonesty or Crime Any actual or alleged dishonest, criminal or malicious act, error or omission. Medicare/Medicaid Fraud any actual or alleged violation of law with respect to Medicare, Medicaid, Tricare or any similar federal, state or local governmental program. Services Excluded by Endorsement Any health care incident for which coverage is excluded by endorsement. C. DEFINITIONS is amended to: i. add the following definitions: Health care incident means an act, error or omission by the Named lnsured's employees or volunteer workers in the rendering of a. professional health care services on behalf of the Named Insured or b. Good Samaritan services rendered in an emergency and for which no payment is demanded or received. Professional health care services means any health care services or the related furnishing of food, beverages, medical supplies or appliances by the following providers in their capacity as such but solely to the extent they are duly licensed as required: a. Physician; b. Nurse; c. Nurse practitioner; d. Emergency medical technician; e. Paramedic; f. Dentist; g. Physical therapist; h. Psychologist; i. Speech therapist; j. Other allied health professional; or Professional health care services does not include any services rendered in connection with human clinical trials or product testing. ii. delete the definition of occurrence and replace it with the following: CNA 7 4858XX (1-15) Page 10 of 19 Insured Name: Policy No: 6045826132 Endorsement No: Effective Date: 1/11/2019 Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. C'NA Architects, Engineers and Surveyors General Liability Extension Endorsement Occurrence means a health care incident. All acts, errors or omissions that are logically connected by any common fact, circumstance, situation, transaction, e'vent, advice or decision will be considered to constitute a single occurrence; iii. amend the definition of Insured to: a. add the following: the Named lnsured's employees are Insureds with respect to: (1) bodily injury to a co-employee while in the course of the co-employee's employment by the Named Insured or while performing duties related to the conduct of the Named lnsured's business; and (2) bodily injury to a volunteer worker while performing duties related to the conduct of the Named lnsured's business; when such bodily injury arises out of a health care incident. the Named lnsured's volunteer workers are Insureds with respect to: (1) bodily injury to a co-volunteer worker while performing duties related to the conduct of the Named lnsured's business; and (2) bodily injury to an employee while in the course of the employee's employment by the Named Insured or while performing duties related to the conduct of the Named lnsured's business; when such bodily injury arises out of a health care incident. b. delete Subparagraphs (a), (b), (c) and (d) of Paragraph 2.a.(1) of WHO IS AN INSURED. D. The Other Insurance condition is amended to delete Paragraph b.(1) in its entirety and replace it with the following: Other Insurance b. Excesslnsurance (1) To the extent this insurance applies, it is excess o'ver any other insurance, self insurance or risk transfer instrument, whether primary, excess, contingent or on any other basis, except for insurance purchased specifically by the Named Insured to be excess of this co'verage. 14. JOINT VENTURES/ PARTNERSHIP/ LIMITED LIABILITY COMPANIES A. Past Joint Ventures, Partnerships, Limited Liability Companies The following is added to WHO IS AN INSURED: If the Named Insured was a joint 'venturer, partner, or member of a limited liability company and such joint 'venture, partnership or limited liability company terminated prior to or during the policy period, such Named Insured is an Insured with respect to its interest in such joint 'venture, partnership or limited liability company but only to the extent that: CNA74858XX (1-15) Page 11 of 19 Insured Name: Policy No: 6045826132 Endorsement No: Effective Date: 1/11/2019 Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. C'NA Architects, Engineers and Surveyors General Liability Extension Endorsement a. any offense giving rise to personal and advertising injury occurred prior to such termination date, and the personal and advertising injury arising out of such offense, first occurred after such termination date; b. the bodily injury or property damage first occurred after such termination date; and c. there is no other valid and collectible insurance purchased specifically to insure the partnership, joint \enture or limited liability company. If the joint \enture, partnership or limited liability company is or was insured under a consolidated (wrap-up) insurance program, then such insurance will always be considered valid and collectible for the purpose of paragraph c. abo\€. But this provision will not seM to exclude bodily injury, property damage or personal and advertising injury that would otherwise be co\ered under the Architects, Engineers And Surveyors General Liability Extension Endorsement provision entitled WRAP-UP EXTENSION: OCIP, CCIP, OR CONSOLIDATED (WRAP-UP) INSURANCE PROGRAMS. Please see that provision for the definition of consolidated (wrap-up) insurance program. B. Participation In Current Professional Joint Ventures The following is added to WHO IS AN INSURED: The Named Insured is also an Insured for participation in a current joint \enture that is not named on the Declarations, but only if such joint \enture meets all of the following criteria: a. Each and e\ery one of the Named lnsured's co-\enturers are architectural, engineering or suMying firms only; and b. There is no other valid and collectible insurance purchased specifically to insure the joint \enture. Howe\er, the Named Insured is an Insured only for the conduct of such Named lnsured's business within such a joint \enture. The Named Insured is not insured for liability arising out of the acts or omissions of other co-\enturers, nor of their partners, members or employees. C. WHO IS AN INSURED is amended to delete its last paragraph and replace it with the following: Except as provided under this Architects, Engineers And Surveyors General Liability Extension Endorsement or by the attachment of another endorsement (if any), no person or organization is an Insured with respect to the conduct of any current or past partnership, joint \enture or limited liability company that is not shown as a Named Insured in the Declarations. 15. LEGAL LIABILITY -DAMAGE TO PREMISES / ALIENATED PREMISES/ PROPERTY IN THE NAMED INSURED'S CARE, CUSTODY OR CONTROL A. Under COVERAGES, Coverage A -Bodily Injury and Property Damage Liability, the paragraph entitled Exclusions is amended to delete exclusion j. Damage to Property in its entirety and replace it with the following: This insurance does not apply to: j. Damage to Property Property damage to: (1) Property the Named Insured owns, rents, or occupies, including any costs or expenses incurred by you, or any other person, organization or entity, for repair, replacement, CNA74858XX (1-15) Policy No: 6045826132 Page 12 of 19 Endorsement No: Effective Date: 1 /11/2019 Insured Name: Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. C'NA Architects, Engineers and Surveyors General Liability Extension Endorsement enhancement, restoration or maintenance of such property for any reason, including pre\€ntion of injury to a person or damage to another's property; (2) Premises the Named Insured sells, gi\€s away or abandons, if the property damage arises out of any part of those premises; (3) Property loaned to the Named Insured; (4) Personal property in the care, custody or control of the Insured; (5) That particular part of real property on which the Named Insured or any contractors or subcontractors working directly or indirectly on the Named lnsured's behalf are performing operations, if the property damage arises out of those operations; or (6) That particular part of any property that must be restored, repaired or replaced because your work was incorrectly performed on it. Paragraphs (1), (3) and (4) of this exclusion do not apply to property damage (other than damage by fire) to premises rented to the Named Insured or temporarily occupied by the Named Insured with the permission of the owner, nor to the contents of premises rented to the Named Insured for a period of 7 or fewer consecuti\€ days. A separate limit of insurance applies to Damage To Premises Rented To You as described in LIMITS OF INSURANCE. Paragraph (2) of this exclusion does not apply if the premises are your work. Paragraphs (3), (4), (5) and (6) of this exclusion do not apply to liability assumed under a sidetrack agreement. Paragraph (6) of this exclusion does not apply to property damage included in the products- completed operations hazard. Paragraphs (3) and (4) of this exclusion do not apply to property damage to: i. tools, or equipment the Named Insured borrows from others, nor ii. other personal property of others in the Named lnsured's care, custody or control while being used in the Named lnsured's operations away from any Named lnsured's premises. Howe\€r, the co\€rage granted by this exception to Paragraphs (3) and (4) does not apply to: a. property at a job site awaiting or during such property's installation, fabrication, or erection; b. property that is mobile equipment leased by an Insured; c. property that is an auto, aircraft or watercraft; d. property in transit; or e. any portion of property damage for which the Insured has available other valid and collectible insurance, or would ha\€ such insurance but for exhaustion of its limits, or but for application of one of its exclusions. A separate limit of insurance and deductible apply to such property of others. See LIMITS OF INSURANCE as amended below. CNA 74858XX (1-15) Page 13 of 19 Insured Name: Policy No: 6045826132 Endorsement No: Effective Date: 1/11/2019 Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. C'NA Architects, Engineers and Surveyors General Liability Extension Endorsement B. Under COVERAGES, Coverage A -Bodily Injury and Property Damage Liability, the paragraph entitled Exclusions is amended to delete its last paragraph and replace it with the following: Exclusions c. through n. do not apply to damage by fire to premises while rented to a Named Insured or temporarily occupied by a Named Insured with permission of the owner, nor to damage to the contents of premises rented to a Named Insured for a period of 7 or fewer consecuti-.e days. A separate limit of insurance applies to this co-.erage as described in LIMITS OF INSURANCE. C. The following paragraph is added to LIMITS OF INSURANCE: Subject to 5. abo-.e, $25,000 is the most the Insurer will pay under Coverage A for damages arising out of any one occurrence because of the sum of all property damage to borrowed tools or equipment, and to other personal property of others in the Named lnsured's care, custody or control, while being used in the Named lnsured's operations away from any Named lnsured's premises. The Insurer's obligation to pay such property damage does not apply until the amount of such property damage exceeds $1,000. The Insurer has the right but not the duty to pay any portion of this $1,000 in order to effect settlement. If the Insurer exercises that right, the Named Insured will promptly reimburse the Insurer for any such amount. D. Paragraph 6., Damage To Premises Rented To You Limit, of LIMITS OF INSURANCE is deleted and replaced by the following: 6. Subject to Paragraph 5. abo-.e, (the Each Occurrence Limit), the Damage To Premises Rented To You Limit is the most the Insurer will pay under Coverage A for damages because of property damage to any one premises while rented to the Named Insured or temporarily occupied by the Named Insured with the permission of the owner, including contents of such premises rented to the Named Insured for a period of 7 or fewer consecuti-.e days. The Damage To Premises Rented To You Limit is the greater of: a. $500,000; or b. The Damage To Premises Rented To You Limit shown in the Declarations. E. Paragraph 4.b.(1)(a)(ii) of the Other Insurance Condition is deleted and replaced by the following: (ii) That is property insurance for premises rented to the Named Insured, for premises temporarily occupied by the Named Insured with the permission of the owner; or for personal property of others in the Named lnsured's care, custody or control; 16. LIQUOR LIABILITY Under COVERAGES, Coverage A -Bodily Injury and Property Damage Liability, the paragraph entitled Exclusions is amended to delete the exclusion entitled Liquor Liability. This LIQUOR LIABILITY Prm,;sion does not apply to any person or organization who otherwise qualifies as an additional insured on this Coverage Part. 17. MEDICAL PAYMENTS A. LIMITS OF INSURANCE is amended to delete Paragraph 7. (the Medical Expense Limit) and replace it with the following: CNA74858XX (1-15) Page 14 of 19 Insured Name: Policy No: 6045826132 Endorsement No: Effective Date: 1/11/2019 Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. C'NA Architects, Engineers and Surveyors General Liability Extension Endorsement 7. Subject to Paragraph 5. abo-..e (the Each Occurrence Limit), the Medical Expense Limit is the most the Insurer will pay under Coverage C for all medical expenses because of bodily injury sustained by any one person. The Medical Expense Limit is the greater of: (1) $15,000 unless a different amount is shown here: @@@@@@@@@@@@@@; or (2) the amount shown in the Declarations for Medical Expense Limit. B. Under COVERAGES, the Insuring Agreement of Coverage C -Medical Payments is amended to replace Paragraph 1.a.(3)(b) with the following: (b) The expenses are incurred and reported to the Insurer within three years of the date of the accident; and This Paragraph B. does not apply to medical expenses incurred in the state of Missouri. 18. NON-OWNED AIRCRAFT Under COVERAGES, Coverage A -Bodily Injury and Property Damage Liability, the paragraph entitled Exclusions is amended as follows: The exclusion entitled Aircraft, Auto or Watercraft is amended to add the following: This exclusion does not apply to an aircraft not owned by any Named Insured, provided that: 1. the pilot in command holds a currently effecti-..e certificate issued by the duly constituted authority of the United States of America or Canada, designating that person as a commercial or airline transport pilot; 2. the aircraft is rented with a trained, paid crew to the Named Insured; and 3. the aircraft is not being used to carry persons or property for a charge. 19. NON-OWNED WATERCRAFT Under COVERAGES, Coverage A -Bodily Injury and Property Damage Liability, the paragraph entitled Exclusions is amended to delete subparagraph (2) of the exclusion entitled Aircraft, Auto or Watercraft, and replace it with the following. This exclusion does not apply to: (2) a watercraft that is not owned by any Named Insured, provided the watercraft is: (a) less than 75 feet long; and (b) not being used to carry persons or property for a charge. 20. PERSONAL AND ADVERTISING INJURY-DISCRIMINATION OR HUMILIATION A. Under DEFINITIONS, the definition of personal and advertising injury is amended to add the following tort: Discrimination or humiliation that results in injury to the feelings or reputation of a natural person. B. Under COVERAGES, Coverage B -Personal and Advertising Injury Liability, the paragraph entitled Exclusions is amended to: 1. delete the Exclusion entitled Knowing Violation Of Rights Of Another and replace it with the following: CNA74858XX (1-15) Page 15 of 19 Insured Name: Policy No: 6045826132 Endorsement No: Effective Date: 1/11/2019 Copy right CNA All Rights Reserved. Includes copy righted material of Insurance Services Off ice, Inc., with its permission. C'NA Architects, Engineers and Surveyors General Liability Extension Endorsement This insurance does not apply to: Knowing Violation of Rights of Another Personal and advertising injury caused by or at the direction of the Insured with the knowledge that the act would ~olate the rights of another and would inflict personal and advertising injury. This exclusion shall not apply to discrimination or humiliation that results in injury to the feelings or reputation of a natural person, but only if such discrimination or humiliation is not done intentionally by or at the direction of: (a) the Named Insured; or (b) any executive officer, director, stockholder, partner, member or manager (if the Named Insured is a limited liability company) of the Named Insured. 2. add the following exclusions: This insurance does not apply to: Employment Related Discrimination discrimination or humiliation directly or indirectly related to the employment, prospecti-.e employment, past employment or termination of employment of any person by any Insured. Premises Related Discrimination discrimination or humiliation arising out of the sale, rental, lease or sub-lease or prospecti-.e sale, rental, lease or sub-lease of any room, dwelling or premises by or at the direction of any Insured. Notwithstanding the abo-.e, there is no co-.erage for fines or penalties le~ed or imposed by a go-.ernmental entity because of discrimination. The co-.erage pro~ded by this PERSONAL AND ADVERTISING INJURY -DISCRIMINATION OR HUMILIATION Pro~sion does not apply to any person or organization whose status as an Insured deri-.es solely from Pro~sion 1. ADDITIONAL INSURED of this endorsement; or attachment of an additional insured endorsement to this Coverage Part. 21. PERSONAL AND ADVERTISING INJURY -CONTRACTUAL LIABILITY A. Under COVERAGES, Coverage B -Personal and Advertising Injury Liability, the paragraph entitled Exclusions is amended to delete the exclusion entitled Contractual Liability. B. Solely for the purpose of the co-.erage pro~ded by this PERSONAL AND ADVERTISING INJURY - LIMITED CONTRACTUAL LIABILITY pro~sion, the following changes are made to the section entitled SUPPLEMENTARY PAYMENTS -COVERAGES A AND B: 1. Paragraph 2.d. is replaced by the following: d. The allegations in the suit and the information the Insurer knows about the offense alleged in such suit are such that no conflict appears to exist between the interests of the Insured and the interests of the indemnitee; CNA 7 4858.XX (1-15) Page 16 of 19 Insured Name: Policy No: 6045826132 Endorsement No: Effective Date: 1/11/2019 Copy right CNA All Rights Reserved. Includes copy righted material of Insurance Services Off ice, Inc., with its permission. C'NA Architects, Engineers and Surveyors General Liability Extension Endorsement 2. The first unnumbered paragraph beneath Paragraph 2.f.(2)(b) is deleted and replaced by the following: So long as the above conditions are met, attorney's fees incurred by the Insurer in the defense of that indemnitee, necessary litigation expenses incurred by the Insurer, and necessary litigation expenses incurred by the indemnitee at the Insurer's request will be paid as defense costs. Such payments will not be deemed to be damages for personal and advertising injury and will not reduce the limits of insurance. C. This PERSONAL AND ADVERTISING INJURY -LIMITED CONTRACTUAL LIABILITY Provision does not apply if Coverage B -Personal and Advertising Injury Liability is excluded by another endorsement attached to this Coverage Part. This PERSONAL AND ADVERTISING INJURY -CONTRACTUAL LIABILITY Provision does not apply to any person or organization who otherwise qualifies as an additional insured on this Coverage Part. 22. PROPERTY DAMAGE-ELEVATORS A. Under COVERAGES, Coverage A -Bodily Injury and Property Damage Liability, the paragraph entitled Exclusions is amended such that the Damage to Your Product Exclusion and subparagraphs (3), (4) and (6) of the Damage to Property Exclusion do not apply to property damage that results from the use of elevators. B. Solely for the purpose of the coverage provided by this PROPERTY DAMAGE -ELEV A TORS Provision, the Other Insurance conditions is amended to add the following paragraph: This insurance is excess over any of the other insurance, whether primary, excess, contingent or on any other basis that is Property insurance covering property of others damaged from the use of elevators. 23. RETIRED PARTNERS, MEMBERS, DIRECTORS AND EMPLOYEES WHO IS INSURED is amended to include as Insureds natural persons who are retired partners, members, directors or employees, but only for bodily injury, property damage or personal and advertising injury that results from services performed for the Named Insured under the Named lnsured's direct supervision. All limitations that apply to employees and volunteer workers also apply to anyone qualifying as an Insured under this Provision. 24. SUPPLEMENTARY PAYMENTS The section entitled SUPPLEMENTARY PAYMENTS -COVERAGES A AND Bis amended as follows: A. Paragraph 1.b. is amended to delete the $250 limit shown for the cost of bail bonds and replace it with a $5,000. limit; and B. Paragraph 1.d. is amended to delete the limit of $250 shown for daily loss of earnings and replace it with a $1,000. limit. 25. UNINTENTIONAL FAILURE TO DISCLOSE HAZARDS If the Named Insured unintentionally fails to disclose all existing hazards at the inception date of the Named lnsured's Coverage Part, the Insurer will not deny coverage under this Coverage Part because of such failure. CNA74858XX (1-15) Page 17 of 19 Insured Name: Policy No: 6045826132 Endorsement No: Effective Date: 1/11/2019 Copy right CNA All Rights Reserved. Includes copy righted material of Insurance Services Off ice, Inc., with its permission. C'NA Architects, Engineers and Surveyors General Liability Extension Endorsement 26. WAIVER OF SUBROGATION -BLANKET Under CONDITIONS, the condition entitled Transfer Of Rights Of Recovery Against Others To Us is amended to add the following: The Insurer waives any right of recovery the Insurer may have against any person or organization because of payments the Insurer makes for injury or damage arising out of 1. the Named lnsured's ongoing operations; or 2. your work included in the products-completed operations hazard. Howe\.er, this wai\.er applies only when the Named Insured has agreed in writing to wai\.e such rights of reco\.ery in a written contract or written agreement, and only if such contract or agreement: 1. is in effect or becomes effecti\.e during the term of this Coverage Part; and 2. was executed prior to the bodily injury, property damage or personal and advertising injury giving rise to the claim. 27. WRAP-UP EXTENSION: OCIP, CCIP, OR CONSOLIDATED (WRAP-UP) INSURANCE PROGRAMS Note: The followng provision does not apply to any public construction project in the state of Oklahoma, nor to any construction project in the state of Alaska, that is not permitted to be insured under a consolidated (wrap-up) insurance program by applicable state statute or regulation. If the endorsement EXCLUSION -CONSTRUCTION WRAP-UP is attached to this policy, or another exclusionary endorsement pertaining to Owner Controlled Insurance Programs (O.C.I.P.) or Contractor Controlled Insurance Programs (C.C.I.P.) is attached, then the following changes apply: A. The following wording is added to the abo\.e-referenced endorsement: With respect to a consolidated (wrap-up) insurance program project in which the Named Insured is or was in\.Ol\.ed, this exclusion does not apply to those sums the Named Insured become legally obligated to pay as damages because of: 1. Bodily injury, property damage, or personal or advertising injury that occurs during the Named lnsured's ongoing operations at the project, or during such operations of anyone acting on the Named lnsured's behalf, nor 2. Bodily injury or property damage included within the products-completed operations hazard that arises out of those portions of the project that are not residential structures. B. Condition 4. Other Insurance is amended to add the following subparagraph 4.b.(1)(c): This insurance is excess o\.er: (c) Any of the other insurance whether primary, excess, contingent or any other basis that is insurance available to the Named Insured as a result of the Named Insured being a participant in a consolidated (wrap-up) insurance program, but only as respects the Named Insure d's· in\.Ol\.ement in that consolidated (wrap-up) insurance program. C. DEFINITIONS is amended to add the following definitions: Consolidated (wrap-up) insurance program means a construction, erection or demolition project for which the prime contractor/project manager or owner of the construction project has secured general CNA74858XX (1-15) Policy No: 6045826132 Page 18 of 19 Endorsement No: Effective Date: 1 /11/2019 Insured Name: Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. C'NA Architects, Engineers and Surveyors General Liability Extension Endorsement liability insurance covering some or all of the contractors or subcontractors im.olved in the project, such as an Owner Controlled Insurance Program (O.C.I.P.) or Contractor Controlled Insurance Program (C.C.I.P.). Residential structure means any structure where 30% or more of the square foot area is used or is intended to be used for human residency, including but not limited to: 1. single or multifamily housing, apartments, condominiums, townhouses, co-operatives or planned unit developments; and 2. the common areas and structures appurtenant to the structures in paragraph 1. (including pools, hot tubs, detached garages, guest houses or any similar structures). However, when there is no individual ownership of units, residential structure does not include military housing, college/university housing or dormitories, long term care facilities, hotels or motels. Residential structure also does not include hospitals or prisons. This WRAP-UP EXTENSION: OCIP, CCIP, OR CONSOLIDATED (WRAP-UP) INSURANCE PROGRAMS Provision does not apply to any person or organization who otherwise qualifies as an additional insured on this Coverage Part. All other terms and conditions of the Policy remain unchanged. This endorsement, which forms a part of and is for attachment to the Policy issued by the designated Insurers, takes effect on the effective date of said Policy at the hour stated in said Policy, unless another effective date is shown below, and expires concurrently with said Policy. CNA74858XX (1-15) Page 19 of 19 Insured Name: Policy No: 6045826132 Endorsement No: Effective Date: 1/11/2019 Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. I ;;; I ~ ~ 0 ~ == -- CNA CNA PARAMOUNT General Aggregate Limit -Per Project Endorsement This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART It is understood and agreed as follows: I. For each single construction or service project away from premises the Named Insured owns or rents, a separate Project General Aggregate Limit, equal to the amount of the General Aggregate Limit shown in the Declarations, is the most the Insurer will pay for the sum of: A. all damages under Coverage A, except damages because of bodily injury or property damage included in the products-completed operations hazard; and 8. all medical expenses under Coverage C; that arise from occurrences or accidents which can be attributed solely to ongoing operations at that project. Such payments shall not reduce the General Aggregate Limit shown in the Declarations, nor the Project General Aggregate Limit applicable to any other project. II. All: A. damages under Coverage 8, regardless of the number of locations or projects involved; 8. damages under Coverage A, caused by occurrences which cannot be attributed solely to ongoing operations at a single project, except damages because of bodily injury or property damage included in the products- completed operations hazard; and C. medical expenses under Coverage C, caused by accidents which cannot be attributed solely to ongoing operations at a single project, will reduce the General Aggregate Limit shown in the Declarations. Ill. The limits shown in the Declarations for Each Occurrence, for Damage To Premises Rented To You and for Medical Expense continue to apply, but will be subject to either the Project General Aggregate Limit or the General Aggregate Limit shown in the Declarations, depending on whether the occurrence can be attributed solely to ongoing operations at a particular project. IV. V. VI. When coverage for liability arising out of the products-completed operations hazard is provided, any payments for damages because of bodily injury or property damage included in the products-completed operations hazard will reduce the Products-Completed Operations Aggregate Limit shown in the Declarations, regardless of the number of projects involved. If a single construction or service project away from premises owned by or rented to the Named Insured has been abandoned and then restarted, or if the authorized contracting parties deviate from plans, blueprints, designs, specifications or timetables, such project will still be deemed to be the same project. The provisions of LIMITS OF INSURANCE not otherwise modified by this endorsement shall continue to apply as stipulated. All other terms and conditions of the Policy remain unchanged. This endorsement, which forms a part of and is for attachment to the Policy issued by the designated Insurers, takes effect on the effective date of said Policy at the hour stated in said Policy, unless another effective date is shown below, and expires concurrently with said Policy. = CNA75061XX (1-15) Policy No: 6045826132 Page 1 of 1 Endorsement No: 9 Nat'l Fire Ins Co of Hartford Effective Date: o 1 / 11 / 2 o 1 9 Insured Name: JENSEN HUGHES HOLDINGS CORPORATION Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. C'NA Changes -Notice of Cancellation or Material Restriction Endorsement This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART EMPLOYEE BENEFITS LIABILITY COVERAGE PART LIQUOR LIABILITY COVERAGE PART OWNERS AND CONTRACTORS PROTECTIVE LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART RAILROAD PROTECTIVE LIABILITY COVERAGE PART STOP GAP LIABILITY COVERAGE PART TECHNOLOGY ERRORS AND OMISSIONS LIABILITY COVERAGE PART SPECIAL PROTECTIVE AND HIGHWAY LIABILITY POLICY -NEW YORK DEPARTMENT OF TRANSPORTATION SCHEDULE Number of days notice (other than for nonpayment of 30 premium): Number of days notice for nonpayment of premium: 10 Name of person or organization to whom notice will be sent: Address: City of Carlsbad 1635 Faraday Avenue Carlsbad, CA 92008 If no entry appears above, the number of days notice for nonpayment of premium will be 10 days. It is understood and agreed that in the event of cancellation or any material restrictions in coverage during the policy period, the Insurer also agrees to mail prior written notice of cancellation or material restriction to the person or organization listed in the above Schedule. Such notice will be sent prior to such cancellation in the manner prescribed in the above Schedule. All other terms and conditions of the Policy remain unchanged. This endorsement, which forms a part of and is for attachment to the Policy issued by the designated Insurers, takes effect on the effective date of said Policy at the hour stated in said Policy, unless another effective date is shown below, and expires concurrently with said Policy. CNA74702XX (1-15) Page 1 of 1 Insured Name: Jensen Hughes Inc. Copyright CNA All Rights Reserved. Policy No: 1 Endorsement No: 6045826132 C'NA CNA72315XX (Ed. 02/13) NOTICE OF CANCELLATION OR MATERIAL CHANGE -DESIGNATED P~RSON OR ORGANIZATION It is understood and agreed that this endorsement amends the BUSINESS AUTO COVERAGE FORM as follows: In the event of cancellation or material change that reduces or restricts the insurance provided by this Coverage Form, we agree to send prior notice of cancellation or material change to the person or organization scheduled below at the address scheduled below. This endorsement does not amend our obligation to notify the Named Insured of cancellation as described in the Common Policy Conditions or in another endorsement attached to this policy. SCHEDULE 1. Number of days advance notice: _1_0 _ Days if we cancel for non-payment of premium. 30 Days if the policy is cancelled for any other reason, or if coverage is restricted or reduced by endorsement. 2. Person or Organization's Name and Address Name: City of Carlsbad Attention: Janean Hawney Street Address: 1635 Faraday Avenue City, State, ZIP: Carlsbad, CA 92008 e-mail address: All other terms and conditions of the Policy remain unchanged. CNA72315XX (02/13) Page 1 of 1 Insured Name: Jensen Hughes, Inc. Copyright CNA All Rights Reserved. Policy No: 6045826129 Effective Date: 01/11/2019 C'NA WORKERS' COMPENSATION AND EMPLOYERS' LIABILITY INSURANCE POLICY NOTICE OF CANCELLATION OR MATERIAL CHANGE ENDORSEMENT G-20472-A (Ed. 10/93) In the event of cancellation or other material change of the policy, we will mail advance notice to the person or organization named in the Schedule. The number of days advance notice is shown in the Schedule. This endorsement shall not operate directly or indirectly to benefit anyone not named in the Schedule. Schedule 1. Number of days advance notice: 30 2. Notice will be mailed to: City of Carlsbad WC 99 06 06 G-20472-A (Ed. 10/93) 1635 Faraday Avenue Carlsbad, CA 92008 Page 1 of 1 C'NA Policy Holder Notice -Countrywide It is understood and agreed that: If the Named Insured has agreed under written contract to provide notice of cancellation to a party to whom the Agent of Record has issued a Certificate of Insurance, and if the Insurer cancels a policy term described on that Certificate of Insurance for any reason other than nonpayment of premium, then notice of cancellation will be provided to such Certificate holders at least 30 days in advance of the date cancellation is effective. If notice is mailed, then proof of mailing to the last known mailing address of the Certificate holder on file with the Agent of Record will be sufficient to prove notice. Any failure by the Insurer to notify such persons or organizations will not extend or invalidate such cancellation, or impose any liability or obligation upon the Insurer or the Agent of Record. All other terms and conditions of the Policy remain unchanged. This endorsement, which forms a part of and is for attachment to the Policy issued by the designated Insurers, takes effect on the effective date of said Policy at the hour stated in said Policy, unless another effective date is shown below, and expires concurrently with said Policy. CNA75014XX (1-15) Page 1 of 1 Insured Name: Jensen Hughes, Inc. Policy No: 6045826177 Endorsement No: 1 Effective Date: 01/11/2019 Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. CNA Workers Compensation And Employers Liability Insurance Policy Endorsement II WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule. Any person or organization for which the employer has agreed by written contract, executed prior to loss, may execute a waiver of subrogation. However, for purposes of work performed by the employer in Missouri, this waiver of subrogation does not apply to any construction group of classifications as designated by the waiver of right to recover from others (subrogation) rule in our manual. Schedule Any Person or Organization on whose behalf you are required to obtain this waiver of our right to recover from under a written contract or agreement. The premium charge for the endorsement is reflected in the Schedule of Operations. All other terms and conditions of the policy remain unchanged. This endorsement, which forms a part of and is for attachment to the policy issued by the designated Insurers, takes effect on the Policy Effective Date of said policy at the hour stated in said policy, unless another effective date (the Endorsement Effective Date) is shown below, and expires concurrently with said policy unless another expiration date is shown below. Form No: WC 00 03 13 (04-1984) Endorsement Effective Date: Endorsement Expiration Date: Endorsement No: 4; Page: 1 of 1 Underwriting Company: American Casualty Company of Reading, Pennsylvania, 333 S Wabash Ave, Chicago, IL 60604 Copyright 1983 National Council on Compensation Insurance. Policy No: WC 6 45826163 Policy Effective Date: 01/11/2019 Policy Page: 177 of 295