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Home My WebLink AboutRichard Brady and Associates; 2017-05-24; TRAN1561 TRAN1561 General Counsel Approved Version 1/30/13 1 RATIFICATION OF AMENDMENT NO. 2 AND AMENDMENT NO. 3 TO EXTEND THE MASTER AGREEMENT FOR AS-NEEDED HORIZONTAL CONSTRUCTION MANAGEMENT AND INSPECTION SERVICES RICHARD BRADY & ASSOCIATES, INC. This ratification of Amendment No. 2 and Amendment No. 3 is entered into and effective as of the ________ day of _______________________________, 2019, ratifying and extending the agreement dated May 24, 2017 (the “Agreement”) by and between the Carlsbad Municipal Water District, a Public Agency organized under the Municipal Water Act of 1911, and a Subsidiary District of the City of Carlsbad, ("CMWD"), and Richard Brady & Associates, Inc., a California corporation, (“Contractor") (collectively, the “Parties”) for as-needed horizontal construction management and inspection services. RECITALS A. On September 7, 2017, the Parties executed Amendment No. 1 to extend and fund the Agreement for an additional period of one (1) year, ending September 29, 2018; and B. On August 20, 2018, the Parties executed Amendment No. 2 to extend and fund the Agreement for an additional period of one (1) year, ending September 28, 2019; and C. The Parties have continuously performed, and continued to perform, under the Agreement although the CMWD signatory to Amendment No. 2 lacked proper authority to sign; and D. The Parties desire to ratify Amendment No. 2 to the Agreement, retroactive to September 28, 2018; and E. The Parties desire to extend and fund the Agreement for an additional period of one (1) year. NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, CMWD and Contractor agree as follows: 1. Amendment No. 2 to the Agreement is hereby ratified, retroactive to September 28, 2018. 2. That the Agreement, as may have been amended from time to time, is hereby extended and funded for a period of one (1) year ending on September 28, 2020, on a time and materials basis not-to-exceed three hundred thousand dollars ($300,000). 3. All other provisions of the Agreement, as may have been amended from time to time, shall remain in full force and effect. 4. All requisite insurance policies to be maintained by the Contractor pursuant to the Agreement, as may have been amended from time to time, shall include coverage for this Amendment. DocuSign Envelope ID: 8F78E636-BB90-4687-AB80-26353352F99E August26th TRAN1561 General Counsel Approved Version 1/30/13 2 5. The individuals executing this Amendment and the instruments referenced 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 RICHARD BRADY & ASSOCIATES, INC., a California corporation CARLSBAD MUNICIPAL WATER DISTRICT, a Public Agency organized under the Municipal Water Act of 1911, and a Subsidiary District of the City of Carlsbad By: By: (sign here) Scott Chadwick, Executive Manager Richard Brady, Chairman & CEO (print name/title) ATTEST: By: (sign here) For Barbara Engleson, Secretary Christine Brady, CFO (print name/title) If required by CMWD, proper notarial acknowledgment of execution by contractor must be attached. If a corporation, Agreement must be signed by one corporate officer from each of the following two groups. Group A Group B Chairman, Secretary, President, or Assistant Secretary, Vice-President CFO or Assistant Treasurer Otherwise, the corporation must attach a resolution certified by the secretary or assistant secretary under corporate seal empowering the officer(s) signing to bind the corporation. APPROVED AS TO FORM: CELIA A. BREWER, General Counsel By:_____________________________ Deputy General Counsel DocuSign Envelope ID: 8F78E636-BB90-4687-AB80-26353352F99E ANY PROPRIETOR/PARTNER/EXECUTIVEOFFICER/MEMBER EXCLUDED? INSR ADDL SUBRLTRINSDWVD PRODUCER CONTACTNAME: FAXPHONE(A/C, No):(A/C, No, Ext): E-MAILADDRESS: INSURER A : INSURED INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : POLICY NUMBER POLICY EFF POLICY EXPTYPE OF INSURANCE LIMITS(MM/DD/YYYY)(MM/DD/YYYY) AUTOMOBILE LIABILITY UMBRELLA LIAB EXCESS LIAB WORKERS COMPENSATION AND EMPLOYERS' LIABILITY DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) AUTHORIZED REPRESENTATIVE EACH OCCURRENCE $ DAMAGE TO RENTEDCLAIMS-MADE OCCUR $PREMISES (Ea occurrence) MED EXP (Any one person)$ PERSONAL & ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER:GENERAL AGGREGATE $ PRO-POLICY LOC PRODUCTS - COMP/OP AGGJECT OTHER:$ COMBINED SINGLE LIMIT $(Ea accident) ANY AUTO BODILY INJURY (Per person)$ OWNED SCHEDULED BODILY INJURY (Per accident)$AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE $AUTOS ONLY AUTOS ONLY (Per accident) $ OCCUR EACH OCCURRENCE CLAIMS-MADE AGGREGATE $ DED RETENTION$ PER OTH-STATUTE ER E.L. EACH ACCIDENT E.L. DISEASE - EA EMPLOYEE $ If yes, describe under E.L. DISEASE - POLICY LIMITDESCRIPTION OF OPERATIONS below INSURER(S) AFFORDING COVERAGE NAIC # COMMERCIAL GENERAL LIABILITY Y / N N / A (Mandatory in NH) SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). COVERAGES CERTIFICATE NUMBER:REVISION NUMBER: CERTIFICATE HOLDER CANCELLATION © 1988-2015 ACORD CORPORATION. All rights reserved.ACORD 25 (2016/03) CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) $ $ $ $ $ The ACORD name and logo are registered marks of ACORD 7/1/2019 (617) 861-8330 (617) 861-8334 44520 Richard Brady & Associates, Inc. 2655 Camino del Rio North, Suite 100 San Diego, CA 92108 A 1,000,000 EPK127421 7/1/2019 7/1/2020 500,000 25,000 1,000,000 2,000,000 2,000,000 Contractors Pol 1,000,000 1,000,000 BAS (20) 60037210 7/1/2019 7/1/2020 5,000,000A EFX113046 7/1/2019 7/1/2020 5,000,000 0 A Errors & Omission EPK127421 7/1/2019 Aggregate 2,000,000 A Pollution Liability EPK127421 7/1/2019 7/1/2020 Aggregate 4,000,000 Re: All Operations The City of Carlsbad is Additional Insured with respect to General Liability per the attached endorsements as required by written contract. Insurance is Primary and Non-Contributory. 30 Days Notice of Cancellation with 10 Days Notice for Non-Payment of Premium in accordance with the policy provisions. City of Carlsbad/CMWD c/o EXIGIS Insurance Compliance Services PO Box 4668 - ECM #35050 New York, NY 10163-4668 RICHB&AINC PRIST1 Krauter & Company 260 Franklin Street 16th Floor Boston, MA 02110 Crum & Forster Specialty Insurance Company 7/1/2020 X X X X X X X CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) 06/12/19 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 Aon Risk Services, Inc of Florida 1001 Brickell Bay Drive, Suite #1100 Miami, FL 33131-4937 CONTACT NAME: Aon Risk Services, Inc of Florida PHONE (A/C, No, Ext): 800-743-8130 FAX (A/C, No): 800-522-7514 EMAIL ADDRESS: ADP.COI.Center@Aon.com INSURER(S) AFFORDING COVERAGE NAIC # INSURER A : American Home Assurance Co. 19380 INSURED ADP TotalSource FL XVI, Inc. 10200 Sunset Drive Miami, FL 33173 L/C/F Richard Brady & Associates Inc. 2655 Camino Del Rio North, Suite 100 San Diego, CA 92108 INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : COVERAGES CERTIFICATE NUMBER: 2369202 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. LIMITS SHOWN ARE AS REQUESTED. INSR LTR TYPE OF INSURANCE ADDL INSR SUBR WVD POLICY NUMBER POLICY EFF (MM/DD/YYYY) POLICY EXP (MM/DD/YYYY) LIMITS COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ CLAIMS-MADE OCCUR DAMAGE TO RENTED PREMISES (Ea occurrence) $ MED EXP (Any one person) $ PERSONAL & ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ POLICY PROJECT LOC PRODUCTS - COMP/OP AGG $ OTHER $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT (Ea accident) $ ANY AUTO BODILY INJURY (Per person) $ OWNED AUTOS ONLY SCHEDULED AUTOS BODILY INJURY (Per accident) $ HIRED AUTOS ONLY NON-OWNED AUTOS ONLY PROPERTY DAMAGE (Per accident) $ $ UMBRELLA LIAB OCCUR EACH OCCURRENCE $ EXCESS LIAB CLAIMS-MADE AGGREGATE $ DEC RETENTION $ A WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below Y / N N / A X WC 080377014 CA 7/1/2019 7/1/2020 X PER STATUTE OTH- ER E.L. EACH ACCIDENT $ 2,000,000 E.L. DISEASE - EA EMPLOYEE $ 2,000,000 E.L. DISEASE - POLICY LIMIT $ 2,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) WAIVER OF SUBROGATION IN FAVOR OF CERTIFICATE HOLDER AS RESPECTS OF JOB PERFORMED BY RICHARD BRADY & ASSOCIATES INC. AS REQUIRED BY WRITTEN CONTRACT. All worksite employees working for RICHARD BRADY & ASSOCIATES INC., paid under ADP TOTALSOURCE, INC’s payroll, are covered under the above stated policy. CERTIFICATE HOLDER CANCELLATION CITY OF CARLSBAD Public Works Department Construction Managmeent & Inspection Division 1635 Faraday Ave. Carlsbad, CA 92008 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE © 1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD TRAN1561 General Counsel Approved Version 1/30/13 1 AMENDMENT NO. 2 TO EXTEND AND AMEND MASTER AGREEMENT FOR AS-NEEDED HORIZONTAL CONSTRUCTION MANAGEMENT AND INSPECTION SERVICES RICHARD BRADY & ASSOCIATES, INC. This Amendment No. 2 is entered into and effective as of the ________ day of _______________________________, 2018, extending and amending the agreement dated May 24, 2017 by and between the Carlsbad Municipal Water District, a Public Agency organized under the Municipal Water Act of 1911, and a Subsidiary District of the City of Carlsbad, ("CMWD"), and Richard Brady & Associates, Inc., a California corporation, (“Contractor") (collectively, the “Parties”) for as-needed horizontal construction management and inspection services. RECITALS A. On September 7, 2017, the Parties executed Amendment No. 1 to extend and fund the Agreement for an additional period of one (1) year, ending September 29, 2018. B. The Parties desire to extend and fund the Agreement for an additional period of one (1) year. NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, CMWD and Contractor agree as follows: 1. That the Agreement, as may have been amended from time to time, is hereby extended and funded for a period of one (1) year ending on September 28, 2019, on a time and materials basis not-to-exceed three hundred thousand dollars ($300,000). 2. All other provisions of the Agreement, as may have been amended from time to time, shall remain in full force and effect. 3. All requisite insurance policies to be maintained by the Contractor pursuant to the Agreement, as may have been amended from time to time, shall include coverage for this Amendment. /// /// /// /// /// /// DocuSign Envelope ID: ABAAE0A9-3D24-4060-9E12-D369E478DB6A 20th August TRAN1561 General Counsel Approved Version 1/30/13 2 4. The individuals executing this Amendment and the instruments referenced in it on behalf of Contractor each represent and warrant that they have the legal power, right and actual authority to bind Contractor to the terms and conditions of this Amendment. CONTRACTOR, RICHARD BRADY & ASSOCIATES, INC., a California corporation CARLSBAD MUNICIPAL WATER DISTRICT, a Public Agency organized under the Municipal Water Act of 1911, and a Subsidiary District of the City of Carlsbad By: By: (sign here) For Scott Chadwick Executive Manager Richard Brady / CEO & Chairman (print name/title) ATTEST: By: (sign here) FOR BARBARA ENGLESON Richard Brady / CFO Secretary (print name/title) If required by CMWD, proper notarial acknowledgment of execution by contractor must be attached. If a corporation, Agreement must be signed by one corporate officer from each of the following two groups. Group A Group B Chairman, Secretary, President, or Assistant Secretary, Vice-President CFO or Assistant Treasurer Otherwise, the corporation must attach a resolution certified by the secretary or assistant secretary under corporate seal empowering the officer(s) signing to bind the corporation. APPROVED AS TO FORM: CELIA A. BREWER, General Counsel By:_____________________________ Deputy General Counsel DocuSign Envelope ID: ABAAE0A9-3D24-4060-9E12-D369E478DB6A ANY PROPRIETOR/PARTNER/EXECUTIVEOFFICER/MEMBER EXCLUDED? INSR ADDL SUBRLTRINSDWVD PRODUCER CONTACTNAME: FAXPHONE(A/C, No):(A/C, No, Ext): E-MAILADDRESS: INSURER A : INSURED INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : POLICY NUMBER POLICY EFF POLICY EXPTYPE OF INSURANCE LIMITS(MM/DD/YYYY)(MM/DD/YYYY) AUTOMOBILE LIABILITY UMBRELLA LIAB EXCESS LIAB WORKERS COMPENSATION AND EMPLOYERS' LIABILITY DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) AUTHORIZED REPRESENTATIVE EACH OCCURRENCE $ DAMAGE TO RENTEDCLAIMS-MADE OCCUR $PREMISES (Ea occurrence) MED EXP (Any one person)$ PERSONAL & ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER:GENERAL AGGREGATE $ PRO-POLICY LOC PRODUCTS - COMP/OP AGGJECT OTHER:$ COMBINED SINGLE LIMIT $(Ea accident) ANY AUTO BODILY INJURY (Per person)$ OWNED SCHEDULED BODILY INJURY (Per accident)$AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE $AUTOS ONLY AUTOS ONLY (Per accident) $ OCCUR EACH OCCURRENCE CLAIMS-MADE AGGREGATE $ DED RETENTION$ PER OTH-STATUTE ER E.L. EACH ACCIDENT E.L. DISEASE - EA EMPLOYEE $ If yes, describe under E.L. DISEASE - POLICY LIMITDESCRIPTION OF OPERATIONS below INSURER(S) AFFORDING COVERAGE NAIC # COMMERCIAL GENERAL LIABILITY Y / N N / A (Mandatory in NH) SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). COVERAGES CERTIFICATE NUMBER:REVISION NUMBER: CERTIFICATE HOLDER CANCELLATION © 1988-2015 ACORD CORPORATION. All rights reserved.ACORD 25 (2016/03) CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) $ $ $ $ $ The ACORD name and logo are registered marks of ACORD 5/22/2018 License # 0E67768 (619) 788-5795 50206 (619) 574-6288 44520 Richard Brady & Associates, Inc. 2655 Camino del Rio North, Suite 100 San Diego, CA 92108 24082 42471 A 1,000,000 X EPK122586 05/12/2018 05/12/2019 250,000 25,000 1,000,000 2,000,000 2,000,000 1,000,000B BAS58559275 05/12/2018 05/12/2019 Comp.: $500 Coll.: $500 3,000,000C EFX110648 05/12/2018 05/12/2019 3,000,000 0 A Prof Liab/Clms Made EPK122586 05/12/2018 Per Claim 2,000,000 A Ded.: $25k Per Claim EPK122586 05/12/2018 05/12/2019 Aggregate 4,000,000 Re: RFQ18-420TRAN - CONSTRUCTION MANAGEMENT AND INSPECTION SERVICES FOR THE RECYCLED WATER PHASE III PIPELINE EXPANSION SEGMENT 5 PROJECT City of Carlsbad is Additional Insured with respect to General Liability per the attached endorsement as required by written contract. 30 Days Notice of Cancellation with 10 Days Notice for Non-Payment of Premium in accordance with the policy provisions. City of Carlsbad Public Works Department Construction Management & Inspection Division 1635 Faraday Ave. Carlsbad, CA 92008 RICHBRA-02 AUSTINA IOA Insurance Services 4370 La Jolla Village Drive Suite 600 San Diego, CA 92122 Ali Smith Ali.Smith@ioausa.com Crum & Forster Specialty Insurance Company Ohio Security Insurance Company Crum & Forster Insurance Company 05/12/2019 X X X X X X X X X ACC>DRV CERITIFICATE OF LIABILITY INSURANCE 06/05/18 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 CONTACTAon Risk Services, Inc ot Florida NAME: .......Aon Risk Services, Inc of Florida 1001 Briclrell Bay Drive. Suite #1100 PHONE F iAX -------- Miami, FIL 33131-4937 [A/C, No, Ext): 800-743-8130 (A/C, No): 800-522-7514EMAIL -ADDRESS: ADP.COI.Centerp.Aon.com ______ INSURER(S) AFFORDING COVERAGE I NAIC # _____________________________________________________INSURER A: American Home Assurance Co 19380 INSURED INSURER B:ADP TotalSource FIL XVI, Inc,10200 Sunset Drive INSURER C: Miami, FL 33173 LJC/F INSURER D:_______ Richard Btrady & Associates. Inc.INUEE:________2655 Camino Del Rio North, Suite 100 ISRRE Sen Diego, CA 92108 INSURER F: COVERAGES CERTIFICATE NUMBER: 1993383 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD_INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. LIMITS SHFCWIN ARE AS REQUJESTED INSR1 YEO NUAC ADDISUBR PLC BR POLICY EFF POLICY EXP LMTLTR TPOFISRNEINSR IWVD POLICYYYY NUMBER D LIMIT CMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ Af DAMAE TO RENECLAIMS-MADE. LJ OICCUR _PREMISES lEe ccrrnce) $ MED EXP (Any one parson) $ PERSONAL & ADV INJURY $ GENL AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ POLICY E-1 PROJECT I7] LOG PRODUCTS -COMPIOP AGO $ OTHER ___________$ COMBINED SINGLE LIMITAUTOMOBILE LIABILITY I(Ea accident) $ ANAUT BODILY INJURY (Per person) $ AUTOS ONLY AUITOS BODILY INJURY (Per accident) $HIRED I!NON-OWNED 1 PROPERTY DAMAGEAUTOS ONLY ;1 AUTOS ONLY i (Per accident) $ __ _ 1 __ _ _ _ _ _ $ UMBRELLA LIAB IOCCUR EACH OCCURRENCE $ EXCESS LIAB I CLAIMS-MADE iAGGREGATE $ DE IlIRETENTION$ WORKERS COMPENSATION PR0HAND EMPLOYERS' LIABILITY YIN AX STATUTE ERI A ANY PROPRIETORiPARTNER/EXECUTIVE WC07111C 7121 1/09 ..EC CIDN ,0,0OFFICER/MEMBER EXCLUDED? IN IA X W 4081 A7121 //09 E.ECACDN ,0,0 (Mandatory in NH) E.L. DISEASE -EA EMPLOYEEI $ 2,000,000If yes, describe under __DSRIPTION OF OPERATIONS below _____________________E.L. DISEASE -POLICY LIMIT 1$ 2,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached If more space Is required) See attached Certificate Holder Cancellation Notice.All workeite employees working for RICHARD BRADY & ASSOCIATES, INC., paid under ADP TOTALSOURCE, INC's payroll, are covered under the above stated policy.WAIVER OF SUBROGATIO IN FAVOR OF CERTIFICATE HOLDER AS RESPECTS OF JOB PERFORMED BY RICHARD B3RADY & ASSOCIATES, INC. AS REQUIRED BY WRITTEN CONTRACT. CERTIFICATE HOLDER CANCELLATION City of Carlsbad I CMWO SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFOREIcPo. Bx In868nc ECmplac #3 rv050 ACCOXRDACTITH DTE POLCYERFOVINS.E ELVEEDI New York<, NY 10163-4668 ACRAC IHTEPLC RVSOS[ _ _ _ _ _ _ _ _ AUTHORIZED REPRESENTATIVE 9 ff~ ~ ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD rl- _Or=1018121 WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT -CALIFORNIA This endorsement changes the policy to which it is attached effective on inception date of the policy Unless a different date is indicated below. (The following" attaching clause" need be completed only when this endorsement is issued subsequent to preparation of the policy). This endorsement. Effective on 07/01/2018 at 12:01 AM, forms a part of Policy No. WC 047018111 Issued to: ADP TotalSource IFL XVI, Inc. By: American Home Assurance Co. 10200 Sunset Drive Miami, IFL 33173 LIC/F Richard Brady & Associates, Inc. 2655 Carnino Del Rio North Suite 100 San Diego, CA 92108 Premium: N/A We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us). YOU Must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule. The additional premium for this endorsement shall be Additional Premium Percent% of the California workers' compensation premium otherwise due on such remuneration. Schedule Person or Organization Job Description City of Carlsbad / CMWD c/o EXIGIS Insurance Compliance Services P.O. Box 4688 -ECM #35050 New York, NY 10163-4668 WC 04 03 06 Countersigned by (Ed. 4-84) Authorized Representative 1018121 POLICY HOLDER NOTICE CERTI7FICATE HOLDER CANCELLATI ON NOTI CE SCI*EI)UTLE Should this policy be cancelled before the expiration date hereof, the producer will endeavor to mail 30 days written notice to the certificate holder named herein, but failure to do so shall impose no obligation or liability of any kind upon the insurer, the producer, or the respective agents or representatives of each. SCHEDULE: CERTI FICAI'E HO.LDERS AS IDENTIFIED ON THE MOST RECENT QUARTER-LY SCHEDULE OF CERT1IFICATE HOLDERS PROVIDED BY THE INSURED'S BROKER OF RECORD TO0 THE IN SURER. -1018121 TRAN1561 PROJECT TASK DESCRIPTION AND FEE ALLOTMENT NO. 2 C & D3 STEEL WATER TANKS INTERIOR AND EXTERIOR COATINGS AND STRUCTURAL REPAIRS PROJECT NO. 5024-A · tion and Fee Allotment, is entered into on --"-...:::.1-J,,<:....iL..,.JLJ-'-~~-a::c+--1-----t----'-~~,._,_ ___ , pursuant to an Agreement between Richard Brady & Associates, a aliforni corporation, ("Contractor") and the Carlsbad Municipal Water District, a Public Age organized under the Municipal Water Act of 1911, and a Subsidiary District of the City of Carlsbad, referred to as ("CMWD"), dated May 24, 2017, (the "Agreement"), the terms of which are incorporated herein by this reference. 1. CONTRACTOR'S OBLIGATIONS Contractor shall provide construction management and inspection services in accordance with the "Project Engineer's Manual", 2001 edition, as published by the City's Engineering Department, City "Standards for Design & Construction of Public Works Improvements in the City of Carlsbad," and the proposal dated December 7, 2017 ("proposal"), attached as Appendix "A" for the C & D3 Steel Water Tanks Interior and Exterior Coatings & Structural Repairs, (the "Project"). The Project services shall include construction management and inspection services. 2. PROGRESS AND COMPLETION Contractor's receipt of this Project Task Description and Fee Allotment, signed by the Executive Manager or General Manager and a Purchase Order from the City's Purchasing Department, constitutes notification to proceed to the Contractor. Contractor shall begin work within 35 working days after receiving this fully executed document and a City Purchase Order. Contractor shall complete the work within 66 working days thereafter. Working days are defined in section 6-7.2 "Working Day" of the Standard Specifications for Public Works Construction (Green Book). Extensions of time for this Task Description may be granted if requested and agreed to in writing by the Executive Manager or General Manager. In no event shall Contractor work beyond the term or authorized compensation of the Agreement, as amended by this Project Task Description and Fee Allotment. 3. FEES TO BE PAID TO THE CONTRACTOR Contractor's compensation for the Project is shown in Table 1, "Fee Allotment", herein. Fees shall be paid on the basis of time and materials for each task group shown in Table 1. Progress payments shall be based on time and materials. Appendix "A", attached, prepared by Contractor and reviewed by CMWD, shows the parties' intent as to the elements, scope and extent of the task groups. Contractor acknowledges that performance of any and all tasks by the Contractor constitutes acknowledgment by Contractor that such tasks are those defined in Appendix "A". Additional task groups, not shown in Table 1 or Appendix "A", will be performed by the Contractor only upon authorization of CMWD through the mechanism of a separate Project Task Description and Fee Allotment and Purchase Order. In the event that City directs Contractor to curtail or eliminate all, or portions of the task groups identified in Table 1 or Appendix A, then the Contractor shall only invoice CMWD for work actually performed. The maximum total cost of Contractor's services for this Project Task Description and Fee Allotment is $82,748. General Counsel Approved Version 7 /19/17 1 4. Ill Ill Ill Ill Ill Ill Ill Ill Ill Ill Ill Ill Ill Ill TRAN1561 PREVAILING WAGE RATES Any construction, alteration, demolition, repair, and maintenance work, including work performed during design and preconstruction such as inspection and land surveying work, cumulatively exceeding $1,000 and performed under this Agreement are subject to state prevailing wage laws. The general prevailing rate of wages, for each craft or type of worker needed to execute the contract, shall be those as determined by the Director of Industrial Relations pursuant to the Section 1770, 1773 and 1773.1 of the California Labor Code. Pursuant to Section 1773.2 of the California Labor code, a current copy of applicable wage rates is on file in the office of the City Engineer. Contractor shall not pay less than the said specified prevailing rates of wages to all such workers employed by him or her in the execution of the Agreement. Contractor and any subcontractors shall comply with Section 1776 of the California Labor Code, which generally requires keeping accurate payroll records, verifying and certifying payroll records, and making them available for inspection. Contractor shall require any subcontractors to comply with Section 1776. 2 TRAN1561 TABLE 1 FEE ALLOTMENT CONSTRUCTION MANAGEMENT AND INSPECITON SERVICES C & D3 STEEL WATER TANKS INTERIOR AND EXTERIOR COATINGS AND STRUCTURAL REPAIRS PROJECT NO. 5024-A TASK GROUP TIME & MATERIALS Construction Manaqement and Inspection (512 hours @$154/hr) $78,848 Project Director (20 hours (@$195/hr.) $3,900 TOT AL (Not-to-Exceed) $82,748 CONTRACTOR Richard Brady & Associates (name of Contractor) *By: (print name/f le) By: ft ?,yJ ~ /}rzAJdJ (sign here) C'.d\-l'l1 <; THJ E C:, ~ t>-oy ICE U <"" (print name/title) r\ o 9-~ r 1:-,-nt .1-1 . /\,ct -mail address) C\C o\14M,~ fkrAcJl:(,&:f (e-mail address) If Contractor is a corporation, this document must be signed by one individual from each column: Column A Chairman, president or vice-president Column 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. CARLSBAD MUNICIPAL WATER DISTRICT, a Public Agency organized under the Municipal Water Act of 1911, and a Subsidiary District of the City of Carlsbad APPRO ED AS TO FORM: CELIA A. BREWER, General Counsel BY:-~-'------· -"---", ~-----'"'---- Deputy General Counsel Date: ---=--z,l'--L-(J 4-+-+-/.,__I e, __ _ General Counsel Approved Version 7/19/17 3 Mr. Scott Fisher City of Carlsbad 1635 Faraday Avenue Carlsbad, California 92008 Appendix A BRADY TRAN1561 December 7, 2017 Subject: Construction Management and Inspection Support Services for the Carlsbad C & D3 Steel Water Tanks Interior and Exterior Coatings & Structural Repairs Contract No. 5024-A Dear Mr. Fisher Thank you for this opportunity to submit a proposal for CM/Inspection services for the interior and exterior coatings & structural repair for tanks C & D3, Contract 5024-A. PROJECT UNDERSTANDING AND SCOPE OF SERVICES The contract work includes the interior and exterior coating for tanks C and D3 along with structural repairs. Tank D3 is a 175 diameter circular welded steel tank, 50 foot high with a 9 million gallon capacity. The tank is located south and east of the Poinsettia Lane and Black Rail Road intersection and is an integral component of the potable water storage system. Tank C is also a circular welded steel tank that was constructed in 1961. It is located northeast of the intersection of Cannon Road and College Boulevard near Sage Creek High School. The 75 foot diameter tank stands 32 feet high and has a storage capacity of 1 million gallons of recycled water. Originally part of the potable water distribution system, the tank was later converted to recycled water storage. The tank was last coated in the mid-1990s. The exterior coating consists of a lead based primer and both the interior and exterior of the tank is assumed to contain lead and must be sampled by the contractor to determine if hazardous for removal and handling. Improvements to the C and D3 tanks will include the removal of the interior coating by abrasive metal blast cleaning and application of a new zinc three (3)-coat epoxy coating system. Exterior improvements include a power wash and exterior over-coating. Numerous structural repairs are required which include; replacement of earthquake rod assemblies, water level indicators, cathodic protection, interior and exterior ladders, handrails, gates and repair and replacement of miscellaneous hatches and vents Mr. Dallas Poore, CCM will function as the RE /inspector; he is experienced providing CM/inspection services for water/wastewater facilities. Services include attending or leading bi-weekly construction meetings, daily communication with the contractor, monitoring quantities and preparing payments for Carlsbad's CM Team, and reviewing and monitoring the construction schedule. Material furnished and work performed will be inspected. Inspection will include tank surface preparation and coating application. Inspection will be provided by a NACE certified inspector. Mr. Poore will receive a level 1 NACE certification. Holiday testing will be performed by the contractor in the presence of our inspector, Mr. Poore. Independent testing will also be conducted for spot checking. Coating thickness will be checked with a non-destructive film thickness gauge. Contractor will provide ladders and scaffolding for Richard Brady & Associates 3710 Ruffin Road, San Diego, California 92123 858/496-0500 www.richardbrady.com Appendix A TRAN1561 BRADY inspection along with equipment for holiday testing and film thickness. Inspection will also include daily reports and photos. It is assumed welding inspection, if required will be coordinated with the City's As- Needed Testing Firm. BRADY will coordinate tank isolation with City CM and CMWD. City CM Team will be kept informed of progress and community project concerns. Document Control is proposed utilizing a web-based document control system PROCO RE (if acceptable by the City) or VPM. PROCO RE will be made available to City Team and contractor at no additional cost. The estimated bid amount of the contract is $1,500,000. The contract duration is 66 working days (approximately 3 months). Based on our experience, we propose to staff the project at approximately 24 hours a week during the first month for the submittal process phase. Thereafter we anticipated full time inspection will be provided. A summary of services is provided as follows: LEVEL OF INSPECTION AND FEE For proposal purposes, NTP is assumed late January 2018. Contract period is 66 working days. Two additional weeks provided for project close-out • Part-time 24 hour week effort assumed for first 4 weeks, which includes participation in a kick- off meeting, and pre-construction conference, submittal review phase and schedule review along with coordination with Carlsbad Municipal Water District (CMWD). • Full-time for tank coating prep, sand blasting, and coating application. We believe this part-time approach at the start will provide a cost-effective level of service and fit into the City's budget. It should be noted that Mr. Poore will be available to City Staff and the contractor on a 24-hour basis. BRADY proposes to provide the above services for the total 11not-to-exceed" fee of$ 82,748.00 or approximately 5.5 percent of the construction contract estimate. A breakdown of the proposed fee is presented for your information to be used in evaluating this proposal. Fees will be invoiced monthly, based on actual hours of work completed and in accordance to BRADY Master Agreement. 2018 Steel Tank C & D3 Coating Jan Feb Mar Aor Mav 'Jori Jul Aua Seo (Working Days/Month) 22 19 22 21 22 21 21 23. 19 Staff Name Labor Category Hours Dollars Dallas Poore RE/inspector $154.00 512 $78,848 24 96 176 168 48 Javier Saunders Project Director $195.00 20 $3,900 4 6 4 4 2 0 $0 0 $0 0 $0 0 $0 0 $0 Sub-Total $82,748 Key Personnel -Labor Total 532 28 102 180 172 50 Richard Brady & Associates 3710 Ruffin Road, San Diego, California 92123 858/496-0500 www.richardbrady.com Appendix A TRAN1561 BRADY ASSUMPTIONS AND EXCLUSIONS Our scope of services is based on the following assumptions and exclusions: • Direct costs of vehicle, transportation, and standard inspection equipment is included in hourly rates. • Daily reports will be provided to the City at the end of each week. • Fee is based on 66 working day contract duration plus 2-week closeout. Delay in the project or additional time granted to the contractor may require additional services. • Fee does not include claim mitigation beyond normal assistance. Additional services may be required for claims or delays that extend contract duration or the need to bring additional resources. • Overtime inspection is subject to prevailing wages California Labor Code Section 1772. Overtime is 1.5 times hourly rate. Weekends/holidays 2 times hourly rate. • Monthly Status Report provided with monthly invoice. We look forward to the opportunity to assist the Carlsbad CM team on the Tank C & D3 Coating and Structural Repair Project. We are available at your convenience to discuss our proposed fee or address any project questions you may have. Sincerely ·~ ecutive Vice-President 19.861.8872 Richard Brady & Associates 3710 Ruffin Road, San Diego, California 92123 858/496-0500 www.richardbrady.com RICHBRA-02 AUSTINA ACORD" CERTIFICATE OF LIABILITY INSURANCE I DATE (MM/DD/YYYY) ~ 2/6/2018 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 riahts to the certificate holder in lieu of such endorsement(s). PRODUCER License# OE67768 ~2~~~cT Ali Smith IOA Insurance Services FitJ8,NJo, Ext): (619) 788-5795 50206 I FAX 4370 La Jolla Village Drive (A/C, No):(619) 574-6288 Suite 600 ii:iMlJ~ss, Ali.Smith@ioausa.com San Diego, CA 92122 INSURER/SI AFFORDING COVERAGE NAIC# INSURER A: Crum & Forster Soecialtv Insurance Comoanv 44520 INSURED INSURER B: Ohio Security Insurance Comoanv 24082 Richard Brady & Associates, Inc. INSURERC: 2655 Camino del Rio North, Suite 100 INSURERD: San Diego, CA 92108 INSURERE: INSURERF: COVERAGES CERTIFICATE NUMBER· REVISION NUMBER· THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDL SUBR POLICY NUMBER POLICY EFF POLICY EXP LIMITS IT .. •••en ••n,n /MM/nnNYVY\ /MM/DnNYVY\ A X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 -~ CLAIMS-MADE [K] OCCUR DAMAGE TO RENTED 500,000 X EPK116909 05/12/2017 05/12/2018 PREMISES /Ea occurrence) $ ~ MED EXP (Anv one person) $ 10,000 PERSONAL & ADV INJURY ~ $ 1,000,000 2,000,000 GEN'LAGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ Fl POLICY [K] j'f8f O LOG PRODUCTS -COMP/OP AGG $ 2,000,000 OTHER: $ B AUTOMOBILE LIABILITY PE~~~~~~~llNGLE LIMIT $ 1,000,000 X ANY AUTO BAS57236089 05/12/2017 01/14/2018 BODILY INJURY /Per oersonl $ ~ OWNED -SCHEDULED AUTOS ONLY AUTOS BODILY INJURY /Per accident\ $ ~ -HIRED NON-OWNED /p~9~[c~de~t?AMAGE $ AUTOS ONLY AUTOS ONLY X Comp.: $500 X Coll.: $500 $ A UMBRELLA LIAB ~ OCCUR EACH OCCURRENCE $ 3,000,000 ~ EFX107390 05/12/2017 05/12/2018 3,000,000 X EXCESS LIAB CLAIMS-MADE AGGREGATE $ DED I X I RETENTION$ 0 $ WORKERS COMPENSATION I PER I I OTH-AND EMPLOYERS' LIABILITY STATUTE ER Y/N ANY PROPRIETOR/PARTNER/EXECUTIVE D N/A E.L. EACH ACCIDENT $ OFFICER/MEMBER EXCLUDED? (Mandatory in NH) E.L. DISEASE -EA EMPLOYEE $ If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE -POLICY LIMIT $ A Prof Liab/Clms Made EPK116909 05/12/2017 05/12/2018 Per Claim 2,000,000 A Ded.: $25k Per Claim EPK116909 05/12/2017 05/12/2018 Aggregate 4,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Re: All Operations City of Carlsbad is Additional Insured with respect to General Liability per the attached endorsements as required by written contract. Insurance is Primary and Non-Contributory. 30 Days Notice of Cancellation with 10 Days Notice for Non-Payment of Premium in accordance with the policy provisions. CERTIFICATE HOLDER City of Carlsbad/CMWD c/o EXIGIS Insurance Compliance Services PO Box 4668 • ECM #35050 ACORD 25 (2016/03) CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE "~illcr~-t!P.. © 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD / / Named Insured: Richard Brady & Associates Policy Number: EPK116909 Cru,n.c :,Forster THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED -OWNERS, LESSEES OR CONTRACTORS -COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name of Additional Person(s) or Location And Description Of Completed Organization(s): Operations Where Required by Written Contract Where Required by Written Contract Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section Ill -Who Is An Insured within the Common Provisions is amended to include as an insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury" or "property damage" caused, in whole or in part, by "your work" at the location designated and described in the schedule of this endorsement performed for that additional insured and included in the "products-completed operations hazard". EN0320-0211 Named Insured: Richard Brady & Associates Policy Number: EPK116909 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. PRIMARY AND NON-CONTRIBUTORY ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS ONGOING OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART CONTRACTORS POLLUTION LIABILITY COVERAGE PART ERRORS AND OMISSIONS LIABILITY COVERAGE PART THIRD PARTY POLLUTION LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) or Organization(s): Where Required By Written Contract SECTION Ill -WHO IS AN INSURED within the Common Provisions is amended to include as an additional insured the person(s) or organization(s) indicated in the Schedule shown above, but solely with respect to "claims" caused in whole or in part, by your ongoing operations performed for that person or organization by you, or by those acting on your behalf. This insurance shall be primary and non-contributory, but only in the eve·nt of a named insured's sole negligence. ALL OTHER TERMS AND CONDITIONS OF THE POLICY REMAIN UNCHANGED. END116-0211 Named Insured: Richard Brady & Associates Policy Number: EPK116909 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED -DESIGNATED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART CONTRACTORS POLLUTION LIABILITY COVERAGE PART ERRORS AND OMISSIONS LIABILITY COVERAGE PART THIRD PARTY POLLUTION LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) or Organization(s): Where Required By Written Contract SECTION Ill -WHO IS AN INSURED within the Common Provisions is amended to include as an additional insured the person(s) or organization(s) indicated in the Schedule shown above, but solely with respect to "claims" caused, in whole or in part, by "your work" or out of premises owned by or rented to you. ALL OTHER TERMS AND CONDITIONS OF THE POLICY REMAIN UNCHANGED. EN0112-0211 Named Insured: Richard Brady & Associates Policy Number: EPK116909 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. AMENDED WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL UABILITYCOVERAGE PART CONTRACTORS POLLUTION LIABILITY COVERAGE PART ERRORS AND OMISSIONS LIABILITY COVERAGE PART THIRD PARTY POLLUTION LIABILITY COVERAGE PART ONSITE CLEANUP COVERAGE PART SCHEDULE Name of Person(s) or Organization(s) Information reauired to complete this Schedule, if not shown above, will be shown in the Declarations. SECTION VI -COMMON CONDITIONS, item 17. Transfer Of Rights of Recovery Against Others To Us within the Common Provisions is amended by the addition of the following: Solely as respects the person(s) or organization(s) indicated in the Schedule sho1.1v11 above, we waive any right of recovery we may have against the person(s) or organization(s) indicated in the Schedule shown above because of payments we make for "damages" arising out of your ongoing operations or "your work" performed under a written contract with that person(s) or organization(s) and included in the "products- completed operations hazard". However, this waiver shall not apply to "damages" resulting from the sole negligence of the person(s) or organization(s) indicated in the Schedule shown above. ALL OTHER TERMS AND CONDITIONS OF THE POLICY REMAIN UNCHANGED. Named Insured: Richard Brady & Associates Policy Number: EPK116909 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. PRIMARY AND NON-CONTRIBUTORY ADDITIONAL INSURED WITH WAIVER OF SUBROGATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART CONTRACTORS POLLUTION LIABILITY COVERAGE PART ERRORS AND OMISSIONS L1ABILITY COVERAGE PART THIRD PARTY POLLUTION LIABILITY COVERAGE PART SCHEDULE Name of Additional Insured Person(s) or Orqanization(s) Where Required by Written Contract A. SECTION Ill -WHO IS AN INSURED within the Common Provisions is amended to include as an additional insured the person(s) or organization(s) indicated in the Schedule shown above, but solely with respect to "claims" caused in whole or in part, by "your work" for that person or organization performed by you, or by those acting on your behalf. This insurance shall be primary and non-contributory, but only in the event of a named insured's sole negligence. B. We waive any right of recovery we may have against the person(s) or organization{s) indicated in the Schedule shown above because of payments we make for "damages" arising out of "your work" performed under a designated project or contract with that person(s) or organization(s). C. This Endorsement does not reinstate or increase the Limits of Insurance applicable to any "claim" to which the coverage afforded by this Endorsement applies. ALL OTHER TERMS AND CONDITIONS OF THE POLICY REMAIN UNCHANGED. EN01 18-0211 TRAN1561 AMENDMENT NO. 1 TO EXTEND AND AMEND MASTER AGREEMENT FOR AS-NEEDED HORIZONTAL CONSTRUCTION MANAGEMENT AND INSPECTION SERVICES (RICHARD BRADY & ASSOCIATES) This Amendment No. \ is entered into and effective as of the 1-¥0v day of Se.~~ \c:,,,_v:J , 20--1.1_, extending the agreement dated May 24, 2017 (the "Agreement") by a d between the Carlsbad Municipal Water District, a Public Agency organized under the Municipal Water Act of 1911, and a Subsidiary District of the City of Carlsbad, ("CMWD"), and Richard Brady & Associates, a California corporation, ("Contractor") ( collectively, the "Parties") for as-needed horizontal construction management and inspection services. RECITALS A. The Parties desire to extend and fund the Agreement for a period of one (1) year. NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, CMWD and Contractor agree as follows: 1. That the Agreement, as may have been amended from time to time, is hereby extended and funded for a period of one (1) year ending on September 28, 2018, on a time and materials basis not-to-exceed three hundred thousand dollars ($300,000). 2. All other provisions of the Agreement, as may have been amended from time to time, shall remain in full force and effect. 3. All requisite insurance policies to be maintained by the Contractor pursuant to the Agreement, as may have been amended from time to time, shall include coverage for this Amendment. Ill Ill Ill Ill Ill Ill Ill Ill General Counsel Approved Version 1/30/13 TRAN1561 4. The individuals executing this Amendment and the instruments referenced on behalf of Contractor each represent and warrant that they have the legal power, right and actual authority to bind Contractor to the terms and conditions hereof of this Amendment. CONTRACTOR RICHARD BRADY & ASSOCIATES, a California Corporation By:(l~~ G (sign her~ (, I ( {+ AAD f3..2_ (').py ( C (_'-u (print name/title) (sign here) C/-//U .S T1IVt-~ f)(l/-J.} Y /c-F 0 (print name/title) I CARLSBAD MUNICIPAL WATER DISTRICT, a Public Agency organized under the Municipal Water Act of 1911, and a Subsidiary District of the City of Carlsbad By: (Jiv--Barbara Engleson, Secretary If required by CMWD, proper notarial acknowledgment of execution by contractor must be attached. If a corporation, Agreement must be signed by one corporate officer from each of the following two groups. Group A Chairman, President, or Vice-President Group B Secretary, Assistant Secretary, CFO or Assistant Treasurer Otherwise, the corporation must attach a resolution certified by the secretary or assistant secretary under corporate seal empowering the officer(s) signing to bind the corporation. APPROVED AS TO FORM: CELIA A. BREWER, General Counsel By:~ Deputy General Counsel General Counsel Approved Version 1/30/13 2 Rlbi-!BRA-02 C.EB.TlFIC'ATE OF LIABILITY IN$UAANCE Oil.TE (MMlriDi\rYYYi .511012017 rH1s. cEitni=tckiE rs 1sso1:o As A MATTER d'i= 1tii:Pe°R:MA:r10N ONLY AND coNFERstto R1e'f!:rs·oPoN rHe cER.TiF'tcAie:H.oJ.DeR. ia1s CERTIFICA'l'E; DOES, NO.T'AFFIRMATIVELY ·oR NEGATIVELY AMEND, EXTEND 'OR ALTER THE COVERAGE AFFORDED BY THE POLICIES, 8E~:9Wi 1'.ijlSc ~R'TIFlc;ATE, PF 'INSURA.«~e 0.()ES I\IOT CQNSTIJUTE A CQNJMCJ 8EJWEEN T!'fE ISSUIN~ INSURl:R(~. ,AitlTHORJ:ZEO RJ::~~ESE~T)Vtl'VE QR PROPCJCER; J(ND ,:HE.(;ERTIFtCAJ"E HOLDER, .. . . . . . . .. . . . . . . . . ... . . . . . . . . . . IMPQRJANl;f Jf Jfle .. certifi.ca~etJol~!)r!s M,ADOl110NP.LJNSUR ED, the ,JiolicY(iesJ musthayeADOfOQNAL lNSUREP pn:)\lisiotjs·ot ~eehdorsed: lf SUBROGATION IS· W'A]VED, su . ' , to thif terms and conditions of the policy, certain policies may reqtiir/fan Eiridorseinent. A statement on this certificatioclo~s nPH:orit~r ni'J th~ eert1~6'.c!,te 1101der 1ri neu 01: such endorsem11nt(sJ; · · · · · · · ··· ·· · · · · · · · ·· · · · · INSURED :RI i;l)cttcl ·.Brady & Assp,tl~tes ~:n°6,~!~[;i1123 ..... . INSURERC: JNSURER:D.: COVERAG'ES CERTIFICATE.NUMBER: REVlSION NUMBER: Ti-l IS. IS TO CERTiFY' THAT THE PO\JCtES OE' INSURANCE LISTEO .BELOW HAVE ,B)=EN ISSUED TO Ti-IE INSURED NAMED MOVE' FOR THE Pbi.1¢YPERIOD INDICATED. NOTWITHsTANDiNG ANY R,E'QO}REMENT;, TERM OR CONDITION Of' ANY CONTRACT OROTH ER D.OCUMENT WITH RESPECT TO WHICH THIS CERTIFIC.ATE MAY .B5 ISSlH;D OR MAY PERTAIN, THE. INSURANC5 AFFORDED BY THE PQLICfES DESCRIBED HERElN IS SUBJECT TO ALLTHE TERMS, · EXCLU$10NSANOt6NbJTION$ OF SUCH POLICIES. LIMIJS SHOiilfN MAY HAVE BEEN ~EOUCEOBY'f?AlD'GlAIMS, A X ,.COMMERCIAL,GE:NERAL PABIJ:JD' =~ CLAIMS-MADE [!] \)CCUR A -sCl-i!::DliLED ~.AUTOS · _ ~8tt<?;~l9 X Coll.: $500 .UMBRELLA LIAB ~ OCCUR X · EXC.ESS LIAS 1-I 'tLAlMS-MADE . DEb I )( I RETENTJON $ ff WORKERS. COMP.ENSATibN X EPl<116909 BAS57236089 ~FX10739U AND EMPLOYERS' LIABILITY y I N ANY PR!Et:OfUPAFlTNERIEXECUTIVE o·. N .. IA 0FFl BER EXa;UDED1 [Mari . NH) .. . if'yes, ,lesG~be under DESCRIPTION OF OPERATIONS below A Pr'otliab/Clms Made A Oed,: $25k Per Claim EPK1:169,Q9 EPK116909 LIMITS ~URRENCE $ 1 i900;00() 05/12/2017 ()5/12/20.1 tl ~,,.9lSa"'RE""o~es~£1l::~'-"""""ceeelL-+"-$ ____ 5,() .. {)cc,0:.()-"0.-I .. MED EXP. (A1jy' ,:m~.persO:n) $ PERSONAL &PDV INJURY $ G'ENERALAGGREGATEC:. $ PR0Du¢is-C0MP/6p,iiGG $ :COMBINEl)SiNGLEl!MlT r:Ea accide.nn ,0$/12/2Clt7 .05/12/2018 BOOILY INJURY (Perj)ersbh] $ BODll'i'iNJJRYtPer'aci:ideilt\ $ 1.0,000 1,,000;000 2,000;000 / 2,poo,000 1,000,000 $ 3,Cl00,00!) ,,; 0o/12/2O11 05ff2J.20f8 ,c.A=.G-".G'-"RE=G~AT=.E~---,.P.$ ___ 3_,_oo_o_,o_,o--jo EACH OCCURRENCE EL EACH Ate IDENT IOTH0 ' :ER $ ELDiSEASE0 EAEMPLOYE:E $ E.L.[).ISEASE>POLICYLIMrT. $ 05/t212,(l17 05/12lc20~8 Per Claim 05/12/2017 05/12/2018 Agf!regate 2,000,000 4,000,000 ,/ DESCRIPTiONOF,OPERATIONSJ.LOCATIONSJVEHICLES (ACORD 101;Ad/litional:Rerriarks Schedule,.may beattii.¢heil if more space Is required]. Re: All Ope_tatior1s . . . . . . . . . . . . . ·. . . · . .. . . . . · City of Carlsbad· is Additional· Insured with respectto ·General Liability per the attached endorsements as required by written· contract. Insurance.is Primary and Non-Contributory. · · 30 Days .. Notiee of Cancellation with 10 Days Nbti.ce for No~Payment·of Premium ih accordance with the policy provisions. CERTIFICATE HOLDER City tifCarlsJ:iad P41;llic VVrirk$'.Oepa_tj:ment .Construction Manager:ne.nt&lnspection D.ivlsion 1Jl3~ Faraday Ave, · ICatlsbad CA 92008 ACORD 25 (201 Ei/03) CANCELLATION ~tlOUi,J? A~Y 9f.WE-A~6VEOASCR!SED 1'9~1,CIE.~ BE,CANl'.;ELLE:tl. 5-Ef PRE . . THE EXPIRATION bATE THEREOF,. NOTICE WILL .. BE DELIVERED IN ACCORDANCEWiTH THE POLICYPROVISiONS, . .. . . . . . . AliTHORIZE.D REPRESENTATIVE {.~~.~~ ,J © 19813°2015 ACORD CORPORATION, AU rights reserved. The ACORD name and logo are registered marks ofACORD Named Insured: RicMrd E}rady &Assoclc¼tes j PoliQy Numper: EPK116909 THIS ENDORSEMENT CHANGES THE POLICY>PLEASE READ IT CAREFULLY; ADDITJQiNAL INSURED-OW'NERS, LESSEES O'R CONTRACTORS --COMPLSTEO O:PERA:TIONS This ern:totsC:::l'nentt:r1odifies insurance provided uncler the followiiJQ: < COMMERCIAL GENERAL UABIUTY COVERAGE PART SCHEDULE Name of Additional P~rson(s) cir Ormmizatiori('S,):,. · ' A. Sectk>rt m .... Woo Is An Insured within the Comfli6'h PtoviskitiS Is amended to inclLjde as an jnsured the person{s) or organlzation:(s) shown ihJhe Schedule; ·bufonly with respect to li<1t>iUfy for "bodlly injury'' or "property dc1ma9e'' iatis~d. in whqJe. 9r in part, by. "your Wcirl,f ?it the location de$ignated and. described in the schedule of tnls eodo.tserrrent performed, for that additional insured and inclucled in the ·"protf1,:1~s,-c901pl~ted pp~r~Ho n~ hazarcl'\. Location And Oes:crip.tion Ofdom pleted Op~r~tihn!i · Wh~re Requited by Written Cgntract N~meflnsure~: Ri¢hard Brady.&As;;;odates Policy Numbe6EPKft6.909 t,,..-, 1IHIS ENOO.RSEMIENT.GHANGES THE POLICY. PLEASE READ IT CAREFULLY'. PRIM.ARY AND tJON-CO.NTR1BUTQRY ADDITl·ONAL INSURED--• • -·:· .: . '.' ,. .. ., ·.. >;· :.• ,. • ~ • ·.• • '"· ;:' • • : . :-,-, . : ., OWNERS. LES:SEES ORC:ONTRACTORS ONGOING OPERATIONS .. : . . '· . . ,., .. · ... '., .. . ... · .. · ,· .· . . . . . . . '· ··.· ' ,. ' . . . . , .. , .. ,. . ·.• . ' This endorsement mqqifi.~? ini;Jiran~e provi,ded under the lo;ilqwing: COMMERClltl .. $.ENERAl.. LIABI LttYC¢VERAGE PART ·CONTRACJORS POLLUTION:LIABILITY COVERAGE f>ART· ERRORS AND OMlSSIONS UABILITY COVERAGE PART TrURb F?AffTY POU,.JJi!ON LIABILITY COVEl~AGE PART SCHEDULE N~meOf Additionaflnsured Pers.on(s)or Organization(s): v'\lhe.r~ ~eqLJir~d $y'W,ritten C~trtti-_act · ~E¢Tt0N ill ---·WHO iS-AN INSURED witflfh the ¢omm~n.Pttrvis,1¢nsis{amended to i:nclQde as ar1 a.ddition~I irist.1rect the petson(ii) or :6ff(arilzatic:in(~; indicated in the: S"chedule shown afiove, but solely With respect to ''claim§)" c.a:Lfsecl .. in_·WbfJl~·(jrif! p13rt, PY .yQµr ongoing operations perfpn]'led for that per$on or organization by ypu, qr)QYJlio~e ac:tiog:91:r:y9.µr pehalf, Thi~ insur~nce $t)aH be primary and non;,contributory, but only in the event of ~· ni:imeq fn~ltred's sole ·fregligen¢e. · ··· ALLOTHER TERMS AND:'CONDITlONS OF THE POLICY REMAIN UNCHANGED; Named lnsured:Richard Brady & Associates Policy Ntlmb.er; EPK116909 THIS. ENO,OR$EJ\IIENT CHANGE$ THE POLICY. PLEASE R.EA\D IT CAR;EFOLL'(. ADIJlTIONAL INSUREb.--t>ESlGNATEO PERSONORORGANJ.z.:Al.· 1.0 .. N.·• .. . -.. . . ... . . . . . .. . . .. . . ... .. . . . . This ~lidorsentent.modifies insurance provided under the fotlowingi, CS,fV1MER91ALGENERAL ltASIJJTY COVERAGE PART CONTRACTORS POLLUTION LIA:BIUTY COVERAGE PART ERRORS ANDOMISSIONS LIABILITY COVERAGE PART THIRDPARTY POLLl)TtON LIABILITY COVERAGE PART $CHEDULE Name Of'Additi.onat Insured Person(s)9r Organizati<m(i;;J: Where Required By Written Contract · SECTION llf .~ :WHO IS AN INSURED within:the Corrtmon ProvisiQns is amended to,include as an additional jns1;1;r:e~ the pl;}rsor,(Sj Of organiz.atl011(~) '.tn.dicate~ in th$ S.chedule $1\<>Wn 1;1:boye, -~LAt SOJ9-Jy With r¢~p~pt to ''claim$'' caused, in.whole odn part;_by "youtwQrk" or out of premfaes ¢wned by otrented to. you, ALL OTHER TERMS AND CONDlTIONS OF THE POLICY REMAIN.UNCHANGED, Named insured: B1chard Bracly & Associat~s Rolley, Num!Jer: EPK11 i:3909 -THIS ·1:NQQR$EMJEI\J1' QHANGES THE;POl;lCY, PLaif:As.s::READ"lT CAREf·VU.v. AM.EN012tt WAIVER OF TRANSFE.R Of RIGHTS OF RECOVERY AGAIN St OTHERS ro us Thfa endorsement modifies insurance provided under the following: COMhllER¢l:A.LGENERAL UABIUTYCOVERAGE PART CONTRACTORS 'PQtt..UTION. UABILiTYC:OVERAGE PART ERRORS AND OMIS$tONS LIABlLITY COVERAGE PART THIRDPARTY POLLUTION UABILITYCOVERAGE PAR:-T ONS!TE CLEANUP COVERAGEPART SCHEDULE $1:0Tl'ON VI _;C,:OM~QN PONPtTION'S'i' ite,!TI 17. Transfer Of Rights of Recov;ery Against others To Us within the C9mmo·n P:r9.\ll$i6rts isi:lmenl:Jed bythe addition 0fth~ following: Solely ~$ respe<::t$ the p~r$oXi($) or org~trization(s}Jndicated fin the S¢b~dute $t;own above, we \'l@tVe any righlof recovery we 't11aYhave agairist the ,petson(s) or 0:rganizatlori{s) indicated in the Sch~gute $hown above because of payments we rnakefor'(damages1ratisln9out of Mour-0ngoing op.erations or "y:O_urwora" R~tformgq unt1er i:, written ·i::ontr~ci: with· tl)at person(s) or•orgJ:1nizatlorifs) and included in the. hproducts- c(jthplet~d Ope(~fiOl'.IS, b~z~tq", . . . .. Howey~r. thisW:~lMer · shaU :not apply to, "damages" fEls'Qlting from the s9fe neglig¢;nce of the person(s) or orgariizatibn{s) indicated irithe Schedule shown above. · · ·· · ALLOTHER T£::RM~ AND CONDITIONS OF THE POUGYREMAIN UNCHANGED. EN0109-d2'11 Named Insured: Richard Brady & Associates Policy Number: EPK116909 THIS ENDOR$EM1:NT CHAN(,ES THE POLICY. PLEASJ: R.EAD,JTCAREFU4LY. PRIMARY ANO NON .... CQf\lTRISlJTORV A.ODITfONAL IN.SU:RED WITH WAIVER OF SUBROGATION This endorsement modifies. insurance provided Lmderthe following: COMMERCIAL GENERAL LlABli.JTY COVERAGE PART CQNTRACTQR~ .POLLl}TI()~ L!A'E31UTY COVERAG:E PART ERROR$ ANIJ OMISSIONS LIABILITY COVERAGE PART THIRD PARTY POLLUTION LIABILITY COVERAGE PART SCHEDULE N~me olAdditional ·tnsttteq Person( s tor Organization( s) Where Required by VVrftten Contract A; $EC:"ffQN. II( -WHO 1$ ,AN INSURl;P within the Common Provisions is• am,endeQ to Jnctµcte a$· .c1n additipna.l insyred the person(s) or ()rganizatiori(s) indicated in the Scliedule .s'hown abov.~, btlt:st:>lely With respecf to/"ctaims".caused iii whofe Or.ihpart, by "yourwork''Jor thatpersonor drg~tiization peffi.'irtned by you, or by those acting on your behalf. ·· ·· ·· This it_WLIT{iince shc:ill be primary an<:! oon-ct>ntributory, .buf or1ty in the event of a P'.arriecl it1sµredis sole ne9Hgenc$, B, We Waive any right of r~covery We n1ay have against the person(s} or organization(s) indicated in the Schedule shown above because of payments we make for "damages" arising out of "your work" performed uhder a designated project.or contradwith that person(s} or orgariization(s). · · · C This Endorsement does not reinstate or increase the Limits 9f}nsurance applicabJe to any ''Claim" to whic.h the coverag~ afforded by thk, Enctt>rseme-ntapplies. ALL OTHE.R TERMS:AND CONDITIONS OF THE POLICY REMAIN UNCHANGED. TRAN1561 PROJECT TASK DESCRIPTION AND FEE ALLOTMENT NO. 1 BOLERO PRESSURE REDUCING STATION VAULT REPLACEMENT PROJECT NO. 5020-A This Task _No. 1 Proj t Task Description and Fee Allotment, is entered into on · . · . 0 · , · · , pursuant to an Agreement between Richard Brady & Ass ci s, a alifornia corporation, ("Contractor") and the Carlsbad Municipal Water District, a Pub Agency organized under the Municipal Water Act of 1911, and a Subsidiary District of the City of Carlsbad, referred to as ("CMWD"), dated November 17, 2015, (the "Agreement"), the terms of which are incorporated herein by this reference. 1. CONTRACTOR'S OBLIGATIONS Contractor shall provide construction management and inspection services in accordance with the "Project Engineer's Manual", 2001 edition, as published by the City's Engineering Department, City "Standards for Design & Construction of Public Works Improvements in the City of Carlsbad," and the proposal dated January 26, 2017, ("proposal"), attached as Appendix "A" for the Bolero Pressure Reducing Station Vault Replacement, (the "Project"). The Project services shall include construction management and inspection services. 2. PROGRESS AND COMPLETION Contractor's receipt of this Project Task Description and Fee Allotment, signed by the Executive Manager or General Manager and a Purchase Order from the City's Purchasing Department, constitutes notification to proceed to the Contractor. Contractor shall begin work within 35 working days after receiving this fully executed document and a City Purchase Order. Contractor shall complete the work within 150 working days thereafter. Working days are defined in section 6-7.2 "Working Day" of the Standard Specifications for Public Works Construction (Green Book). In no event shall Contractor work beyond the term or authorized compensation of the Agreement, as amended by this Project Task Description and Fee Allotment. 3. FEES TO BE PAID TO THE CONTRACTOR Contractor's compensation for the Project is shown in Table 1, "Fee Allotment", herein. Fees shall be paid on the basis of time and materials for each task group shown in Table 1. Progress payments shall be based on time and materials. Appendix "A", attached, prepared by Contractor and reviewed by CMWD, shows the parties' intent as to the elements, scope and extent of the task groups. Contractor acknowledges that performance of any and all tasks by the Contractor constitutes acknowledgment by Contractor that such tasks are those defined in Appendix "A". Additional task groups, not shown in Table 1 or Appendix "A", will be performed by the Contractor only upon authorization of CMWD through the mechanism of a separate Project Task Description and Fee Allotment and Purchase Order. In the event that City directs Contractor to curtail or eliminate all, or portions of the task groups identified in Table 1 or Appendix A, then the Contractor shall only invoice CMWD for work actually performed. The maximum total cost of Contractor's services for this Project Task Description and Fee Allotment is $65,000. General Counsel Approved Version 8/3/16 1 TRAN1561 TABLE 1 FEE ALLOTMENT Construction Management and Inspection Services BOLERO PRESSURE REDUCING STATION VAULT REPLACEMENT, PROJECT NO. 5020-a TASK GROUP TIME & MATERIALS Construction Manaqement and Inspection (376 hours @$150/hr) $56,400 Electrical Instrument Control Start-up/Testing (46 hours@$145/hr) $6,670 Project Director (6 hours ©$195/hr) Direct Costs TOT AL {Not-to-Exceed) CONTRACTOR Richard Brady & Assoiciates (name of Contractor) .. , Ii ,1 *BGYJ/t ///l/t ~ ', (sign here) \ E. ~av'ier Saunders/Exec. Vice-President J (print name/title) jsaunders@rbrady.net (e-mail address) Richard Brady & Associates (name of Contractor) · (sign here) Crystal Kolland/CFO (print name/title) ckolland@rbrady.net (e-mail address) $1,170 $760 $65,000 If Contractor is a corporation, this document must be signed by one individual from each column: Column A Chairman, president or vice-president Column 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. CARLSBAD MUNICIPAL WATER DISTRICT, a Public Agency organized under the Municipal Water Act of 1911, and a Subsidiary District of the City of Carlsbad !/! / ...... ·---/ ~: Vi~ ~ Kevinl<;rawtord, Executive Manager ( APPROVED AS TO FORM: CELIA A. BREWER, General Counsel BY: ~)1~tl{....._____. 10 t __ ),--::::==_··, _ ,..__,1r;. 9eputy General Counsel I I Date: _7_!_i _J_o--+-/_._l _)-_-____ _ General Counsel Approved Version 8/3/16 2 January 26, 2017 Mr. John Maashoff, P.E. City of Carlsbad 1635 Faraday Avenue Carlsbad, California 92008 BRADY Appendix A Re: Construction Management and Inspection Support Services for the Bolero Pressure Reducing Station Vault Replacement Project Dear Mr. Maashoff; Thank you for this opportunity to submit a proposal for CM/Inspection services for the Bolero Pressure Reducing Station project under our Master Service Agreement. PROJECT UNDERSTANDING AND SCOPE OF SERVICES The Bolero Pressure Reducing Station (PRS) is located on Bolero Street, west of Corte De La Vista, underground within the public right-of-way. The project proposes to demolish and replace the PRS in its same location. The demolition of the existing vault and construction of the new vault will require a system shutdown and coordination. Prior to start of work, BRADY will coordinate with the Carlsbad Team so the system can be maintained and service provided to customers through the construction duration. A new cast-in-place concrete vault will be poured on compacted material and new 8-inch pressure reducing valve and associated valving, piping, and monitoring equipment will be installed. Existing electrical and SCADA connections will be reestablished after the installation of the new equipment. BRADY has extensive experience providing construction management /inspection and design services on similar projects including pump stations, reservoirs, and water treatment facilities. We propose Mr. Dallas Poore as the CM/inspector; he is experienced with concrete underground structures, and water/wastewater facilities. Similar projects include Construction Management services for SDG&E Substation structural and civil improvements including the Carlsbad Poseidon substation improvements and Construction Administration for the San Diego County Water Authority Rancho Penasquitos Pressure Control and Hydroelectric Facility (resume attached). The contract duration is 90 working days or 18 weeks. Mr. Poore will provide CM/inspection services including attending or leading bi-weekly construction meetings, daily communication with the contractor, monitoring quantities and preparing payments for Carlsbad's CM, and reviewing and monitoring the construction schedule. Inspection will include, daily reports, traffic control monitoring, coordinating with City's As-needed testing firm for compaction and concrete sampling, piping, and asphalt repair. Mr. Poore will interface actively with the City Construction Management team to keep them informed of progress and any community project concerns. For electrical and instrumentation and controls, BRADY will provide our in-house electrical/l&C inspection specialist Mr. Ryan Nishimura. His experience includes electrical and l&C inspection for the City of San Diego South Bay Dimenerization Project, Otay Water Treatment Plant, and Metro Bio-solids Center. Richard Brady & Associates 371 0 Ruffin Road, San Diego, California 92123 858/496-0500 www.richardbrady.com 3 Appendix A BRADY The City's estimated construction value is $246,000 with contingences. Based on our experience, we propose to staff the project at approximately half-time. Depending on construction activities, some days may be less or more than 4 hours, but we anticipate an average of 4 hours/day. In order to save costs, during the submittal phase and mobilization phase BRADY will staff at 16 hours per week. A summary of services is provided as attachment. LEVEL OF INSPECTION AND FEE For proposal purposes, NTP is assumed April 2017. Contract period is 90 working days (18 weeks/4.5 month weeks). Two Additional weeks provided for project closeout. • Part-time 16-hour week effort assumed for first month, participation in a kick-off meeting, and pre-construction conference. Submittal review phase, schedule review. • Part-time 20-24-hour week for inspection during 3.5 months of construction. • Two weeks proposed for project close-out (0.5 months), 16-hour per week. We believe this part-time approach will provide a cost-effective level of service and fit into the City's budget. It should be noted that Mr. Poore will be available to City Staff and the contractor on a 24-hour basis. BRADY proposes to provide the above services for the total "not-to-exceed" fee of $65,000. A breakdown of the proposed fee is presented for your information, to be used in evaluating this proposal. Fees would be invoiced monthly, based on actual hours of work completed and in accordance to our Master Agreement. CONSTRUCTION SCHEDULE SUMMARY 2016 2017 (Months) Jan Feb Mar Apr Mav Jun Jul (Working Days/Month) 20 19 23 20 22 22 staff Name Labor Category Hours Dollars Dallas Poore CM/inspector $150.00 376 $56,400 64 88 80 Ryan Nishimura Elec/l&C & Start-up Engr $145.00 46 $6,670 20 Saunders, Javier Project Director $195.00 6 $1,170 2 2 2 ODC's 0 $0 0 $760 0 $0 0 $0 Sub-Total $65,000 ASSUMPTIONS AND EXCLUSIONS Our scope of services is based on the following assumptions and exclusions: • Direct costs of vehicle, transportation, and standard inspection equipment is included in hourly rates. • Daily reports will be emailed to the City at the end of each week. • Fee is based on 90-day contract duration plus 2-week closeout. Delay in the project of additional time granted to the contractor may require additional services. • Fee does not include claim mitigation beyond normal assistance as outlined in the Matrix. Richard Brady & Associates 3710 Ruffin Road, San Diego, California 921 23 858/496-0500 www.richardbrady.com 4 20 80 16 Aua 23 64 10 Appendix A BRADY Additional services may be required for claims or delays that extend contract duration or the need to bring additional resources. • Overtime inspection is subject to prevailing wages California Labor Code Section 1772. Overtime is 1.5 times hourly rate. Weekends/holidays 2 times hourly rate. • Direct costs including large production of blue-lines, mileage at the jobsite at current IRS published rate, misc. testing. We look forward to the opportunity to assist the Carlsbad CM team on the Bolero Pressure Reducing Station. Mr. Dallas Poore is available to meet at your convenience. Please feel free to call should you have any questions or comments. Sincerely, (aM~ Javier Saunders, PE . VJ e-President \_,6'19.861.8872 jsaunders@rbrady.net BRADY Richard Brady & Associates 3710 Ruffin Road, San Diego, California 92123 858/496-0500 5 www.richardbrady.com BRADY YEARS EXPERIENCE 18 EDUCATION B.A. Liberal Studies, Iowa State University, 2000 Professional Certificate in Project Management, University of Phoenix, 2009 Master of Business Administration, San Diego State University Executive MBA Program, 2012 LICENSES / CERTIFICATIONS Project Manager Professional (PMP) #1309792 Safety Trained Supervisor - Construction (STSC) #IEX10883 General Engineering Contractor (Class A) Certified Construction Manager (CCM) Candidate Appendix A Dallas Poore, PMP, STSC Construction Manager Professional Summary Mr. Poore is a former U.S. Marine Corps Captain and has 18 years of experience in various construction, construction management, and construction safety management roles. The range of Mr. Poore's experience covers military, federal, public agency, maintenance, quality, safety, financial, and materials management. Mr. Poore is an excellent communicator and works well with agency staff, project stakeholders, and the community to quickly resolve project issues and keep projects on budget and schedule. Project Experience Construction Manager/Owner's Representative/Contract Administrator}, San Diego Gas & Electric; Sycamore Canyon, Rincon, Talega, Los Caches, Friars, 0cotillo, Imperial Valley, Cannon, Miguel, Murray Road, San Luis Rey, Warren canyon, Escondido, and Descanso Substations (2013-2016) Mr. Poore Provided CM services for SDG&E substation structural and civil improvements. Mr. Poore managed substation improvements and expansions at several different locations concurrently. To date, Mr. Poore has interfaced with more than 25 different agencies spread over 20 projects to facilitate CM requirements. Poseidon Desalination Support -Carlsbad • Provided construction management services for a multi-phased substation expansion project directly supporting the $18 Carlsbad Desalination Plant - the largest salt water desalination plant in the Western Hemisphere that provides 50 million gallons of desalinated seawater per day. • Coordination was required among several different entities including the City of Carlsbad, Poseidon Desalination, AM Ortega, Suffolk, Liberty and several different SDG&E departments (Major Projects, Civil/Structural Engineering, and Substation Engineering). • Construction scope items included surveying, demolition, below-grade construction, grading, paving, concrete, and fencing. Talega Synchronous Condenser -San Clemente • Provided construction management services for a fast-track, design-build, multi-phased substation expansion in support of the $100M+ Talega Synchronous Condenser Project -the first facility of its kind in North America. • Coordination was required among all SDG&E departments, Marine Corps Base Camp Pendleton, dozens of construction contractors, and City of San Clemente. • Construction scope items included surveying, demolition, water piping, below- grade construction, grading, paving, concrete, fencing, and pad certification for the newly constructed Synchronous Condenser facility. Rancho Penasquitos Pressure Control/ Hydroelectric Facility San Diego County Water Authority-Construction Administrator Construction of a pressure control and hydroelectric generating facility, a 2,100 linear foot 96-inch diameter high-pressure pipeline and a 1,000 linear foot 96-inch low- pressure pipeline. Other facilities constructed include: 3,000 square foot concrete building, four 42-inch diameter electric motor operated, horizontal sleeve control valves and associated piping and valves, one hydroelectric generating system including horizontal hydro-turbine system with electric motor operated wicket gates, generator system, electric operated turbine inlet valve, cooling water system, battery and battery 6 Appendix A Dallas Poore, PMP, STSC Construction Manager charger, and required electrical gear. Duties included tracking project correspondence, submittals, RFls, design clarifications, change orders, and other documents. General Contractor, Gallery Systems Installations, Veteran's Affairs, San Diego Healthcare System Mr. Poore provided general construction services for the VA Hospital facility"in San Diego, CA. He managed a multi-phase construction project in five different hospital corridors during normal operating hours. Fortitude required no change orders to complete the work, despite several challenging changes in the scope. All five projects were accepted by hospital staff with no quality concerns noted. All work was conducted in parallel with a multi-million-dollar construction project known as the "Halls & Walls" hospital improvement project. Safety Director, 473-11-D-0813 -Various Task Orders, Department of the Navy, Naval Base Point Loma Mr. Poore acted as safety director and was responsible for the overall safety program implementation for the project. For the entire NBPL JOC, Mr. Poore provided project management, QC Management and supervisory support. Mr. Poore also chaired weekly/monthly H&S meetings with site management personnel. His involvement in task orders, and the overall contract, ensured that all work was completed with no safety incidents or accidents. Safety Director, Rapid Job Order Contract N62473-12-R-0402 -Various Task Orders (2012-2013), Department of the Navy, MCB camp Pendleton Mr. Poore acted as safety director and was responsible for the overall safety program implementation for the project. Mr. Poore also served as a Client Liaison, interfacing directly with Facilities Support Contracts and Camp Pendleton management to ensure safe, timely, cost-effective, and quality outcomes for each task order. His involvement ensured that all task orders were completed with no safety incidents or accidents. Project Manager/Health & Safety Manager/QC Manager, Rapid Job Order Contract N62473-09-D-1019 -Various Task Orders Department of the Navy, MCB camp Pendleton Mr. Poore successfully completed $4M in water/wastewater focused federal construction projects spread over 23 separate task orders on Marine Corps Base Camp Pendleton. All proj ects were awarded and completed in· an expeditious manner; many were executed simultaneously and all were completed ahead of schedule. Project Manager/SuperintendenVSafety/QC Manager/Marketing and Business Development, Basic Ordering Agreement 05-G-4086 (2005-2008), Department of the Navy, MCB camp Pendleton The department of the Navy contracted with BRADY to perform various piping/plumbing and construction projects for MCB Camp Pendleton, the first five task orders under the $3M BOA Contract. Mr. Poore monitored all administration and managed these task orders from start to finish. 7 Pre-Construction Phase Activities Kick Off Meeting Preconstruction Conference Submittal Reviews Pre-Site Video Inspection Construction Phase Activities Communications Project Controls (Schedule) Bi-Weekly Meetings Issues Management Meeting between City staff and Harris team to discuss goals and expectations. Outline project specifics. Inform contractor of project administration procedures. Review bid documents and contractor submittals from a constructability point of view and conformance to specs forwarded to Design Team. Video/Photograph existing PR station exterior area prior to start of work. Foster improved project team communications through written, verbal and electronic communication. Keep project team well informed. Monitor contractor's schedule. Notify parties of actual or potential deviation from schedule. Work with project team to correct non-compliance with schedule. Participate and/or lead Bi- weekly meetings to discuss schedule, current, and past issues. Analyze issue, seek appropriate advice, and recommend redesign parameters. 8 Appendix A Review and comment on minutes prepared by CM Agenda Meeting minutes Comments, if any, to Construction Manager Track status CD of Documented Existing conditions. Conversations, meetings, correspondence, memos, E-mail Schedule reports Recommendations Notifications of schedule status "As-built" schedule Prepare Agenda, minutes Schedule, and logs by construction manager. Communicate Issues and Recommendations to Construction Manager and follow up as directed. Appendix A Quality Control/Inspection Observe, monitor and Daily reports document aspects of project for digital photography compliance with contract Project files documents. Notify contractor Delivered electronically in pdf when work is not in Format within 24 hours after compliance. Prepare daily work day. inspection reports. Provide photographic documentation of construction process. Encourage and stress quality in the constructed product. Compaction and Material Coordinate with City's As-Material Test Reports Testing Needed Testing compaction Daily inspection reports prior to re bar placement. Coordinate collection of concrete break cylinders. Coordinate System Shutdown Maintain distribution system in Prior to construction coordinate service during construction. system meeting with City CM, PM and City Operations Team. Traffic Control Monitor Traffic Control Drive and Test Traffic control approved by City Traffic for safety. Notify control of any Engineer. deviations from approved Traffic Control . Progress Payments Review contractors' payment Documentation of any payment requests against daily reports application exceptions in and identify any exceptions for quantity or level of completion payment processing by the City to City Construction Manager. CM. Change Orders Assist City construction Correspondence and noted manager in assessing potential opinions. change orders for contractual and technical merit, analyzing cost and schedule impact due to individual and cumulative changes. Site Safety Review and monitor Daily Report Notes contractors' safety program for Accident Reports compliance with Cal/OSHA, Hold contractor Safety Confined Space, Shoring. discussions at each construction Lockout Tag-out, and others. meeting. Note on Minutes. Notify contractor if unsafe condition is observed. Notify the City CM if contractor refuses to rectify unsafe condition. 9 Appendix A Permit/Environmental Review and enforce Daily inspection reports Compliance/Storm Water requirements stipulated in Correspondence Monitoring permits issued by City and/or regulatory agencies. Enforce Storm Water BMPs. Dispute Resolution Make recommendations and Dispute avoidance procedures implement procedures for and recommendations reducing the likelihood of disputes and claims. Make recommendations regarding Alternate Dispute Resolution (ADR) methods. Assist in the resolution of disputes. Electrical/ l&C and Start Up Monitor and document aspects Notify contractor and City staff of the electrical and l&C system of issues and items not in and notify contractor of work conformance. not in compliance. Check Assist in Start-Up. status prior to start up and assist in start-up. Closeout Phase Activities "As-Built" Drawings Collate, review, and transmit Data for record drawings contractor's data to design engineer. Final Walkthrough Make final inspections. Prepare Punchlist punch-list. Verify that required certificates of compliance, D&M manuals and as-built drawings have been delivered. Project Completion Report Assist with Notice of Final report Completion. Deliver project Complete project records records to the City. Final Payment Assist Construction Manager By Correspondence and noted final progress payment to opinion to Construction contractor Manager 10 TRAN1561 MASTER AGREEMENT FOR AS-NEEDED HORIZONTAL CONSTRUCTION MANAGEMENT AND INSPECTION SERVICES (RICHARD BRADY & ASSOCIATES) AGREEMENT is made and entered into as of the a~ day of ----'--~~~--· 20~y and between the Carlsbad Municipal Water District, a Public Agency organized nder the Municipal Water Act of 1911, and a Subsidiary District of the City of Carlsbad, hereinafter referred to as "CMWD", and RICHARD BRADY & ASSOCIATES, a California Corporation, hereinafter referred to as "Contractor." RECITALS A. CMWD requires the professional services of an engineering firm that is experienced in inspection and construction management for civil engineering/horizontal projects. B. Contractor has the necessary experience in providing professional services and advice related to inspection and construction management of private as well as municipal projects. C. Contractor has submitted a proposal to CMWD and has affirmed its willingness and ability to perform such work. NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, CMWD and Contractor agree as follows: 1. SCOPE OF WORK CMWD 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. Contractor's obligations with respect to any project granted to Contractor under this Agreement will be as specified in the Task Description for the project (see paragraph 5 below). 2. STANDARD OF PERFORMANCE While performing the Services, Contractor will exercise the reasonable professional care and skill customarily exercised by reputable members of Contractor's profession practicing in the Metropolitan Southern California Area, and will use reasonable diligence and best judgment while exercising its professional skill and expertise. 3. TERM The term of this Agreement will be effective from the date first above written to September 29, 2017. The Executive Manager of CMWD ("Executive Manager") may amend the Agreement to extend it for three additional one year periods or parts thereof. Extensions will be based upon a satisfactory review of Contractor's performance, CMWD needs, and appropriation of funds by the CMWD Board of Directors. The parties will prepare a written amendment indicating the .effective date and length of the extended Agreement. General Counsel Approved Version 9/1/15 TRAN1561 4. PROGRESS AND COMPLETION The work for any project granted to Contractor pursuant to this Agreement will begin within ten (10) days after receipt of notification to proceed by CMWD and be completed within the time specified in the Task Description for the project (see paragraph 5 below). Extensions of time for a specific Task Description may be granted if requested by Contractor and agreed to in writing by the Executive Manager (or designee) or General Manager of CMWD as authorized by the Executive Manager ("General Manager"). The Executive Manager (or designee) or General Manager will give allowance for documented and substantiated unforeseeable and unavoidable delays not caused by a lack of foresight on the part of Contractor, or delays caused by CMWD inaction or other agencies' lack of timely action. In no event shall a specific Task Description exceed the term of this Agreement. 5. COMPENSATION The cumulative total for all projects allowed pursuant to this Agreement will not exceed three hundred thousand dollars ($300,000) per Agreement year. If the City elects to extend the Agreement, the amount shall not exceed three hundred thousand dollars ($300,000) per Agreement year. Fees will be paid on a project-by-project basis and will be based on Contractor's Schedule of Rates specified in Exhibit "A". Prior to initiation of any project work by Contractor, CMWD shall prepare a Project Task Description and Fee Allotment (the "Task Description") which, upon signature by Contractor and for CMWD, the Executive Manager (or designee) or General Manager, will be considered a part of this Agreement. The Task Description will include a detailed scope of services for the particular project being considered and a statement of Contractor's fee to complete the project in accordance with the specified scope of services. The Task Description will also include a description of the method of payment and will be based upon an hourly rate, percentage of project complete, completion of specific project tasks or a combination thereof. 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 CMWD. Contractor will be under control of CMWD only as to the result to be accomplished, but will consult with CMWD as necessary. The persons used by Contractor to provide services under this Agreement will not be considered employees of CMWD for any purposes. The payment made to Contractor pursuant to the Agreement will be the full and complete compensation to which Contractor is entitled. CMWD will not make any federal or state tax withholdings on behalf of Contractor or its agents, employees or subcontractors. CMWD 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 CMWD and the City of Carlsbad within thirty (30) days for any tax, retirement contribution, social security, overtime payment, unemployment payment or workers' compensation payment which CMWD may be required to make on behalf of Contractor or any agent, employee, or subcontractor of Contractor for work done under this Agreement. At CMWD's election, CMWD 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 CMWD. If Contractor subcontracts any of the Services, Contractor will be fully responsible to 2 General Counsel Approved Version 9/1/15 TRAN1561 CMWD 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 CMWD. 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 CMWD. 8. OTHER CONTRACTORS CMWD reserves the right to employ other Contractors in connection with the Services. 9. INDEMNIFICATION Contractor agrees to indemnify and hold harmless CMWD and the City of Carlsbad and its officers, officials, employees and volunteers from and against all claims, damages, losses and expenses including attorneys fees arising out of the performance of the work described herein caused by any willful misconduct or negligent act or omission of the Contractor, any subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable. The parties expressly agree that any payment, attorney's fee, costs or expense CMWD or the City of Carlsbad incurs or makes to or on behalf of an injured employee under CMWD'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. 10.1 Coverages and Limits. Contractor will maintain the types of coverages and minimum limits indicated below, unless the Risk Manager or Executive Manager for CMWD approves a lower amount. These minimum amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations under this Agreement. CMWD, its officers, agents and employees make no representation that the limits of the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect Contractor. If Contractor believes that any required insurance coverage is inadequate, Contractor will obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense. The full limits available to the named insured shall also be available and applicable to CMWD as an additional insured. 1 0.1.1 Commercial General Liability Insurance. $2,000,000 combined single-limit per occurrence for bodily injury, personal injury and property damage. If the submitted policies 3 General Counsel Approved Version 9/1/15 TRAN1561 contain aggregate limits, general aggregate limits will apply separately to the work under this Agreement or the general aggregate will be twice the required per occurrence limit. 1 0.1.2 Automobile Liability. (if the use of an automobile is involved for Contractor's work for CMWD). $1 ,000,000 combined single-limit per accident for bodily injury and property damage. 1 0.1.3 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 CMWD's satisfaction, a declaration stating this. 1 0.1.4 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. 1 0.2. Additional Provisions. Contractor will ensure that the policies of insurance required under this Agreement contain, or are endorsed to contain, the following provisions: 1 0.2.1 CMWD will be named as an additional insured on General Liability which shall provide primary coverage to the City. 1 0.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be written as claims-made coverage. 1 0.2.3 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 CMWD sent by certified mail pursuant to the Notice provisions of this Agreement. 10.3 Providing Certificates of Insurance and Endorsements. Prior to CMWD's execution of this Agreement, Contractor will furnish certificates of insurance and endorsements to CMWD. 10.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance coverages, then CMWD 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 CMWD to obtain or maintain insurance and CMWD 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. CMWD reserves the right to require, at anytime, 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 CMWD 4 General Counsel Approved Version 9/1/15 TRAN1561 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 CMWD. 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 CMWD. Contractor will have the right to make one (1) copy of the work product for Contractor's records. 14. COPYRIGHTS Contractor agrees that all copyrights that arise from the services will be vested in CMWD and Contractor relinquishes all claims to the copyrights in favor of CMWD. 15. NOTICES The name of the persons who are authorized to give written notice or to receive written notice on behalf of CMWD and on behalf of Contractor under this Agreement are: ForCMWD: For Contractor: Name Elaine Lukey Name Javier Saunders Title Public Works Director Title Exec. Vice-President Dept Public Works Address 3710 Ruffin Rd. Carlsbad Municipal Water District San Diego, CA 92123 Address 1635 Faraday Ave. Phone 858-496-0500 Carlsbad, CA 92008 Email jsaunders@rbrady.net Phone 760-602-2751 Each party will notify the other immediately of any changes of address that would require any notice or delivery to be directed to another address. 16. CONFLICT OF INTEREST Contractor shall file a Conflict of Interest Statement with the Clerk for the City of Carlsbad in accordance with the requirements of the City of Carlsbad Conflict of Interest Code. The Contractor shall report investments or interests in all four categories. 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 5 General Counsel Approved Version 9/1/15 TRAN1561 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 CMWD 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 ( 1 0) business days. If the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the disputes will be forwarded to the Executive Manager. The Executive 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 Executive 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, CMWD may terminate this Agreement for nonperformance by notifying Contractor by certified mail of the termination. If CMWD decides to abandon or indefinitely postpone the work or services contemplated by this Agreement, CMWD 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 CMWD and all work in progress to CMWD address contained in this Agreement. CMWD will make a determination of fact based upon the work product delivered to CMWD and of the percentage of work that Contractor has performed which is usable and of worth to CMWD in having the Agreement completed. Based upon that finding CMWD 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 CMWD, Contractor will assemble the work product and put it in order for proper filing and closing and deliver it to CMWD. Contractor will be paid for work performed to the termination date; however, the total will not exceed the lump sum fee payable under this Agreement. CMWD 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, CMWD will have the right to annul this Agreement without liability, or, in its 6 General Counsel Approved Version 9/1/15 TRAN1561 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 CMWD 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 CMWD, 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 CMWD 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 CMWD 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 CMWD, 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. 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. 7 General Counsel Approved Version 9/1/15 TRAN1561 Executed by Contractor this Z 7 ~ day of _ _,fl'-L.fp"'-'--!n"-' -'-'-----' 20 /7 CONTRACTOR By:M4~ (sign here) f.--1 Glftfl!-P g~ I (JI!-l§J I) a-/ (print nam t1tle) () By~Kd/J (sign here) OAr;ziJ'orv Ko i l~nJ ~ CEO (print name/title) 7 CARLSBAD MUNICIPAL WATER DISTRICT, a Public Agency organized under the Municipal Water Act of 1911, and a Subsidiary District o the ity Carlsbad By: Bar ra Engleson I Secreta If required by CMWD, 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 A Chairman, President, or Vice-President Group B Secretary, Assistant Secretary, CFO or Assistant Treasurer 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, General Counsel 8 General Counsel Approved Version 9/1/15 ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of San Diego On April 24, 2017 before me, Kevan Max Dykmans, Notary Public (insert name and title of the officer) personally appeared Richard Brady & Christine Kolland who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s))S'{are subscribed to the within instrument and acknowledged to me that 19e/sl=le/they executed the same in hi&/l=ler/their authorized capacity(ies), and that by l=lis/l=ler/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. (Seal) Exhibit A MASTER AGREEMENT FOR AS-NEEDED HORIZONTAL CONSTRUCTION MANAGEMENT AND INSPECTION SERVICES (RICHARD BRADY & ASSOCIATES) EXHIBIT "A" SCOPE OF SERVICES Contractor shall perform as-needed horizontal construction management and inspection services in accordance with the city's Request for Qualifications with Fee Proposal dated April 20, 2016. The agreed upon billing rates for services outlined in said proposal are attached hereto. Any rate increases are subject to negotiation and approval by city staff. If the use of subcontractors is approved by the City, they shall be billed at cost plus 10%. 9 General Counsel Approved Version 9/1115 Exhibit A HORIZONTAL CONSTRUCTIO MA -- Name Title Prevailing Wage Rate 1 Scott Re illy, CCM Contract Manager/SeAior $186.00 Construction Manager 2 Javier S..ullders, I>E Techn1cal A.dvisor/QA Manager $237.()0 3 Richard Brady, l'f, BCEE PrinclpaHn-Charge $297.00 4 Jim Wageman, PE Resident Engin~r $186.00 s Ryan Fane, PE. QSD Resident Engineer $186.00 6 Danlefle Stephens, PE, l.EED AP Resident Engineer $145.00 7 Brian Montesi, PE Re!.ldent Englnet!r $186.00 8 Ben Sharon, PE Electricai/I&C lospecUons $186.00 9 Ryan Nishimura, PE Electricai/I&C lnspectiorn $145.00 10 R. Lee Biggers, Pt, SE Structurallnspe<:tions $237.00 11 n m Stanton, EIT, QSD OOCument Controi/Cons.trac.t $103.00 Adm I n1stralio n/Schedu ling SUBCONSULTANTSx* Name Title Prevailing W<~ge Rate 1 SCST Principal Engln~r/Geologist 5174.00 2 SCST Senior ~ngineer/Geologist $146.00 3 SCST Staff Engineer/Geologist $116.00 4 SCST Proje,ct Manager $121.00 5 ta Salle Solutiom Inspector $154.00 Notes· • Prevailing wage rates do not rnd ude overtime ••subconsultanb, subc:ontrac:tors, and all otller clirect costs (ODCs) will be billed at actual cost plus a 10 percent mari(up. • • • AM ua I estala tion of 3% Hourty rates include o••erhead for La ptops, wireless connecllcn, cell phones, rnpies, and other minor ind dentals. Mileage at the Job site will be charged the IRS standard rate 10 General Counsel Approved Version 9/1/15