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HomeMy WebLinkAboutWood Environment and Infrastructure Solutions Inc; 2019-02-27; PSA19-686UTILPSA19-686UTIL General Counsel Approved Version 1/30/13 1 AMENDMENT NO.1 TO EXTEND AGREEMENT FOR ABESTOS CEMENT PIPE LAB TESTING SERVICES WOOD ENVIRONMENT & INFASTRUCTURE SOLUTIONS, INC. This Amendment No. 1 is entered into and effective as of the ________ day of _______________________________, 2020, extending and amending the agreement dated February 7, 2019 (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 Wood Environment & Infrastructure Solutions, Inc., a Nevada corporation, (“Contractor") (collectively, the “Parties”) for asbestos cement pipe lab testing services. RECITALS A. The Parties desire to extend the Agreement for a period of one (1) year; and 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 for a period of one (1) year ending on February 26, 2021, on a time and materials basis not-to-exceed thirty-one thousand eight hundred and seventy-five dollars ($31,875). 2. All other provisions of the Agreement, as may have been amended from time to time, will remain in full force and effect. 3. All requisite insurance policies to be maintained by the Contractor pursuant to the Agreement, as may have been amended from time to time, will include coverage for this Amendment. /// /// /// /// /// /// /// /// /// /// DocuSign Envelope ID: 65D0CC48-7D97-4691-87BE-2908656A86CC February 26th PSA19-686UTIL 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 WOOD ENVIRONMENT & INFASTRUCTURE SOLUTIONS, INC., a Nevada 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) Vicki V. Quiram, General Manager Kendall H. Sherrill, Vice President & CFO (print name/title) By: (sign here) Bradley J. Knight, 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: _____________________________ Assistant General Counsel DocuSign Envelope ID: 65D0CC48-7D97-4691-87BE-2908656A86CC Holder Identifier : 7777777707070700077761616045571110777617116304557207453136772406310073650566157330020776051513066410307462411766265457074273665725777600723604413641331307744415716274570076727242035772000777777707000707007 7777777707070700073525677115456000733100507137303307133326352173101071233262520731100702222724307311007022327243173000070233363520731000702332734217310007122237353072010077756163351765540777777707000707007Certificate No : 570079300630 CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DD/YYYY) 11/22/2019 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). 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. PRODUCER Aon Risk Services Southwest, Inc. Houston TX Office5555 San FelipeSuite 1500Houston TX 77056 USA PHONE(A/C. No. Ext): E-MAILADDRESS: INSURER(S) AFFORDING COVERAGE NAIC # (866) 283-7122 INSURED 26883AIG Specialty Insurance CompanyINSURER A: 22667ACE American Insurance CompanyINSURER B: AA1120187American International Group UK LtdINSURER C: INSURER D: INSURER E: INSURER F: FAX(A/C. No.):(800) 363-0105 CONTACTNAME: JWGUSA Holdings, Inc.Wood Group USA, Inc.and its Subsidiaries and Affiliates17325 Park RowHouston TX 77084 USA COVERAGES CERTIFICATE NUMBER:570079300630 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, Limits shown are as requested POLICY EXP (MM/DD/YYYY)POLICY EFF (MM/DD/YYYY)SUBRWVDINSR LTR ADDL INSD POLICY NUMBER TYPE OF INSURANCE LIMITS COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR POLICY LOC EACH OCCURRENCE DAMAGE TO RENTED PREMISES (Ea occurrence) MED EXP (Any one person) PERSONAL & ADV INJURY GENERAL AGGREGATE PRODUCTS - COMP/OP AGG X X X GEN'L AGGREGATE LIMIT APPLIES PER: $2,000,000 $2,000,000 $5,000 $2,000,000 $4,000,000 $4,000,000 B 07/01/2019 07/01/2020HDOG71570009 PRO-JECT OTHER: AUTOMOBILE LIABILITY ANY AUTO OWNED AUTOS ONLY SCHEDULED AUTOS HIRED AUTOS ONLY NON-OWNED AUTOS ONLY BODILY INJURY ( Per person) PROPERTY DAMAGE(Per accident) X BODILY INJURY (Per accident) $2,000,000B07/01/2019 07/01/2020 COMBINED SINGLE LIMIT(Ea accident)ISA H25300312 EXCESS LIAB OCCUR CLAIMS-MADE AGGREGATE EACH OCCURRENCE DED UMBRELLA LIAB RETENTION E.L. DISEASE-EA EMPLOYEE E.L. DISEASE-POLICY LIMIT E.L. EACH ACCIDENT $1,000,000 X OTH-ERPER STATUTEB07/01/2019 07/01/2020 Work Comp- AOS RWCC66039304B 07/01/2019 07/01/2020 $1,000,000 Y / N (Mandatory in NH) ANY PROPRIETOR / PARTNER / EXECUTIVE OFFICER/MEMBER N / AN Work Comp- WI WORKERS COMPENSATION AND EMPLOYERS' LIABILITY If yes, describe under DESCRIPTION OF OPERATIONS below $1,000,000 WLRC66039262 Aggreagate LimitPSDEF190072607/01/2019 07/01/2020 Claims Made- Prof. Liab.$5,000,000Any One Claim Archit&Eng ProfC SIR applies per policy terms & conditions $5,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) SEE ATTACHED ADDENDUM FOR ADDITIONAL NAMED INSURED WOOD COMPANIES. RE: Project Description: Professional Services and Laboratory Testing. City of Carlsbad/CMWD is included as Additional Insured in accordance with the policy provisions of the General Liability policy. A Waiver of Subrogation is granted in favor of Certificate Holder in accordance with the policy provisions of the General Liability, Automobile Liability, Workers' Compensation and Professional Liability policies. Should General Liability, Automobile Liability, Workers' Compensation and Professional Liability policies be cancelled before the expiration date thereof, the policy provisions will govern how notice of cancellation may be delivered to certificate holders in accordance with the policy provisions. CANCELLATIONCERTIFICATE HOLDER AUTHORIZED REPRESENTATIVECity of Carlsbad/CMWDAttn: Stephanie Harrison5950 El Camino RealCarlsbad CA 92008 USA ACORD 25 (2016/03) ©1988-2015 ACORD CORPORATION. All rights reserved The ACORD name and logo are registered marks of ACO SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AGENCY CUSTOMER ID: ADDITIONAL REMARKS SCHEDULE LOC #: ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER:ACORD 25 FORM TITLE:Certificate of Liability Insurance EFFECTIVE DATE: CARRIER NAIC CODE POLICY NUMBER NAMED INSUREDAGENCY See Certificate Numbe See Certificate Numbe 570079300630 570079300630 Aon Risk Services Southwest, Inc. 570000021966 ADDITIONAL POLICIES If a policy below does not include limit information, refer to the corresponding policy on the ACORD certificate form for policy limits. INSURER INSURER INSURER INSURER INSURER(S) AFFORDING COVERAGE Page _ of _ NAIC # JWGUSA Holdings, Inc. TYPE OF INSURANCE POLICY NUMBER LIMITS OTHER A Env Contr Poll CPL12456119 07/01/2019 07/01/2020 Aggregate Limit $5,000,000 Per Loss Limit $5,000,000 Claims Made- Poll. Liab. ADDL INSD INSR LTR SUBR WVD POLICY EFFECTIVE DATE (MM/DD/YYYY) POLICY EXPIRATION DATE (MM/DD/YYYY) ACORD 101 (2008/01)© 2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD Additional Named Insured AGENCY CUSTOMER ID: ADDITIONAL REMARKS SCHEDULE LOC #: ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER:ACORD 25 FORM TITLE:Certificate of Liability Insurance EFFECTIVE DATE: CARRIER NAIC CODE POLICY NUMBER NAMED INSUREDAGENCY See Certificate Numbe See Certificate Numbe Aon Risk Services Southwest, Inc. 570000021966 570079300630 570079300630 Page _ of _ JWGUSA Holdings, Inc. Named Insureds: JWGUSA Holdings, Inc.AGRA Pipeline Professionals, Inc. AMEC Construction Management, Inc. AMEC E&E, P.C. AMEC Engineering and Consulting of Michigan, Inc.Amec Foster Wheeler Inc. Amec Foster Wheeler USA Corporation Amec Foster Wheeler Programs Inc. Amec Foster Wheeler Power Systems, Inc.Amec Foster Wheeler Constructors, Inc. Amec Foster Wheeler Energia, S.L.U. Amec Foster Wheeler E&C Services, Inc. Amec Foster Wheeler Industrial Power Company, Inc.Wood Massachusetts, Inc. Amec Foster Wheeler Martinez Inc. Amec Foster Wheeler North America Corp Amec Foster Wheeler Ventures, Inc. Amec Foster Wheeler Oil and Gas, Inc. AMEC USA Holdings, Inc. Foster Wheeler Development Corporation Foster Wheeler Intercontinental CorporationAmec Foster Wheeler Kamtech, Inc. MACTEC Engineering and Consulting, P.C. QED International LLC Rider Hunt International USA, Inc. Wood Group USA, Inc. Wood Group Alaska, LLC Wood Group PSN, Inc.Altablue, Inc. Cape Software, Inc. BMA Solutions, Inc. Global Performance, LLCJohn Wood Group PLC RWG (Repair & Overhauls) USA, Inc. Ingenious, Inc. Mustang Process and IndustrialMustang International, LP C E C Controls Company, Inc. Wood Environment & Infrastructure Solutions Inc. ACORD 101 (2008/01)© 2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD PSA19-686UTIL AGREEMENT FOR ASBESTOS CEMENT PIPE LAB TESTING SERVICES WOOD ENVIRONMENT & INFRASTRUCTURE SOLUTIONS, INC. <.JHIS AGREEMENT is made and entered into as of the t+-t'l day of ~~04,ecl , 20 \~, by and between the CARLSBAD MUNICIPAL WATER DISTRICT, a Pubic Agency organized under the Municipal Water Act of 1911, and a Subsidiary District of the City of Carlsbad, ("CMWD"), and WOOD ENVIRONMENT & INFRASTRUCTURE SOLUTIONS, INC., a Nevada corporation, ("Contractor"). RECITALS A. CMWD requires the professional services of a laboratory testing contractor that is experienced in testing asbestos cement pipe samples. B. Contractor has the necessary experience in providing professional services and advice related to laboratory testing of asbestos cement pipe (ACP). 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" and attached Exhibit "B", which are incorporated by this reference in accordance with this Agreement's terms and conditions. 2. STANDARD OF PERFORMANCE While performing the Services, Contractor will exercise the reasonable professional care and skill customarily exercised by reputable members of Contractor's profession practicing in the Metropolitan Southern California Area, and will use reasonable diligence and best judgment while exercising its professional skill and expertise. 3. TERM The term of this Agreement will be effective for a period of one (1) year from the date first above written. The Executive Manager may amend the Agreement to extend it for two (2) additional one (1) 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. 4. TIME IS OF THE ESSENCE Time is of the essence for each and every provision of this Agreement. 5. COMPENSATION The total fee payable for the Services to be performed during the initial Agreement term shall not exceed thirty-one thousand eight hundred seventy-five dollars ($31,875). No other compensation for the Services will be allowed except for items covered by subsequent amendments to this Agreement. If the City elects to extend the Agreement, the amount shall not exceed thirty-one thousand eight hundred seventy-five dollars ($31,875) per Agreement year. CMWD reserves the right to withhold a ten percent (10%) retention until CMWD has accepted the work and/or Services specified in Exhibit "A" and Exhibit "B". General Counsel Approved Version 6/12/18 1 PSA 19-686UTIL Incremental payments, if applicable, should be made as outlined in attached Exhibit "A". 6. STATUS OF CONTRACTOR Contractor will perform the Services in Contractor's own way as an independent contractor and in pursuit of Contractor's independent calling, and not as an employee of 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 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, their officers, officials, employees and volunteers from and against all claims, damages, losses and expenses including attorney's fees arising out of the performance of the work described herein caused by any negligence, recklessness, or willful misconduct of the Contractor, any subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable. The parties expressly agree that any payment, attorney's fee, costs or expense CMWD or the City of Carlsbad incurs or makes to or on behalf of an injured employee under the their 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 General Counsel Approved Version 6/12/18 2 PSA 19-686UTIL 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 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. 10.1.1 Commercial General Liability (CGL) Insurance. Insurance written on an "occurrence" basis, including personal & advertising injury, with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. 10.1.2 Automobile Liability (if the use of an automobile is involved for Contractor's work for CMWD). $2,000,000 combined single-limit per accident for bodily injury and property damage. 10.1.3 Workers' Compensation and Employer's Liability. Workers' Compensation limits as required by the California Labor Code. Workers' Compensation will not be required if Contractor has no employees and provides, to CMWD's satisfaction, a declaration stating this. 10.1.4 Professional Liability. Errors and omissions liability appropriate to Contractor's profession with limits of not less than $1,000,000 per claim. Coverage must be maintained for a period of five years following the date of completion of the work. 10.2. Additional Provisions. Contractor will ensure that the policies of insurance required under this Agreement contain, or are endorsed to contain, the following provisions: 10.2.1 CMWD will be named as an additional insured on Commercial General Liability which shall provide primary coverage to CMWD. 10.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be written as claims-made coverage. 10.2.3 This insurance will be in force during the life of the Agreement and any extensions of it and will not be canceled without thirty (30) days prior written notice to 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 General Counsel Approved Version 6/12/18 3 PSA19-686UTIL 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 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 notices or to receive written notice on behalf of CMWD and on behalf of Contractor under this Agreement. ForCMWD Name Title Stephanie Harrison Utilities Asset Manager Carlsbad Municipal Water District Address 5950 El Camino Real Carlsbad, CA 92008 Phone 760-438-2722 ext. 7310 For Contractor Name Title David C. Wilson P.E. Senior Associate Engineer Address 9177 Sky Park Court Phone E-mail San Diego, CA 92123-4341 858-278-3600 david.wilson2@woodplc.com Each party will notify the other immediately of any changes of address that would require any notice or delivery to be directed to another address. General Counsel Approved Version 6/12/18 4 PSA 19-686UTIL 16. CONFLICT OF INTEREST Contractor shall file a Conflict of Interest Statement with the City Clerk in accordance with the requirements of the City of Carlsbad Conflict of Interest Code. The Contractor shall report investments or interests in all categories. Yes D No~ 17. GENERAL COMPLIANCE WITH LAWS Contractor will keep fully informed of federal, state and local laws and ordinances and regulations which in any manner affect those employed by Contractor, or in any way affect the performance of the Services by Contractor. Contractor will at all times observe and comply with these laws, ordinances, and regulations and will be responsible for the compliance of Contractor's services with all applicable laws, ordinances and regulations. Contractor will be aware of the requirements of the Immigration Reform and Control Act of 1986 and will comply with those requirements, including, but not limited to, verifying the eligibility for employment of all agents, employees, subcontractors and consultants that the services 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 (10) 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 General Counsel Approved Version 6/12/18 5 PSA 19-686UTIL 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 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 CMWD 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. General Counsel Approved Version 6/12/18 6 PSA19-686UTIL 26. AUTHORITY The individuals executing this Agreement and the instruments referenced in it on behalf of Contractor each represent and warrant that they have the legal power, right and actual authority to bind Contractor to the terms and conditions of this Agreement. CONTRACTOR WOOD ENVIRONMENT & INFRASTRUCTURE SOLUTIONS, INC. a Nevada corporation By: {UMd~ ihere),, k(r-J.l)Au, H. Ni:Rk~ (print pame/ti ler / By: (sign here) &.M!~fi. ( printna e title) CARLSBAD MUNICIPAL WATER DISTRICT, a Public Agency organized under the Municipal Water Act of 1911, and ::uz Dis7~ City of Carlsbad ft/4. I .,tl,u..: Vicki V. Quiram, General Manager as authorized by the Executive Manager 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. ~EWE'2, General Counsel By: ~,.S/ Deputy General Coui$,el General Counsel Approved Version 6/12/18 7 ACKNOWLEDGMENT STATE OF GEORGIA ) ) ss. COUNTY OF FULTON ) On this 15th day of January 2019, before me, Sarah J. Smith, Notary Public in and aforesaid County and State, personally appeared KENDALL H. SHERRILL, known to me and signing as the Vice President/Chief Financial Officer of Wood Environment & Infrastructure Solutions, Inc., and BRADLEY J. KNIGHT, known to me and signing as the Secretary of Wood Environment & Infrastructure Solutions, Inc., and whose names are subscribed to the within instrument, and acknowledged to me that they executed the same in their authorized capacities, and that by their signatures on the instrument, the persons, or entity upon behalf the persons acted, executed the instrument. IN WITNESS WHEREOF, I have hereunto set my hand and official seal. Print Name: Sarah J. Smith My Commission Expires: 12/27/2021 (SEAL) Sarah J Smith NOTARY PUBLIC FULTON COUNTY, GEORGIA My Commission Expires 12/27/2021 PSA 19-686UTI L EXHIBIT "A" SCOPE OF SERVICES Contractor will perform laboratory testing on up to 25 Asbestos Cement Pipe (ACP) samples on an as needed basis for the Carlsbad Municipal Water District (CMWD). Per the attached quote (Exhibit "B'') when the sample is received in their San Diego Laboratory, Contractor will cut the sample to expose a new cross section of pipe. The sample will be allowed to dry for approximately 15 minutes and then a 1 % phenolphthalein indicator solution will be applied and the staining results documented. The sample will then be sent to a lab in Pennsylvania for an Energy- Dispersive X-ray Spectroscopy(EDS) analysis. After both tests have been completed, Contractor will provide a report with the test results. Assumptions: • CMWD will convey the samples to Contractor's San Diego Laboratory. • Samples will be bagged properly and will be marked with at minimum a sample ID and date. • Persons handling the ACP in the laboratory are Certified Asbestos Cement Pipe Works (Class Ill asbestos workers). • In any documentation, Contractor will refer to the samples by their sample ID. • Sample disposal will be handled by Contractor for the fee shown below. • Disposal will be handled in accordance with the Acceptance Criteria for the Disposal of Non-Friable Asbestos Waste at the City of San Diego Miramar Landfill, published by the City of San Diego. • Testing will be billed on completion and delivery of the report of test results. • Samples will be sent to Contractor's San Diego Laboratory on an as-needed basis over the course of the agreement term. No more than 25 samples are included in an agreement term. JOB QUOTATION ITEM UNIT UNIT QTY DESCRIPTION PRICE NO. PRICE Laboratory cutting and phenolphthalein staining 1 EA $400 25 w/photo-documentation, cutting of thinnest stain $10,000 sample 2 EA $575 25 EDS testing $14,375 3 EA $200 25 Report w/all results and photographs $5,000 4 EA $100 25 Disposal fee $2,500 TOTAL* $31,875 *Includes taxes, fees, expenses and all other costs. General Counsel Approved Version 6/12/18 8 EXHIBIT "B" wood. November 7, 2018 Stephanie Harrison Carlsbad Municipal Water District 5950 El Camino Real Carlsbad, CA 92008 Subject Proposal for Laboratory Testing of Asbestos Cement Pipe Carlsbad Municipal Water District Carlsbad, CA Wood Proposal 18SAND5015-016R2 Dear Ms. Harrison, Wood Environment & Infrastructure Solutions, Inc. is pleased to submit this proposal to perform laboratory testing of asbestos cement pipe (ACP). It is our understanding that you require a quote to perform asbestos cement pipe testing as outlined below. Asbestos cement pipe is generally considered non-friable unless tools or methods cause dust or debris to become airborne (friable condition). Due to the hazardous nature of asbestos containing materials, should they become friable, the work in our San Diego Laboratory will be performed in a manner directed by our in-house California Certified Asbestos Consultant (CAC). Persons handling the ACP in our laboratory are Certified Asbestos Cement Pipe Workers (Class Ill asbestos workers). We propose to receive the samples at our San Diego Laboratory and cut the sample to expose a new cross section of the pipe. We propose to cut the sample with a water cooled diamond tipped concrete saw and then polish it. The newly exposed cross section will be allowed to dry for approximately 15 minutes and then a 1 % phenolphthalein indicator solution will be applied. The staining will be photo-documented. The area with the maximum internal stain loss will be noted and cut out (this will be the sample area with the maximum thickness of carbonation on Environment & Infrastructure, 9177 Sky Par1< Court, San Diego, CA 92123-4341 USA +1 (858) 278-3600 • Fax +1 (858) 278-5300 the inside of the pipe which will be the area with the thickest un-stained portion starting from the interior of the pipe). The sample will be sent the RJ Lee Group laboratory in Pennsylvania for Energy-Dispersive X-ray Spectroscopy (EDS) analysis. After the testing is complete we will issue a report with the results. The ACP sample will be retained for a minimum of 30 days after testing. We can return the samples to the municipality or a disposal fee is included if returning to the municipality is not desired. Samples will be disposed of as non-friable asbestos waste. Any disposal performed by Wood E&IS will be in accordance with the Acceptance Criteria for the Disposal of Non-Friable Asbestos Waste at the City of San Diego Miramar Landfill, published by the City of San Diego. Our estimate for these services is as follows: Laboratory Testing Laboratory cutting and phenolphthalein staining with photo-documentation, cutting of thinnest stained sample, and shipping to R.J. Lee for EDS testing ................................................... $400 EDS testing performed by R.J. Lee .......................................................... $575 Report with all results and photographs ..................................................... $200 Total Cost per Sample ................................................................ $1175 Sample disposal (if requested) Sample Disposal ................................................................................................. $100 per sample We understand you expect to have up to 25 samples. The cost for the above testing and disposal of 25 samples is as follows Total for testing and disposal of 25 samples .......................................... $31,875 AUTHORIZATION We understand the Carlsbad Municipal Water District can procure our services with a professional services agreement. If this proposal meets with your approval, please forward a professional services agreement for our review. We appreciate the opportunity to submit this proposal and look forward to working with you on this project. If you have any questions or require additional information, please call us at (858) 278-3600. Respectfully submitted, WOOD ENVIRONMENT & INFRASTRUCTURE SOLUTIONS, INC. David C. Wilson P.E. C54734 Senior Associate Engineer Abby Wyant Project Geologist ~ CERtlFICATE OF LIABILITY INSURANCE I DATE(MM/00/YYYY) ACC>RIJ<lb ~ 01/24/2019 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME: Aon Risk Services Southwest, Inc. PHONE (866) 283-7122 I rffc. No.l: (800) 363-0105 Houston TX office (A/C. No. Ext): 5555 San Felipe E-MAIL suite 1500 ADDRESS: Houston TX 77056 USA INSURER(S) AFFORDING COVERAGE NAIC# INSURED INSURER A: ACE American Insurance Company 22667 JWGUSA Holdinqs, Inc. INSURER B: AIG Specialty Insurance Company 26883 wood Group USA, Inc. INSURERC: Lloyd's Syndicate No. 2003 AA1128003 ani its subsidiaries and Affiliates 17 25 Park Row INSURER D: ACE Fire underwriters Insurance Co. 20702 Houston TX 77084 USA INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: 570074914738 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 WR TYPE OF INSURANCE ........ , 15Ut<H POLICY NUMBER l~~!i\5/mvl ,~g)i;js'fvm LIMITS INSD 1/WD A X COMMERCIAL GENERAL LIABILITY HDOGLtllt'ILb5 U~/U.l/LU.l~ U//Ul/ LUls EACH OCCURRENCE $2,000,000 -D 0occuR DAMAC,O TO""" I OU $2,000,000 CLAIMS-MADE PREMISES /Ea occurrence\ -MED EXP (Any one person) $5,000 -PERSONAL & ADV INJURY $2,000,000 -GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $4,000,000 ~ 0PRO-OLoc $4,000,000 POLICY JECT PRODUCTS -COMP/OP AGG OTHER: A AUTOMOBILE LIABILITY ISA H25150132 05/01/2018 07/01/2019 COMBINED SINGLE LIMIT $1,000,000 (Ea accident) -X ANY AUTO BODILY INJURY ( Per person) -~ SCHEDULED BODILY INJURY (Per accident) OWNED -AUTOS ONLY AUTOS PROPERTY DAMAGE -HIRED AUTOS NON-OWNED {Per accident) -ONLY -AUTOS ONLY UMBRELLA LIAB H OCCUR EACH OCCURRENCE -AGGREGATE EXCESS LIAB CLAIMS-MADE DEDI jRETENTION A WORKERS COMPENSATION AND WLRC65890069 01/31/2019 07;01;2019 X I PER STATUTE I IOTH-EMPLOYERS" LIABILITY YIN work Comp-AOS ER D ANY PROPRIETOR/ PARTNER/ EXECUTIVE ~ RWCC65890100 01/31/2019 07/01/2019 E.L. EACH ACCIDENT $1,000,000 OFFICERJMEMBER EXCLUDED? NIA (Mandatory in NH) work Comp-WI E.L. DISEASE-EA EMPLOYEE $1,000,000 ~~~'i:~~f;g,~ ~idiPERATIONS below E.L. DISEASE-POLICY LIMIT $1,000,000 C Arc hi t&Eng Prof PSDEF1800726 07/01/2018 06/30/2019 Any one claim $1,000,000 Professional Liability Aggregate Limit $2,000,000 SIR applies per policy ter ~s & condi ions DESCRIPTION OF OPERATIONS/ LOCATIONS/ VEHICLES (ACORD 101, Addttional Remarks Schedule, may be attached if more space is required) SEE ATTACHED ADDENDUM FOR ADDITIONAL NAMED INSURED WOOD COMPANIES. RE: Project#: 5015190006.01. City of Carlsbad is added as an Additional Insured on the General Liability policy. Blanket waiver of subrogation on All policies certified herein is granted in favor of city of Carlsbad as required by written contract but limited to the operations of the Insured under said contract, and always sub~ect to the policy terms, conditions and exclusions. The policies certified hereon are primary and non-contributory. Shaud any of the above described policies be cancelled before the expiration date thereof, 30 day notice of cancellation will be delivered to the Certificate Holder in accordance with the policy provisions. CERTIFICATE HOLDER City of Carlsbad/CMWD c/o EXIGIS Insurance compliance services P.O. Box 4668-ECM #35050 New York NY 10168-4668 USA CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE IMLL BE DELIVERED IN ACCORDANCE IMTH 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 co C') ..... ... ;;; ... ..... 0 0 ..... "' 0 z .S! ca <J ;;:::: ~ GI (.) AGENCY CUSTOMER ID: 570000021966 LOC#: ADDITIONAL REMARKS SCHEDULE AGENCY NAMED INSURED Aon Risk services southwest, Inc. JWGUSA Holdings, POLICY NUMBER see certificate Number: 570074914738 CARRIER I NAIC CODE see certificate Number: 570074914738 EFFECTIVE DATE: ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: ACORD 25 FORM TITLE: Certificate of Liability Insurance Additional Named Insured Named Insureds: AGRA Pipeline Professionals, Inc. AMEC construction Management, Inc. AMEC E&E, P.C. AMEC Engineering and consulting of Michigan, Inc. Amee Foster wheeler USA corporation Amee Foster Wheeler Programs Inc. Amee Foster wheeler Power Systems, Inc. Amee Foster wheeler Constructors, Inc. Amee Foster wheeler Energia, S.L.U. Amee Foster Wheeler E&c services, Inc. Amee Foster wheeler Industrial Power Company, Inc. AMEC Massachusetts, Inc. Amee Foster wheeler Martinez Inc. Amee Foster wheeler North America corp Amee Foster Wheeler ventures, Inc. Amee Foster wheeler oil and Gas, Inc. AMEC USA Holdings, Inc. Foster wheeler Development corporation Foster wheeler Intercontinental corporation Amee Foster wheeler Kamtech, Inc. MACTEC Engineering and consulting, P.C. QED International LLC Rider Hunt International USA, Inc. Terra Nova Technologies, Inc. (TNT) wood Group USA, Inc. Wood Group Alaska, LLC wood Group PSN, Inc. Altablue, Inc. cape software, Inc. BMA solutions, Inc. Global Performance, LLC John wood Group PLC RWG (Repair & overhauls) USA, Inc. Ingenious, Inc. Mustang Process and Industrial Mustang International, LP c E c controls company, Inc. wood Environment & Infrastructure solutions Inc. Inc. Page_ of_ ACORD 101 (2008/01) © 2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD DocuSign Envelope ID: CF96B902-B351-4996-9EE6-BC2BA58B4579 9 NON-CONTRIBUTORY ENDORSEMENT FOR ADDITIONAL INSUREDS Named Insured Endorsement Number John Wood Group PLC 5 Policy Symbol I Policy Number I Policy Period Effective Date of Endorsement HDO G27874265 01/31/2018 to 07/01/2019 Issued By (Name of Insurance Company) ACE American Insurance Company Insert the policy number. The remainder of the information 1s to be completed only when this endorsement 1s issued subsequent to the preparation of the policy. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. COMMERCIAL GENERAL LIABILITY COVERAGE Schedule Organization Additional Insured Endorsement Any additional insured with whom you have agreed to provide such non-contributory insurance, pursuant to and as required under a written contract executed prior to the date of loss. (If no information is filled in, the schedule shall read: "All persons or entities added as additional insureds through an endorsement with the term "Additional Insured" in the title) For organizations that are listed in the Schedule above that are also an Additional Insured under an endorsement attached to this policy, the following is added to Section IV.4.a: If other insurance is available to an insured we cover under any of the endorsements listed or described above (the "Additional Insured") for a loss we cover under this policy, this insurance will apply to such loss on a primary basis and we will not seek contribution from the other insurance available to the Additional Insured. Authorized Agent LD-20287 (06106) Page 1 of 1 DocuSign Envelope ID: CF96B902-B351-4996-9EE6-BC2BA58B4579 DESIGNATED PROJECT(S) -AGGREGATE LIMIT Named Insured Endorsement Number John Wood Group PLC 47 Policy Symbol I Policy Number I Policy Period Effective Date of Endorsement HOO G27874265 01/31/2018 to 07/01/2019 Issued By (Name of Insurance Company) ACE American Insurance Company Insert the policy number. The remainder of the information 1s to be completed only when this endorsement 1s issued subsequent to the preparation of the policy. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE FORM SCHEDULE Designated Project{s): each project for which the Insured has agreed, pursuant to a written contract signed prior to the date loss, to provide a separate Designated Project Aggregate Limit under this policy. Designated Project Aggregate Limit: $2,000,000 1 A. Subject to and eroding the General Aggregate Limit shown in the Declarations, for all sums which the insured becomes legally obligated to pay as damages caused by "occurrences" under COVERAGE A (SECTION I), and for all medical expenses caused by accidents under COVERAGE C (SECTION I), which can be attributed only to ongoing operations at a single Designated Project shown in the Schedule above: 1. A separate Designated Project Aggregate Limit applies to each Designated Project, and that limit is equal to the amount of the Designated Project Aggregate Limit shown in the Schedule above. 2. The Designated Project Aggregate Limit is the most we will pay for the sum of damages under COVERAGE A, except damages because of "bodily injury" or "property damage" included in the "products-completed operations hazard", and for medical expenses under COVERAGE C, which damages and medical expenses can be attributed only to ongoing operations at a single Designated Project, regardless of the number of: a. Insureds; b. Claims made or "suits" brought; or c. Persons or organizations making claims or bringing "suits". 3. Any payments made under COVERAGE A for damages or under COVERAGE C for medical expenses shall reduce the Designated Project Aggregate Limit for that Designated Project and shall also reduce and erode the General Aggregate Limit shown in the Declarations, but shall not reduce any other Designated Project Aggregate Limit for any other Designated Project shown in the Schedule above. 4. The limits shown in the Declarations for Each Occurrence, Damage to Premises Rented to You and Medical Expense continue to apply. However such limits will be subject to the applicable Designated Project Aggregate Limit, as well as the General Aggregate Limit shown in the Declarations. B. For all sums which the insured becomes legally obligated to pay as damages caused by "occurrences" under COVERAGE A (SECTION I ), and for all medical expenses caused by accidents under COVERAGE C (SECTION I ), which cannot be attributed only to ongoing operations at a single LD-34257 (10/11) Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 1 of 2 DocuSign Envelope ID: CF96B902-B351-4996-9EE6-BC2BA58B4579 Designated Project: 1. Any payments made under COVERAGE A for damages or under COVERAGE C for medical expenses shall reduce the amount available under the General Aggregate Limit or the Products- Completed Operations Aggregate Limit, whichever is applicable; and 2. Such payments shall not reduce any Designated Project Aggregate Limit. C. When coverage for liability arising out of the "products-completed operations hazard" is provided, any payments for damages because of "bodily injury" or "property damage" included in the "products- completed operations hazard" will reduce the Products-Completed Operations Aggregate Limit, and will not reduce the General Aggregate Limit or the Designated Project Aggregate Limit. D. If the applicable Designated Project has been abandoned, delayed, or abandoned and then restarted, or if the authorized contracting parties deviate from plans, blueprints, designs, specifications or timetables, the project will still be deemed to be the same Designated Project. E. The provisions of Limits Of Insurance (SECTION Ill} not otherwise modified by this endorsement shall continue to apply as stipulated. All other terms and conditions of this policy remain unchanged. Authorized Representative LD-34257 (10/11) Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 2 of 2 DocuSign Envelope ID: 09B67204-5528-4473-8C18-A84654495FAF NON-CONTRIBUTORY ENDORSEMENT FOR ADDITIONAL INSUREDS Named Insured John Wood Group PLC Endorsement Number 3 Policy Symbol I Policy Number I Policy Period Effective Date of Endorsement ISA H25150132 01/31/2018 TO 07/01/2019 Issued By (Name of Insurance Company) ACE American Insurance Company Insert the policy number. The remainder of the information 1s to be completed only when this endorsement 1s issued subsequent to the preparation of the policy. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM AUTO DEALERS COVERAGE FORM Schedule 3 Organization Additional Insured Endorsement Any additional insured with whom you have agreed to provide such non- contributory insurance, pursuant to and as required under a written contract executed prior to the date of loss. (If no information is filled in, the schedule shall read: "All persons or entities added as additional insureds through an endorsement with the term "Additional Insured" in the title) For organizations that are listed in the Schedule above that are also an Additional Insured under an endorsement attached to this policy, the following is added to the Other Insurance Condition under General Conditions: If other insurance is available to an insured we cover under any of the endorsements listed or described above (the "Additional Insured") for a loss we cover under this policy, this insurance will apply to such loss on a primary basis and we will not seek contribution from the other insurance available to the Additional Insured. Authorized Representative DA-21886b (06/14) Page 1 of 1 Workers' Compensation and Employers' Liability Policy Named Insured Endorsement Number WOOD GROUP USA, INC. 17325 PARK ROW, SUITE 500 Policy Number HOUSTON TX 77084 Symbol: WLR Number: C65890069 Policy Period Effective Date of Endorsement TO 01-31-2019 01-31-2019 07-01-2019 Issued By (Name of Insurance Company) ACE AMERICAN INSURANCE COMPANY Insert the policy number. The remainder of the information is to be completed only when this endorsement is issued subsequent to the preparation of the policy. WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us. This agreement shall not operate directly or indirectly to benefit any one not named in the Schedule. Schedule ANY PERSON OR ORGANIZATION AGAINST WHOM YOU HAVE AGREED TO WAIVE YOUR RIGHT OF RECOVERY IN A WRITTEN CONTRACT, PROVIDED SUCH CONTRACT WAS EXECUTED PRIOR TO THE DATE OF LOSS. For the states of CA, UT, TX, refer to state specific endorsements. This endorsement is not applicable in KY, NH, and NJ. The endorsement does not apply to policies in Missouri where the employer is in the construction group of code classifications. According to Section 287 .150(6) of the Missouri statutes, a contractual provision purporting to waive subrogation rights against public policy and void where one party to the contract is an employer in the construction group of code classifications. For Kansas, use of this endorsement is limited by the Kansas Fairness in Private Construction Contract Act(K.S.A.. 16-1801 through 16-1807 and any amendments thereto) and the Kansas Fairness in Public Construction Contract Act(K.S.A 16-1901 through 16-1908 and any amendments thereto). According to the Acts a provision in a contract for private or public construction purporting to waive subrogation rights for losses or claims covered or paid by liability or workers compensation insurance shall be against public policy and shall be void and unenforceable except that, subject to the Acts, a contract may require waiver of subrogation for losses or claims paid by a consolidated or wrap-up insurance program. Authorized Representative WC 00 03 13 ( 11 /05) Copyright 1982-83, National Council on Compensation DocuSign Envelope ID: 09B67204-5528-44 73-8C 18-A84654495FAF WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS Named Insured John Wood Group PLC Endorsement Number 1 Policy Symbol I Policy Number I Policy Period Effective Date of Endorsement ISA H25150132 01/31/2018 TO 07/01/2019 Issued By (Name of Insurance Company) ACE American Insurance Company Insert the policy number. The remainder of the information 1s to be completed only when this endorsement 1s issued subsequent to the preparation of the policy. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This Endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM MOTOR CARRIERS COVERAGE FORM AUTO DEALERS COVERAGE FORM 2 We waive any right of recovery we may have against the person or organization shown in the Schedule below because of payments we make for injury or damage arising out of the use of a covered auto. The waiver applies only to the person or organization shown in the SCHEDULE. SCHEDULE Any person or organization against whom you have agreed to waive your right of recovery in a written contract, provided such contract was executed prior to the date of loss. Authorized Representative DA-13115a (06/14) Page 1 of 1