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Habitat Restoration Sciences Inc; 2021-03-01; PSA21-1404TRAN
PSA21-1404TRAN City Attorney Approved Version 6/12/18 1 AGREEMENT FOR NON-NATIVE VEGETATION MAINTENANCE AT CARLSBAD STATE BEACH STORM DRAIN OUTFALL HABITAT RESTORATION SCIENCES INC. THIS AGREEMENT is made and entered into as of the ______________ day of ___________________, 2021, by and between the City of Carlsbad, a municipal corporation, ("City"), and Habitat Restoration Sciences, Inc., a California corporation, ("Contractor”). RECITALS City requires the professional services of a landscaping consultant that is experienced in non-native vegetation removal and treatment. Contractor has the necessary experience in providing these professional services, has submitted a proposal to City and has affirmed its willingness and ability to perform such work. NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, City and Contractor agree as follows: 1. SCOPE OF WORK City retains Contractor to perform, and Contractor agrees to render, those services (the “Services”) that are defined in Exhibit “A”, attached and incorporated by this reference in accordance with the terms and conditions set forth in this Agreement. 2. TERM This Agreement will be effective for a period of thirty (30) days from the date first above written. 3. COMPENSATION The total fee payable for the Services to be performed shall not exceed three thousand five hundred dollars ($3,500). No other compensation for the Services will be allowed except for items covered by subsequent amendments to this Agreement. 4. 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. 5. STATUS OF CONTRACTOR Contractor will perform the Services as an independent contractor and in pursuit of Contractor’s independent calling, and not as an employee of City. Contractor will be under the control of City only as to the results to be accomplished. DocuSign Envelope ID: 5D19235D-DE1A-446F-969A-CE5C8E6869B9 1st March PSA21-1404TRAN City Attorney Approved Version 6/12/18 2 6. INDEMNIFICATION Contractor agrees to indemnify and hold harmless the City and its officers, officials, employees and volunteers from and against all claims, damages, losses and expenses including attorney’s fees arising out of the performance of the work described herein caused by any negligence, recklessness, or willful misconduct of the Contractor, any subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable. The parties expressly agree that any payment, attorney’s fee, costs or expense City incurs or makes to or on behalf of an injured employee under the City’s self-administered workers’ compensation is included as a loss, expense or cost for the purposes of this section, and that this section will survive the expiration or early termination of this Agreement. 7. INSURANCE Contractor will obtain and maintain policies of commercial general liability insurance, automobile liability insurance, a combined policy of workers' compensation, employers liability insurance, and professional liability insurance from an insurance company authorized to transact the business of insurance in the State of California which has 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, in an amount of not less than one million dollars ($1,000,000) each, unless otherwise authorized and approved by the Risk Manager or the City Manager. Contractor will obtain occurrence coverage, excluding Professional Liability, which will be written as claims-made coverage. The insurance will be in force during the life of this Agreement and will not be canceled without thirty (30) days prior written notice to the City by certified mail. City will be named as an additional insured on General Liability which shall provide primary coverage to the City. The full limits available to the named insured shall also be available and applicable to the City as an additional insured. Contractor will furnish certificates of insurance to the Contract Department, with endorsements to City prior to City’s execution of this Agreement. 8. NOTICES The name of the persons who are authorized to give written notice or to receive written notice on behalf of City and on behalf of Contractor under this Agreement. For City For Contractor Name Daniel Zimny Name Kyle Matthews Title Associate Engineer Title Project Manager Department Public Works Address 1217 Distribution Way City of Carlsbad Vista, CA 92081 Address 1635 Faraday Avenue Phone No. 760-691-3924 Carlsbad, California 92008 Email kmatthews@hrs.dudek.com Phone No. 760-331-7399 Each party will notify the other immediately of any changes of address that would require any notice or delivery to be directed to another address. DocuSign Envelope ID: 5D19235D-DE1A-446F-969A-CE5C8E6869B9 PSA21-1404TRAN City Attorney Approved Version 6/12/18 3 9. CONFLICT OF INTEREST Contractor shall file a Conflict of Interest Statement with the City Clerk in accordance with the requirements of the City of Carlsbad Conflict of Interest Code. The Contractor shall report investments or interests in all categories. Yes ☐ No ☒ 10. COMPLIANCE WITH LAWS Contractor will comply with all applicable local, state and federal laws and regulations prohibiting discrimination and harassment and will obtain and maintain a City of Carlsbad Business License for the term of this Agreement. 11. TERMINATION City or Contractor may terminate this Agreement at any time after a discussion, and written notice to the other party. City will pay Contractor's costs for services delivered up to the time of termination, if the services have been delivered in accordance with the Agreement. 12. CLAIMS AND LAWSUITS By signing this Agreement, Contractor agrees it may be subject to civil penalties for the filing of false claims as set forth in the California False Claims Act, Government Code sections 12650, et seq., and Carlsbad Municipal Code Sections 3.32.025, et seq. Contractor further acknowledges that debarment by another jurisdiction is grounds for the City of Carlsbad to terminate this Agreement. 13. JURISDICTIONS AND VENUE Contractor agrees and stipulates that the proper venue and jurisdiction for resolution of any disputes between the parties arising out of this Agreement is the State Superior Court, San Diego County, California. 14. ASSIGNMENT Contractor may assign neither this Agreement nor any part of it, nor any monies due or to become due under it, without the prior written consent of City. 15. AMENDMENTS This Agreement may be amended by mutual consent of City and Contractor. Any amendment will be in writing, signed by both parties, with a statement of estimated changes in charges or time schedule. /// /// /// /// /// /// /// DocuSign Envelope ID: 5D19235D-DE1A-446F-969A-CE5C8E6869B9 PSA21-1404TRAN City Attorney Approved Version 6/12/18 4 16. 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 HABITAT RESTORATION SCIENCES, INC., a California corporation CITY OF CARLSBAD, a municipal corporation of the State of California By: By: (sign here) Paz Gomez, Deputy City Manager, Public Works, as authorized by the City Manager Robert Kyle Matthews, Vice President (print name/title) By: (sign here) Cynthia Thompson, Secretary (print name/title) If required by City, proper notarial acknowledgment of execution by contractor must be attached. If a corporation, Agreement must be signed by one corporate officer from each of the following two groups: Group A. Group B. Chairman, Secretary, President, or Assistant Secretary, Vice-President CFO or Assistant Treasurer Otherwise, the corporation must attach a resolution certified by the secretary or assistant secretary under corporate seal empowering the officer(s) signing to bind the corporation. APPROVED AS TO FORM: CELIA A. BREWER, City Attorney By: Assistant City Attorney DocuSign Envelope ID: 5D19235D-DE1A-446F-969A-CE5C8E6869B9 EXHIBIT "A" SCOPE OF SERVICES DocuSign Envelope ID: 5D19235D-DE1A-446F-969A-CE5C8E6869B9 2021-33 1 February 2021 1217 DISTRIBUTION WAY VISTA, CALIFORNIA 92081 T 760.479.4210 F 760.479.4190 February 18, 2021 2021-33 Daniel Zimny City of Carlsbad 1635 Faraday Avenue Carlsbad, CA 92008 Subject: Proposal for Non-native Vegetation Removal Services at Carlsbad State Beach Dear Mr. Zimny: Habitat Restoration Sciences, Inc. (HRS) is providing this proposal for implementing non-native vegetation removal services at Carlsbad State Beach. The cost estimate and scope of work are provided below. 1 Scope of Work HRS will provide non-native vegetation removal services at the storm drain outfall west of the intersection of Carlsbad Blvd and Pine Avenue. HRS will cut and dispose off-site of the non-natives and provide herbicide treatment of any remaining base portions per the city's IPM. This cost is for a one-time removal and treatment event and does not include any follow-up maintenance. All work will be completed in a single work day. 2 Cost Estimate TASK NO. DESCRIPTION PRICE I Non-native Vegetation Removal Services $3,500.00 TOTAL $3,500.00 All fees will be billed as a one-time fixed fee and invoiced upon completion of the work. The total cost for this phase of the work is $3,500.00. This total for this phase of the work would not be exceeded without client approval. Assumptions: HRS assumes State DIR maintenance prevailing wages apply to this project. Exclusions: This proposal does not include permit fees, water costs, water meter fees, hazardous materials removal, coring, boring, or breaking. HRS excludes cost of development of SWPPP plan and any QSD/QSP services. DocuSign Envelope ID: 5D19235D-DE1A-446F-969A-CE5C8E6869B9 Mr. Daniel Zimny Subject: Proposal for Non-native Vegetation Removal Services at Carlsbad State Beach 2021-33 2 February 2021 Thank you for the opportunity to propose on these services. This cost estimate is good for 30 days from the date on the proposal. If you have any questions regarding this scope of work, you can contact Kyle Matthews via email at kmatthews@hrs.dudek.com or his cell phone at (760) 310-4512. I can be reached through e-mail at kdisabatino@hrs.dudek.com and by phone at (760) 479-4210. Sincerely, ____________________________________ ____________________________________ Kevin DiSabatino, President Robert Kyle Matthews, Vice President Habitat Restoration Contractor License A & C-27 #842661 DocuSign Envelope ID: 5D19235D-DE1A-446F-969A-CE5C8E6869B9 EXHIBIT "B" STATE PARKS RIGHT OF ENTRY PERMIT DocuSign Envelope ID: 5D19235D-DE1A-446F-969A-CE5C8E6869B9 Agency: Department of Parks and Recreation RIGHT OF ENTRY PERMIT Project: San Diego Coast District Carlsbad State Beach Right of Entry for Storm Drain Repairs This Right of Entry Permit (Permit) is made and entered into this December 23, 2020, between the State of California, acting by and through its Department of Parks and Recreation, hereinafter called State, and City of Carlsbad, a local government entity. hereinafter called Permittee; State and Permittee may hereinafter be referred to as a Party, or collectively the Parties. RECITALS • Whereas, the State owns, operates, and maintains the State Park known as Carlsbad State Beach, in the County of San Diego, State of California; and • Whereas, Permittee has applied to State for permission to access Carlsbad State Park for purposes of carrying out Permittee’s Right of Entry for Storm Drain Repairs project (the Project); and • Whereas, the State desires to accommodate Permittee's application for permission to enter Carlsbad State Beach for purposes of the Project, as provided herein and as, and to the extent, such Project may be ultimately described, permitted, approved and conditioned by Permittee’s environmental document entitled Right-of-Entry for Storm Drain Repairs at Carlsbad State Beach and dated 12/22/2020 the Environmental Document attached hereto as Exhibit “A” and herein incorporated by reference, and as may be conditioned by any other regulatory agency having jurisdiction, if applicable. TERMS AND CONDITIONS Now therefore, the State by this Permit hereby grants to the Permittee permission to enter upon State’s property, conditioned upon the agreement of the Parties that this Permit does not create or vest in Permittee any interest in the real property herein described or depicted, that the Permit is revocable and non-transferable, and that the Permit is further subject to the following terms and conditions: 1. Project Description: By this Permit, the State hereby grants to the Permittee permission to enter onto those lands depicted on Exhibit "B" (the Property), attached hereto and herein incorporated by this reference, solely for the purpose of repairing the storm drain by replacing the concrete energy dissipator and repairing the disjointed pipe leading into the dissipator, the limits of which are described in the Environmental Document. 2. Permit Subject to Laws and Regulatory Agency Permits: This Permit is expressly conditioned upon Permittee’s obtaining any and all regulatory permits or approvals required by the relevant regulatory agencies for the Project and Permittee’s use of the Property, and upon Permittee’s compliance with all applicable municipal, state and federal laws, rules and regulations, including all State Park regulations. Permittee shall, at Permittee’s sole cost and expense, comply with the Project Description, and requirements and mitigations contained in the Environmental Document. Prior to commencement of any work, Permittee shall obtain all such legally required permits or approvals and submit to the State full and complete copies of all permits and approvals, including documentation related to or referenced in such permits and approvals, along with the corresponding agency contact and telephone numbers, and related California Environmental Quality Act (CEQA) and/or National Environmental Policy Act (NEPA) documentation as applicable. 3. Term of Permit: This Permit shall only be for the period beginning on December 22, 2020 and ending on December 21, 2021 or as may be reasonably extended by written mutual agreement of the Parties. 4. Consideration: Permittee agrees to repair shared critical public infrastructure and provide city engineering staff expertise in repairing the storm drain outfall as consideration for the rights granted by this Permit. 5. Permit Subject to Existing Claims: This Permit is subject to existing contracts, permits, licenses, encumbrances and claims which may affect the Property. DocuSign Envelope ID: 5D19235D-DE1A-446F-969A-CE5C8E6869B9 Rev. 7/18/2017 2 of 7 6. Waiver of Claims and Indemnity: Permittee waives all claims against State, its officers, agents and/or employees, for loss, injury, death or damage caused by, arising out of, or in any way connected with the condition or use of the Property, the issuance, exercise, use or implementation of this Permit, and/or the rights herein granted. Permittee further agrees to protect, save, hold harmless, indemnify and defend State, its officers, agents and/or employees from any and all loss, damage, claims, demands, costs and liability which may be suffered or incurred by State, its officers, agents and/or employees from any cause whatsoever, arising out of, or in any way connected with this Permit, exercise by Permittee of the rights herein granted, Permittee’s use of the Property and/or the Project for which this Permit is granted, except those arising out of the sole active negligence or willful misconduct of State. Permittee will further cause such indemnification and waiver of claims in favor of State to be inserted in each contract that Permittee executes for the provision of services in connection with the Project for which this Permit is granted. 7. Contractors: Permittee shall incorporate the terms, conditions and requirements contained herein when contracting out all or any portion of the work permitted hereunder. Permittee shall be responsible for ensuring contractor/subcontractor compliance with the terms and conditions contained herein. Failure of Permittee’s contractors to abide by State's terms and conditions shall constitute default by Permittee (see DEFAULT paragraph below) allowing State to terminate this Permit and seek all legal remedies. 8. Insurance Requirements: As a condition of this Permit and in connection with Permittee’s indemnification and waiver of claims contained herein, Permittee shall maintain, and cause its contractors to maintain, a policy or policies of insurance as follows: General Provisions Applying to All Policies A. Coverage Term – Coverage needs to be in force for the complete term of the contract. If insurance expires during the term of the contract, a new certificate must be received by the State at least ten (10) days prior to the expiration of this insurance. Any new insurance must still comply with the original terms of the contract. B. Policy Cancellation or Termination & Notice of Non-Renewal – Contractor is responsible to notify the State within five business days before the effective date of any cancellation, non-renewal, or material change that affects required insurance coverage. In the event Contractor fails to keep in effect at all times the specified insurance coverage, the State may, in addition to any other remedies it may have, terminate this Contract upon the occurrence of such event, subject to the provisions of this Contract. C. Deductible – Contractor is responsible for any deductible or self-insured retention contained within their insurance program. D. Primary Clause – Any required insurance contained in this contract shall be primary, and not excess or contributory, to any other insurance carried by the State. E. Insurance Carrier Required Rating – All insurance companies must carry a rating acceptable to the Office of Risk and Insurance Management. If the Contractor is self-insured for a portion or all of its insurance, review of financial information including a letter of credit may be required. F. Endorsements – Any required endorsements requested by the State must be physically attached to all requested certificates of insurance and not substituted by referring to such coverage on the certificate of insurance. G. Inadequate Insurance – Inadequate or lack of insurance does not negate the contractor obligations under the contract. H. Satisfying an SIR - All insurance required by this contract must allow the State to pay and/or act as the contractor’s agent in satisfying any self-insured retention (SIR). The choice to pay and/or act as the contractor’s agent in satisfying any SIR is at the State’s discretion. I. Available Coverages/Limits - All coverage and limits available to the contractor shall also be available and applicable to the State. J. Subcontractors - In the case of Contractor utilization of subcontractors to complete the contracted scope of work, contractor shall include all subcontractors as insured’s under Contractor and insurance or supply evidence of insurance to The State equal to policies, coverages and limits required of Contractor. DocuSign Envelope ID: 5D19235D-DE1A-446F-969A-CE5C8E6869B9 Rev. 7/18/2017 3 of 7 COMMERCIAL GENERAL LIABILITY: Commercial General Liability Insurance covering bodily injury and property damage in a form and with coverage that are satisfactory to the State. This insurance shall include personal and advertising injury liability, products and completed operations, and liability assumed under an insured contract. Coverage shall be written on an occurrence basis in an amount of not less than $1,000,000 per occurrence. Annual aggregate limit shall not be less than $2,000,000. The State of California, its officers, agents, and employees are to be covered as additional insureds with respect to liability arising out of work or operations. AUTOMOBILE LIABILITY INSURANCE: Automobile Liability Insurance covering all owned, non-owned, and hired vehicles with a combined single limit of not less than $1,000,000 for bodily injury and property damage. The State of California, its officers, agents, and employees are to be covered as additional insureds with respect to liability arising out of work or operations. WORKERS COMPENSATION AND EMPLOYERS LIABILITY: Workers’ Compensation insurance as required by the State of California, with Statutory Limits, and Employer’s Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. The Workers’ Compensation policy shall be endorsed with a waiver of subrogation in favor of the State of California. 9. Reservation of Rights: State reserves the right to use the Property in any manner, provided such use does not unreasonably interfere with Permittee's rights herein. 10. Access Limits and Conditions: Access to the Property shall be limited to the access designated by State and as depicted or described on Exhibit “B”. • Schedule a pre-construction meeting with State Parks staff to discuss access and to coordinate with Lifeguard Service. • No heavy equipment shall be moved or operated on State Park property without a flag crew. • Permittee will make every attempt to outline the “construction” zone for visitors. This may include signage, flags, cones, or other identifiable markers around those areas where heavy equipment may be in use or will be used. • State Beach lands will be left, at conclusion of the project, in appearance equal to or better than before the project commenced. • Work to be conducted weekdays from 8:00AM to 4:00PM. No work shall take place on weekends or holidays. • Photograph the Project prior to start and once completed. Submit before and after photos to Cindy.krimmel@parks.ca.gov as a condition of the PEF. 11. Notice of Work: Any required notices to State shall be sent to the State authorities in charge of Carlsbad State Beach State Park named below. At least forty-eight (48) hours prior to any entry upon the Property for any of the purposes hereinabove set forth, Permittee shall provide the State contact[s] named below with written notice of Permittee’s intent to enter the Property. Permittee shall also notify the State contact[s] listed below in writing at least forty-eight (48) hours prior to any change in the Project schedule or cessation or completion of work. Should State personnel need to contact Permittee, State shall notify Permittee’s contact person listed below: STATE: PERMITTEE’S CONTACT: Contact: Sean Homer, Lifeguard Chief Contact: Daniel Zimny District: San Diego Coast Associate Engineer Address: 2680 Carlsbad Blvd. Address: 1635 Faraday Ave. Carlsbad, CA 92008 Carlsbad, CA 92008-7314 Telephone: (760) 271-7560 Telephone: (760) 331-7399 Email: Sean.Homer@parks.ca.gov Email: Daniel.Zimny@carlsbadca.gov 12. Limits of Work: In no event shall this Permit authorize work in excess or contrary to the terms and conditions of any regulatory agency permit or approval. Under no circumstances, whether or not authorized by any regulatory agency, other permit or any person or entity other than State, shall work exceed that which is authorized by this Permit. 13. Public Safety: Permittee shall erect orange plastic temporary construction fencing and appropriate signage prior to commencement of work to prevent public access to the construction zone. Permittee shall remove such fencing within two (2) days after the completion of work. Permittee shall take, and shall cause its contractors or subcontractors to take, any and all DocuSign Envelope ID: 5D19235D-DE1A-446F-969A-CE5C8E6869B9 Rev. 7/18/2017 4 of 7 necessary and reasonable steps to protect the public from harm in connection with the Project or implementation of this Permit. 14. Compliance with Project Requirements, Monitoring and Mitigation Measures (if applicable): Resource monitoring and mitigation measures identified by the PEF/CEQA document (attached) shall be completed in accordance with and to the satisfaction of the District Superintendent or designee. Permittee’s activities conducted under this Permit shall comply with all State and Federal environmental laws, including, but not limited to, the Endangered Species Act, CEQA, and Section 5024 of the Public Resources Code. Any of Permittee’s archaeological consultants working within the boundaries of the Property shall obtain a permit from the California State Parks Archaeology, History & Museums Division prior to commencing any archaeological or cultural investigations of the Property. Permittee shall immediately advise State’s contact person if any new site conditions are found during the course of permitted work. State will advise Permittee if any new historical resources (including archaeological sites), special status species, threatened/endangered species protocols, or other resource issues are identified within the Project site. Permittee shall abide by District Superintendent or designee’s instructions to protect the resource(s) during the permitted work or risk revocation of the Permit. Permittee shall make all excavation activities on the Property available to the State Archaeologist for observation and monitoring. During excavation, the State archaeological monitor may observe and report to the State on all excavation activities. State archaeological monitor shall be empowered to stop any construction activities as necessary to protect significant cultural resources from being disturbed. In the event that previously unknown cultural resources, including, but not limited to, dark soil containing shell, bone, flaked stone, groundstone, or deposits of historic trash are encountered during Project construction by anyone, work will be suspended at that specific location, and the Permittee’s work will be redirected to other tasks, until after a State-qualified archaeologist has evaluated the find and implemented appropriate treatment measures and disposition of artifacts, as appropriate, in compliance with all applicable laws and department resource directives. If human remains are discovered during the Project, work will be immediately suspended at that specific location and the District Superintendent or designee shall be notified by Permittee. The specific protocol, guidelines and channels of communication outlined by the California Native American Heritage Commission (NAHC), and/or contained in Health and Safety Code Section 7050.5 and Public Resources Code Sections 5097.9 et seq., will be followed. Those statutes will guide the potential Native American involvement in the event of discovery of human remains. Permittee shall provide a written work schedule to State so that the State archaeological monitor can arrange to be on site on the necessary days. Permittee shall provide reasonable advance notice of and invite the District Superintendent or designee to any preconstruction meetings with the prime contractor or subcontractors. 15. Restoration of Property: Permittee shall complete the restoration, repair, and revegetation of the Property in consultation with, and to the satisfaction of, the State Environmental Scientist within one (1) year after completion of the Project or the expiration or termination of this Permit, whichever comes first. This obligation shall survive the expiration or termination of this Permit. 16. Performance Bond: If required by State in order to ensure that Permittee performs and completes its obligations in accordance with the terms of the Permit, Permittee shall obtain a Performance Bond in the amount of from a surety duly licensed in the State of California. Permittee shall provide State with a copy of such insurance bond. 17. Right to Halt Work: The State reserves the right to halt work and demand mitigation measures at any time, with or without prior notice to Permittee, in the event the State determines that any provision contained herein has been violated, or in the event that cessation of work is necessary to prevent, avoid, mitigate or remediate any threat to the health and safety of the public or state park personnel, or to the natural or cultural resources of the state park. 18. Use Restrictions: The use of the Property by Permittee, including its guests, invitees, employees, contractors and agents, shall be restricted to the daytime hours between sunrise and sunset on a day-by-day basis, unless otherwise approved in advance in writing by State. No person shall use or occupy the Property overnight. DocuSign Envelope ID: 5D19235D-DE1A-446F-969A-CE5C8E6869B9 Rev. 7/18/2017 5 of 7 Activities on the Property shall be conducted only in a manner which will not interfere with the orderly operation of the state park. Permittee shall not engage in any disorderly conduct and shall not maintain, possess, store or allow any contraband on the Property. Contraband includes, but is not limited to: any illegal alcoholic beverages, drugs, firearms, explosives and weapons. Roads and trails where motorized vehicles are normally prohibited may be used for vehicle access by Permittee, its employees, agents or contractors for patrol, maintenance or repair purposes only, and only to the extent specified by State, and shall be otherwise subject to all other conditions and/or restrictions of this Permit and any applicable laws, state park regulations and state park policies. Permittee shall not use or allow the Property to be used, either in whole or in part, for any purpose other than as set forth in this Permit, without the prior written consent of the State. 19. State's Right to Enter: At all times during the term of this Permit and any extension thereof, there shall be and is hereby expressly reserved to State and to any of its agencies, contractors, agents, employees, representatives, invitees or licensees, the right at any and all times, and any and all places, to temporarily enter upon said Property to survey, inspect, or perform any other lawful State purposes. Permittee shall not interfere with State's right to enter. 20. Protection of Property: Permittee shall protect the Property, including all improvements and all natural and cultural features thereon, at all times at Permittee's sole cost and expense, and Permittee shall strictly adhere to the following restrictions: (a) Permittee shall not place or dump garbage, trash or refuse anywhere upon or within the Property, except in self-contained trash receptacles that are maintained to State's satisfaction by Permittee. (b) Permittee shall not commit or create, or suffer to be committed or created, any waste, hazardous condition or nuisance in, on, under, above or adjacent to the Property. (c) Permittee shall not cut, prune or remove any vegetation upon the Property, except as identified in the Project description and herein permitted or subsequently approved in writing by the District Superintendent. (d) Permittee shall not disturb, move or remove any rocks or boulders upon the Property, except as identified in the Project description and herein permitted or subsequently approved in writing by the District Superintendent. (e) Permittee shall not grade or regrade, or alter in any way, the ground surface of the Property, except as herein permitted, or subsequently approved in writing by the District Superintendent. (f) Permittee shall not bait, poison, trap, hunt, pursue, catch, kill or engage in any other activity which results in the taking, maiming or injury of wildlife upon the Property, except as identified in the Project description and herein permitted or subsequently approved in writing by the District Superintendent. (g) Permittee shall not use, create, store, possess or dispose of hazardous substances (as defined in the California Hazardous Substances Act) on the Property except as herein permitted, or subsequently approved in writing by the District Superintendent. (h) Permittee shall exercise due diligence to protect the Property against damage or destruction by fire, vandalism and any other causes. 21. Default: In the event of a default or breach by Permittee of any of the terms or conditions set forth in this Permit, State may at any time thereafter, without limiting State in the exercise of any right of remedy at law or in equity which State may have by reason of such default or breach: (a) Maintain this Permit in full force and effect and recover the consideration, if any, and other monetary charges as they become due, without terminating Permittee's right to use of the Property, regardless of whether Permittee has abandoned the Property; or (b) Immediately terminate this Permit upon giving written notice to Permittee, whereupon Permittee shall immediately surrender possession of the Property to State and remove all of Permittee’s equipment and other personal property from the Property. In such event, State DocuSign Envelope ID: 5D19235D-DE1A-446F-969A-CE5C8E6869B9 Rev. 7/18/2017 6 of 7 shall be entitled to recover from Permittee all damages incurred or suffered by State by reason of Permittee's default, including, but not limited to, the following: (i) any amount necessary to compensate State for all the detriment proximately caused by Permittee's failure to perform its obligations under this Permit, including, but not limited to, compensation for the cost of restoration, repair and revegetation of the Property, which shall be done at State’s sole discretion and compensation for the detriment which in the ordinary course of events would be likely to result from the default; plus (ii) at State's election, such other amounts in addition to or in lieu of the foregoing as may be permitted from time to time by applicable law. 22. State's Right to Cure Permittee's Default: At any time after Permittee is in default or in material breach of this Permit, State may, but shall not be required to, cure such default or breach at Permittee's cost. If State at any time, by reason of such default or breach, pays any sum or does any act that requires the payment of any sum, the sum paid by State shall be due immediately from Permittee to State at the time the sum is paid. The sum due from Permittee to State shall bear the maximum interest allowed by California law from the date the sum was paid by State until the date on which Permittee reimburses State. 23. Revocation of Permit: The State shall have the absolute right to revoke this Permit for any reason upon ten (10) days written notice to Permittee. Written notice to Permittee may be accomplished by electronic or facsimile transmission, and the notice period set forth in this paragraph shall begin on the date of the electronic or facsimile transmission, or, if sent by mail, on the date of delivery. If Permittee is in breach of the Permit or owes money to the State pursuant to this Permit, any prepaid monies paid by Permittee to State shall be held and applied by the State as an offset toward damages and/or amounts owed. Nothing stated herein shall limit the State's exercise of its legal and equitable remedies. 24. Recovery of Legal Fees: In any action brought to enforce or interpret any provisions of this Permit or to restrain the breach of any agreement contained herein, or for the recovery of possession of the Property, or to protect any rights given to the State against Permittee, and in any actions or proceedings under Title 11 of the United States Code, if the State shall prevail in such action on trial or appeal, the Permittee shall pay to the State such amount in attorney's fees in said action as the court shall determine to be reasonable, which shall be fixed by the court as part of the costs of said action. 25. Voluntary Execution and Independence of Counsel: By their respective signatures below, each Party hereto affirms that they have read and understood this Permit and have received independent counsel and advice from their attorneys with respect to the advisability of executing this Permit. 26. Reliance on Investigations: Permittee declares that it has made such investigation of the facts pertaining to this Permit, the Property and all the matters pertaining thereto as it deems necessary, and on that basis accepts the terms and conditions contained in this Permit. Permittee acknowledges that State has made, and makes, no representations or warranties as to the condition of the Property, and Permittee expressly agrees to accept the Property in its as-is condition for use as herein permitted. 27. Entire Agreement: The Parties further declare and represent that no inducement, promise or agreement not herein expressed has been made to them and this Permit contains the entire agreement of the Parties, and that the terms of this agreement are contractual and not a mere recital. 28. Warranty of Authority: The undersigned represents that they have the authority to, and do, bind the person or entity on whose behalf and for whom they are signing this Permit and the attendant documents provided for herein, and this Permit and said additional documents are, accordingly, binding on said person or entity. 29. Assignment: This Permit shall not be assigned, mortgaged, hypothecated, or transferred by Permittee, whether voluntarily or involuntarily or by operation of law, nor shall Permittee let, sublet or grant any license or permit with respect to the use and occupancy of the Property or any portion thereof, without the prior written consent of State. 30. Choice of Law: This Permit will be governed and construed by the laws of the State of California. DocuSign Envelope ID: 5D19235D-DE1A-446F-969A-CE5C8E6869B9 DocuSign Envelope ID: 5D19235D-DE1A-446F-969A-CE5C8E6869B9 Exhibit A Right-of-Entry for Storm Drain Repairs at Carlsbad State Beach Notice of Exemption (SCH #2020120431) December 22, 2020 DocuSign Envelope ID: 5D19235D-DE1A-446F-969A-CE5C8E6869B9 SCH# District Project # Date Filed: ER # DPR 508 (Rev. 4/2003)(Word 2/11/2005) State of California – The Resources Agency DEPARTMENT OF PARKS AND RECREATION NOTICE OF EXEMPTION TO: Office of Planning and Research FROM: Department of Parks and Recreation 1400 Tenth Street 1416 Ninth Street Sacramento, CA 95814 P.O. Box 942896 Sacramento, CA 94296-0001 PROJECT TITLE: Storm Drain Repairs at Carlsbad State Beach (20/21-SD-06) LOCATION: Carlsbad State Beach COUNTY: San Diego DESCRIPTION OF THE NATURE AND PURPOSE OF PROJECT: Issuance of a right-of-entry permit for the City of Carlsbad to replace a concrete energy dissipater at the end of the storm drain line on Carlsbad State Beach. They will repair the disjointed pipe leading into the dissipater and remove the non-native vegetation around the facility, to protect park resources. Measures to be implemented to avoid impact may be obtained by submitting a request to the project Environmental Coordinator listed below. PUBLIC AGENCY APPROVING THE PROJECT: California Department of Parks and Recreation NAME OF DIVISION OR DISTRICT CARRYING OUT THE PROJECT: San Diego Coast District EXEMPT STATUS: Declared Emergency (Section 15269(a)) Emergency Project (Section 15269(b) and (c)) Statutory Exemption (Section ) Categorical Exemption Class: 1, 5 Section: 15301, 15305 REASONS WHY PROJECT IS EXEMPT: No potential for significant impact to the environment is anticipated in compliance with CEQA §15300.4. If the project is implemented as indicated within the CDPR Project Evaluation Form, then it is exempt under CEQA §15301–Existing Facilities and §15305 - Minor Alterations in Land Use Limitations. The action falls under the Departmental List of Exempt activities according to CEQA §15300.4 as: “Utility repairs or minor upgrades” (Class 1, Section 15301) and “Issuance of temporary use permits” (Class 5, Section 15305). CONTACT: Cindy Krimmel PHONE NO.: (619) 278-3771 District Environmental Coordinator EMAIL: cindy.krimmel@parks.ca.gov San Diego Coast District Gina Moran Date San Diego Coast District Superintendent DocuSign Envelope ID: 43A523B9-58BD-4CFF-BE6C-FA6BFB617E24 12/21/2020 DocuSign Envelope ID: 5D19235D-DE1A-446F-969A-CE5C8E6869B9 Source: Esri, DigitalGlobe, GeoEye, Earthstar Geographics, CNES/Airbus DS,USDA, USGS, AeroGRID, IGN, and the GIS User Community N010020050Feet Storm Drain Park Boundary Limit of Work Ingress and Egress Exhibit B. Limit of WorkCarlsbad State Beach DocuSign Envelope ID: 5D19235D-DE1A-446F-969A-CE5C8E6869B9 ANY PROPRIETOR/PARTNER/EXECUTIVEOFFICER/MEMBER EXCLUDED? INSR ADDL SUBRLTRINSD WVD PRODUCER CONTACTNAME: FAXPHONE(A/C, No):(A/C, No, Ext): E-MAILADDRESS: INSURER A : INSURED INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : POLICY NUMBER POLICY EFF POLICY EXPTYPE OF INSURANCE LIMITS(MM/DD/YYYY) (MM/DD/YYYY) AUTOMOBILE LIABILITY UMBRELLA LIAB EXCESS LIAB WORKERS 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 7/10/2020 License # 0C32169 (619) 937-0164 (619) 937-0168 20478 Habitat Restoration Sciences, Inc. 1217 Distribution Way Vista, CA 92081 20494 42307 34630 10172 085202 A 1,000,000 X X 6049996792 7/15/2020 7/15/2021 100,000 15,000 1,000,000 2,000,000 2,000,000 1,000,000B X X 6049951075 7/15/2020 7/15/2021 10,000,000C LA20EXC877609IC 7/15/2020 7/15/2021 10,000,000 D X HAWC116062 7/15/2020 7/15/2021 1,000,000 1,000,000 1,000,000 E Pollution Liability G46788084004 7/15/2020 Ded $2,500 Occur/Agg 2,000,000 F Prof Liability ANE175995320 7/15/2020 7/15/2021 Ded. $10K Occur/Agg 2,000,000 RE: OPERATIONS OF THE NAMED INSURED AS CERTIFICATE HOLDERS INTEREST MAY APPEAR SUBJECT TO POLICY TERMS, CONDITIONS AND EXCLUSIONS. CITY OF CARLSBAD IS INCLUDED AS ADDITIONAL INSURED PER FORM CNA75079XX (10-16) ATTACHED. PRIMARY AND NON-CONTRIBUTORY WORDING APPLIES. AUTO ADDITIONAL INSURED APPLIES PER ENDORSEMENT ATTACHED. (agpcp) CITY OF CARLSBAD/CMWD c/o EXIGIS INSURANCE COMPIANCE SERVICES P.O. 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/"5*0/"-'*3&*/463"/$&$00')"35'03% (IIHFWLYH 'DWH 20,QVXUHG 1DPH )"#*5"53&4503"5*0/4$*&/$&4 */$ &RS\ULJKW &1$$OO 5LJKWV 5HVHUYHG ,QFOXGHV FRS\ULJKWHG PDWHULDO RI ,QVXUDQFH 6HUYLFHV 2IILFH ,QF ZLWK LWV SHUPLVVLRQ 25.WAIVER OF SUBROGATION -BLANKET CNA PARAMOUNT Contractors’General Liability Extension Endorsement Named Insureds Insureds spouses’Namedarewithrespecttosuch acts,errors or omissions in the conduct of the Insured’s business. 10.EXPECTED OR INTENDED INJURY –EXCEPTION FOR REASONABLE FORCE COVERAGES,Coverage A –Bodily Injury and Property Damage LiabilityUnder,the paragraph entitledExclusionsExpectedorIntendedInjuryisamendedtodeletetheexclusionentitledandreplaceit with the following: This insurance does not apply to: Expected or Intended Injury Bodily injury property damage Insuredorexpectedorintendedfromthestandpointof the .This exclusion does not bodily injury property damageapplytoor resulting from the use of reasonable force to protect persons or property. 11.GENERAL AGGREGATE LIMITS OF INSURANCE -PER PROJECT A.Named InsuredForeachconstructionprojectawayfrompremisesthe owns or rents,a separate ConstructionProjectGeneralAggregateLimit,equal to the amount of the General Aggregate Limit shown in the Declarations,is the most the Insurer will pay for the sum of: 1.damages Coverage A damages bodily injury property damageAllunder,except because of or included inproducts-completed operations hazardthe;and 2.Coverage CAllmedicalexpensesunder, occurrencesthatarisefrom or accidents which can be attributed solely to ongoing operations at that constructionproject.Such payments shall not reduce the General Aggregate Limit shown in the Declarations,nor the Construction Project General Aggregate Limit of any other construction project. B.All: 1.Damages Coverage Bunder,regardless of the number of locations or construction projects involved; 2.Damages Coverage A occurrencesunder,caused by which cannot be attributed solely to ongoingdamagesbodilyinjurypropertydamageoperationsat a single construction project,except because of orproducts-completed operations hazardincludedinthe;and 3.Coverage CMedicalexpensesunder caused by accidents which cannot be attributed solely to ongoing operations at a single construction project, will reduce the General Aggregate Limit shown in the Declarations. C.The limits shown in the Declarations for Each Occurrence,for Damage To Premises Rented To You and for Medical Expense continue to apply,but will be subject to either the Construction Project General Aggregate LimitoccurrenceortheGeneralAggregateLimit shown in the Declarations,depending on whether the can be attributed solely to ongoing operations at a particular construction project. D.products-completed operations hazardWhencoverageforliabilityarisingout of the is provided,any payments damages bodily injury property damage products-completed operationsforbecauseoforincludedinthe hazard will reduce the Products-Completed Operations Aggregate Limit shown in the Declarations,regardless ofthenumberofprojectsinvolved. E.InsuredIfasingleconstructionprojectawayfrompremisesownedbyorrentedto the has been abandoned andthenrestarted,or if the authorized contracting parties deviate from plans,blueprints,designs,specifications or timetables,the project will still be deemed to be the same construction project. F.LIMITS OF INSURANCETheprovisionsof not otherwise modified by this endorsement shall continue to apply as stipulated. Policy No: 6049996792 1EndorsementNo:CNA74705XX (1-15)NATIONAL FIRE INSURANCE CO. OF HARTFORD Effective Date: 07/15/2020Insured Name: HABITAT RESTORATION SCIENCES, INC. Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. CNA PARAMOUNT Cancellation /Non-Renewal –California Wherever used in this endorsement:1)Insurer means "we","us","our"or the "Company"as those terms may be defined in the policy;and 2)Named Insured means the first person or entity named on the declarations page; and 3)"Insureds" means all persons or entities afforded coverage under the policy. Any cancellation,non-renewal or termination provisions in the policy are deleted in their entirety and replaced with the following: CANCELLATION AND NON-RENEWAL A.CANCELLATION 1.The Named Insured may cancel the policy at any time.To do so,the Named Insured must return the policy to the Insurer or any of its authorized representatives,indicating the effective date of cancellation; or provide a written notice to the Insurer,stating when the cancellation is to be effective. 2.If the policy has been in effect for less than sixty (60)days and is not a renewal the Insurer may cancel the policy for any reason by mailing or delivering written notice to the Named Insured,at the last mailing address known to the Insurer,and the producer of record.The notice of cancellation will be provided at least sixty (60)days prior to the effective date of cancellation except that in the case of cancellation for nonpayment of premiums the notice will be given no less than ten (10)days prior to the effective date of the cancellation. 3.If the policy has been in effect for more than sixty (60)days or if it is a renewal,effective immediately,the Insurer may not cancel the policy unless such cancellation is based on one or more of the following reasons: a.Nonpayment of premium,including payment due on a prior policy issued by the Insurer and due during the current policy term covering the same risks. b.A judgment by a court or an administrative tribunal that the Named Insured has violated any law of this state or of the United States having as one of its necessary elements an act which materially increases any of the risks insured against. c.Discovery of fraud or material misrepresentation by either of the following: (1)The Named Insured or Insured(s)or a representative of same in obtaining the insurance;or (2)The Named Insured or his or her representative in pursuing a claim under the policy. d.Discovery of willful or grossly negligent acts or omissions,or of any violations of state laws or regulations establishing safety standards,by the Named Insured or Insured(s)or a representative of same,which materially increase any of the risks insured against. e.Failure by the Named Insured or Insured(s)or a representative of same to implement reasonable loss control requirements which were agreed to by the Named Insured as a condition of policy issuance or which were conditions precedent to the use by the Insurer of a particular rate or rating plan,if the failure materially increases any of the risks insured against. f.A determination by the commissioner that the loss of,or changes in,the Insurer's reinsurance covering all or part of the risk would threaten the financial integrity or solvency of the Insurer. g.A determination by the commissioner that a continuation of the policy coverage would place the Insurer in violation of the laws of this state or the state of its domicile or that the continuation of coverage would threaten the solvency of the Insurer. h.A change by the Named Insured or Insured(s)or a representative of same in the activities or property of the commercial or industrial enterprise which results in a material added risk,a materially increased risk or a materially changed risk,unless the added,increased,or changed risk is included in the policy. Policy No: 6049996792 Endorsement No:CNA62814CA (9-12) Page 1of4NATIONAL FIRE INSURANCE CO. OF HARTFORD Effective Date: 07/15/2020Insured Name: HABITAT RESTORATION SCIENCES, INC. Copyright CNA All Rights Reserved.10020009960244308999090 CNA PARAMOUNT Cancellation /Non-Renewal –California A notice of cancellation will be in writing and will be delivered or mailed to the Named Insured,at the lastmailingaddressknownto the Insurer,and the producer of record at least sixty (60)days prior to theeffectivedate of cancellation.Where cancellation is for nonpayment of premium,notice shall be given nolessthan ten (10)days prior to the effective date of cancellation. 4.The notice will state the actual reason for the cancellation. 5.Notice of cancellation will state the effective date of cancellation.The policy period will end on that date. 6.If notice is mailed,proof of mailing will be sufficient proof of notice. B.PREMIUM REFUND If this policy is cancelled,the Insurer will send the Named Insured any premium refund due.If the Insurercancelstherefundwillbeprorata.If the Named Insured cancels,the refund may be less than pro rata.The cancellation will be effective even if the Insurer has not made or offered a refund. C.NON-RENEWAL 1.The Insurer can non-renew the policy by giving written notice to the Named Insured,at the last mailingaddressknownto the Insurer,and the producer of record at least sixty (60)days but not more than onehundredtwenty(120)days before the expiration date. 2.The notice of non-renewal will state the actual reason for non-renewal. 3.If notice is mailed,proof of mailing will be sufficient proof of notice. 4.A notice of non-renewal will not be required in any of the following situations: a.The transfer of,or renewal of,a policy without change in its terms or conditions or the rate onwhichthepremiumisbasedbetweeninsurersthataremembersof the same insurance group.b.The policy has been extended for ninety (90)days or less, if the notice required has been givenpriorto the extension.c.The Named Insured has obtained replacement coverage or has agreed,in writing, within sixty(60)days of the termination of the policy,to obtain that coverage.d.The policy is for a period of no more than sixty (60)days and the Named Insured is notified atthetimeofissuancethatitmaynot be renewed.e.The Named Insured requests a change in the terms or conditions or risks covered by the policywithin sixty (60)days prior to the end of the policy period.f.The Insurer has made a written offer to the Named Insured,within the prescribed time period,torenewthepolicyunderchangedtermsorconditionsorat a changed premium rate,where theincreaseismorethan25%.As used herein, "terms or conditions"includes,but is not limited to,areductionin limits,elimination of coverages,or an increase in deductibles. 5. In the case of conditional renewal,failure of the Named Insured to satisfy conditions provided by theInsurerforrenewal,by the expiration date of the policy or sixty (60)days after mailing or delivery of suchnotice,whichever is later,the conditional renewal shall be treated as an effective non-renewal. Policy No: 6049996792 Endorsement No:CNA62814CA (9-12)Page 2of4NATIONAL FIRE INSURANCE CO. OF HARTFORD Effective Date: 07/15/2020Insured Name: HABITAT RESTORATION SCIENCES, INC. Copyright CNA All Rights Reserved. CNA PARAMOUNT Cancellation /Non-Renewal –California D.CONDITIONAL RENEWAL 1.If the policy has been in effect for more than sixty (60)days or if the policy is a renewal,effective immediately no increase in premium,reduction in limits,or change in the conditions of coverage shall be effective during the policy period unless based upon one of the following reasons: a.Discovery of willful or grossly negligent acts or omissions,or of any violations of state laws or regulations establishing safety standards by the Named Insured or Insured(s)which materially increase any of the risks or hazards insured against. b.Failure by the Named Insured or Insured(s)to implement reasonable loss control requirements which were agreed to by the Insured as a condition of policy issuance or which were conditions precedent to the use by the Insurer of a particular rate or rating plan,if the failure materially increases any of the risks insured against. c.A determination by the commissioner that loss of or changes in an insurer's reinsurance covering all or part of the risk covered by the policy would threaten the financial integrity or solvency of the Insurer unless the change in the terms or conditions or rate upon which the premium is based is permitted. d.A change by the Named Insured or Insured(s)in the activities or property of the commercial or industrial enterprise which results in a materially added risk,a materially increased risk,or a materially changed risk,unless the added,increased,or changed risk is included in the policy. 2.A written notice will be mailed or delivered to the Named Insured,at the last mailing address known to the Insurer,and the producer of record at least sixty (60)days prior to the effective date of any increase, reduction or change. 3.The notice will state the effective date of,and the reasons for,the increase,reduction or change 4.If notice is mailed,proof of mailing will be sufficient proof of notice. E.ADDITIONAL PROVISIONS 1.If the Insurer is an associate participating insurer as established by Cal. Ins.Code Section 10089.16, solely with respect to coverage for real property used predominantly for residential purposes and consisting of not more than four dwelling units,and to coverage on tenants'household property contained in a residential unit: a.The Insurer shall not cancel or refuse to renew such coverage existing on the date the Insurer elected to become an associate participating insurer after an offer of earthquake coverage is accepted solely because the insured has accepted that offer of earthquake coverage;and b.The Insurer shall not cancel such coverage unless the policy is properly canceled pursuant to Paragraph A above;and c.The Insurer may refuse to renew a policy of residential property insurance after an offer of earthquake coverage has been accepted only if: i.The policy is terminated by the Named Insured; ii.The policy is refused renewal on the basis of sound underwriting principles that relate to the coverages provided by the policy and that are consistent with the approved rating plan and related documents filed with the Department of Insurance as required by existing law; iii The Commissioner of Insurance finds that the exposure to potential losses will threaten the solvency of the Insurer or place the Insurer in a hazardous condition.A hazardous condition includes,but is not limited to,a condition in which the Insurer makes claims payments for losses resulting from an Policy No: 6049996792 Endorsement No:CNA62814CA (9-12) Page 3of4NATIONAL FIRE INSURANCE CO. OF HARTFORD Effective Date: 07/15/2020Insured Name: HABITAT RESTORATION SCIENCES, INC. Copyright CNA All Rights Reserved.10020009960244308999091 CNA PARAMOUNT Cancellation /Non-Renewal –California earthquake that occurred within the preceding two years and that required areductioninpolicyholdersurplusof at least twenty-five percent (25%)forpaymentofthoseclaims;oriv.The Insurer has lost or experienced a substantial reduction in the availability orscopeofreinsurancecoverageorasubstantialincreaseinthepremiumchargedforreinsurancecoverageforitsresidentialpropertyinsurancepolicies,and the Commissioner of Insurance has approved a plan for the nonrenewalsthatis fair and equitable,and that is responsive to the changes in the Insurer'sreinsuranceposition. 2.If this policy contains an exclusion barring coverage for the peril of corrosive soil conditions,the Insurershallnotcancelorrefusetorenewthepolicy solely because corrosive soil conditions exist on thelocation. All other terms and conditions of the Policy remain unchanged. This endorsement,which forms a part of and is for attachment to the Policy issued by the designated Insurers,takes effect on the effective date of said Policy at the hour stated in said Policy,unless another effective date is shown below,and expires concurrently with said Policy. Policy No: 6049996792 Endorsement No:CNA62814CA (9-12)Page 4of4NATIONAL FIRE INSURANCE CO. OF HARTFORD Effective Date: 07/15/2020Insured Name: HABITAT RESTORATION SCIENCES, INC. Copyright CNA All Rights Reserved. CNA63359XX(Ed.04/12) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CONTRACTORS EXTENDED COVERAGE ENDORSEMENT -BUSINESS AUTO PLUS - This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM name,with your permission,while performingI.LIABILITY COVERAGE duties related to the conduct of your business.A.Who Is An Insured "Policy,"as used in this provision A.Who Is AnThefollowing is added to Section II,Paragraph Insured,includes those policies that were in forceA.1.,Who Is An Insured:on the inception date of this Coverage Form but: 1. a.Any incorporated entity of which the 1.Which are no longer in force;orNamedInsuredownsamajorityof the 2.Whose limits have been exhausted.voting stock on the date of inception ofthisCoverageForm;provided that,B.Bail Bonds and Loss of Earnings b.The insurance afforded by this provision Section II,Paragraphs A.2.(2)and A.2.(4)areA.1.does not apply to any such entity revised as follows:that is an "insured"under any other 1.In a.(2),the limit for the cost of bail bonds isliability "policy"providing "auto"coverage.changed from $2,000 to $5,000; and2.Any organization you newly acquire or form,2.In a.(4),the limit for the loss of earnings isotherthan a limited liability company,changed from $250 to $500 a day.partnership or joint venture,and over whichyoumaintainmajorityownershipinterest.C.Fellow Employee The insurance afforded by this provision A.2.:Section II,Paragraph B.5 does not apply. a.Is effective on the acquisition or formation Such coverage as is afforded by this provision C.date, and is afforded only until the end of is excess over any other collectible insurance.the policy period of this Coverage Form,II.PHYSICAL DAMAGE COVERAGEorthenextanniversaryofitsinceptiondate,whichever is earlier.A.Glass Breakage –Hitting A Bird Or Animal –b.Falling Objects Or MissilesDoesnotapplyto: (1)Section III,Paragraph"Bodily injury"or "property damage"The following is added toA.3.caused by an "accident"that :occurred before you acquired or With respect to any covered "auto,"any deductibleformedtheorganization;or shown in the Declarations will not apply to glass(2)Any such organization that is an breakage if such glass is repaired,in a manner"insured"under any other liability acceptable to us,rather than replaced."policy"providing "auto"coverage.B.Transportation Expenses3.Any person or organization that you are Section III,Paragraph A.4.a.is revised,withrequiredbyawrittencontracttonameasanrespecttotransportationexpenseincurredbyyou,additional insured is an "insured"but only with to provide:respect to their legal liability for acts oromissionsof a person,who qualifies as an a.$60 per day,in lieu of $20;subject to"insured"under Section II –Who Is An b.$1,800 maximum,in lieu of $600.Insured and for whom Liability Coverage isaffordedunderthis policy. If required by C.Loss of Use Expenseswrittencontract,this insurance will be primary Section III,Paragraph A.4.b.is revised,withandnon-contributory to insurance on which respect to loss of use expenses incurred by you,the additional insured is a Named Insured.to provide:4.An "employee"of yours is an "insured"while a.$1,000 maximum,in lieu of $600.operating an "auto"hired or rented under acontractoragreementinthat"employee's" CNA63359XX Page 1of3Copyright,CNA Corporation, 2000.(Ed.04/12)Includes copyrighted material of the Insurance Services Office used with its permission.00020007560499510759557POLICY NUMBER: 6049951075 CNA63359XX(Ed.04/12) D.Hired "Autos"d.A $100 per occurrence deductible applies tothecoverageprovidedbythisprovision.The following is added to Section III.ParagraphA.:G.Diminution In Value 5.Hired "Autos"The following is added to Section III,ParagraphB.6.:If Physical Damage coverage is provided underthis policy,and such coverage does not extend to Subject to the following,the "diminution in value"Hired Autos,then Physical Damage coverage is exclusion does not apply to:extended to:a.Any covered "auto"of the privatea.Any covered "auto"you lease,hire,rent passenger type you lease,hire,rent ororborrowwithoutadriver;and borrow,without a driver for a period of 30daysorless, while performing dutiesb.Any covered "auto"hired or rented by related to the conduct of your business;your "employee"without a driver,under a andcontractinthatindividual"employee's"name,with your permission,while b.Any covered "auto"of the privateperformingdutiesrelatedto the conduct passenger type hired or rented by yourofyourbusiness."employee"without a driver for a period of30daysorless,under a contract in thatc.The most we will pay for any one individual "employee's"name,with your"accident"or "loss" is the actual cash permission,while performing dutiesvalue,cost of repair,cost of replacement related to the conduct of your business.or $75,000,whichever is less,minus a$500 deductible for each covered auto.c.Such coverage as is provided by thisNodeductibleappliesto"loss"caused by provision is limited to a "diminution infireorlightning.value"loss arising directly out ofaccidentaldamageand not as a result ofd.The physical damage coverage as is the failure to make repairs;faulty orprovidedbythisprovisionisequalto the incomplete maintenance or repairs;or thephysicaldamagecoverage(s)provided on installation of substandard parts.your owned "autos."d.The most we will pay for "loss"to ae.Such physical damage coverage for hired covered "auto"in any one accident is the"autos"will:lesser of: (1)Include loss of use,provided it is the (1)$5,000;orconsequenceof an "accident"forwhichtheNamedInsuredis legally (2)20%of the "auto's"actual cash valueliable,and as a result of which a (ACV).monetary loss is sustained by the III.Drive Other Car Coverage –Executive Officersleasingorrentalconcern. The following is added to Sections II and III:(2)Such coverage as is provided by thisprovisionwillbesubjectto a limit of 1.Any "auto"you don't own,hire or borrow is a$750 per "accident."covered "auto"for Liability Coverage while beingusedby,and for Physical Damage CoverageE.Airbag Coverage while in the care,custody or control of,any of yourThefollowing is added to Section III,Paragraph "executive officers,"except:B.3.:a.An "auto"owned by that "executive officer"orTheaccidentaldischargeof an airbag shall not be a member of that person's household;orconsideredmechanicalbreakdown.b.An "auto"used by that "executive officer"F.Electronic Equipment while working in a business of selling,servicing,repairing or parking "autos."Section III,Paragraphs B.4.c and B.4.d.aredeletedandreplacedbythefollowing:Such Liability and/or Physical Damage Coverageasisaffordedbythisprovision.c.Physical Damage Coverage on a covered"auto"also applies to "loss"to any (1)Equal to the greatest of those coveragespermanentlyinstalledelectronicequipmentaffordedanycovered"auto";andincludingitsantennasandotheraccessories. CNA63359XX Page 2of3Copyright,CNA Corporation, 2000.(Ed.04/12)Includes copyrighted material of the Insurance Services Office used with its permission. CNA63359XX(Ed.04/12) (2)Excess over any other collectible damage,against any person or organization forinsurance.whom or which you are required by writtencontractoragreementtoobtainthiswaiverfrom2.For purposes of this provision,"executive officer"us.means a person holding any of the officerpositionscreatedbyyourcharter,constitution,by-This injury or damage must arise out of yourlawsoranyothersimilargoverningdocument,activities under a contract with that person orand,while a resident of the same household,organization.includes that person's spouse.You must agree to that requirement prior to anSuch"executive officers"are "insureds"while "accident"or "loss."using a covered "auto"described in this provision.C.Concealment,Misrepresentation or FraudIV.BUSINESS AUTO CONDITIONS The following is added to Section IV,ParagraphA.Duties In The Event Of Accident,Claim,Suit Or B.2.:Loss Your failure to disclose all hazards existing on the dateThefollowing is added to Section IV,Paragraph of inception of this Coverage Form shall not prejudiceA.2.a.:you with respect to the coverage afforded providedsuchfailureoromissionisnotintentional.(4)Your "employees"may know of an"accident"or "loss."This will not mean D.Other Insurancethatyouhavesuchknowledge,unless The following is added to Section IV,Paragraphsuch"accident"or "loss" is known to you B.5.:or if you are not an individual,to any ofyourexecutiveofficersorpartnersoryour Regardless of the provisions of Paragraphs 5.a.insurance manager.and 5.d.above,the coverage provided by thispolicy shall be on a primary non-contributoryThefollowing is added to Section IV,Paragraph basis.This provision is applicable only whenA.2.b.:required by a written contract.That written(6)Your "employees"may know of contract must have been entered into prior todocumentsreceivedconcerningaclaim"Accident"or "Loss."or "suit."This will not mean that you have E.Policy Period,Coverage Territorysuchknowledge,unless receipt of suchdocumentsisknowntoyouorifyouare Section IV,Paragraph B.7.(5).(a).is revised tonot an individual,to any of your executive provide:officers or partners or your insurance a.45 days of coverage in lieu of 30 days.manager. V.DEFINITIONSB.Transfer Of Rights Of Recovery Against OthersToUs Section V.Paragraph C.is deleted and replaced bythefollowing:The following is added to Section IV,ParagraphA.5.Transfer Of Rights Of Recovery Against "Bodily injury"means bodily injury,sickness or diseaseOthersToUs:sustained by a person,including mental anguish,mental injury or death resulting from any of these.We waive any right of recovery we may have,because of payments we make for injury or CNA63359XX Page 3of3Copyright,CNA Corporation, 2000.(Ed.04/12)Includes copyrighted material of the Insurance Services Office used with its permission.00020007560499510759558 Endorsement Effective: Policy No.: Insured: WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 99 04 10 C (Ed. 01-19) WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT-CALIFORNIA BLANKET BASIS 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.) The additional premium for this endorsement shall be calculated by applying a factor of 2% to the total manualpremium, with a minimum initial charge of $350, then applying all other pricing factors for the policy to this calculatedcharge to derive the final cost of this endorsement. This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule. Schedule Blanket Waiver Person/Organization Blanket Waiver – Any person or organization for whom the Named Insured hasagreed by written contract to furnish this waiver. Waiver Premium (prior to adjustments) This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) Endorsement No.: Premium $ Insurance Company: WC 99 04 10 C Countersigned by ______________________________________ (Ed. 01-19) Job Description All CA Operations Oak River Insurance Company HAWC116062 6501.00 07/15/2020