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HomeMy WebLinkAboutAtlas Technical Consultants LLC; 2021-11-30; PSA22-1638CAMASTER AGREEMENT FOR GEOTECHNICAL SERVICES ATLAS TECHNICAL CONSULTANTS, LLC. THIS AGREEMENT is made and entered into as of the ______________ day of ___________________, 2021, 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, hereinafter referred to as “CMWD”, and ATLAS TECHNICAL CONSULTANTS, LLC., a Delaware limited liability company, hereinafter referred to as "Contractor." RECITALS A.CMWD requires the professional services of a consulting firm that is experiencedin geotechnical services. B.The professional services are required on a non-exclusive, project-by-projectbasis. C.Contractor has the necessary experience in providing professional services andadvice related to geotechnical. D.Contractor has submitted a proposal to CMWD under Request for Qualifications (RFQ) No. 21-1449CA and has affirmed its willingness and ability to perform such work. NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, CMWD and Contractor agree as follows: 1.SCOPE OF WORK CMWD retains Contractor to perform, and Contractor agrees to render, those services (the"Services") that are defined in attached Exhibit "A", which is incorporated by this reference inaccordance with this Agreement’s terms and conditions. Contractor’s obligations with respect to any project granted to Contractor under this Agreement will be as specified in the Task Description for the project (see paragraph 5 below). 2.STANDARD OF PERFORMANCEWhile performing the Services, Contractor will exercise the reasonable professional care and skillcustomarily exercised by reputable members of Contractor's profession practicing in theMetropolitan Southern California Area, and will use reasonable diligence and best judgment whileexercising its professional skill and expertise. 3.TERM The term of this Agreement will be effective for a period of three (3) years from December 1, 2021,through November 30, 2024. The Executive Manager of CMWD (“Executive Manager”) mayamend the Agreement to extend it for one (1) 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 writtenamendment indicating the effective date and length of the extended Agreement. 4.PROGRESS AND COMPLETIONThe work for any project granted to Contractor pursuant to this Agreement will begin within ten (10) days after receipt of notification to proceed by CMWD and be completed within the timespecified in the Task Description for the project (see paragraph 5 below). Extensions of time fora specific Task Description may be granted if requested by Contractor and agreed to in writing by PSA22-1638CA 1 of 11 City Attorney Approved Version 6/12/18 DocuSign Envelope ID: 76D4AF83-5885-4D08-A23E-BFF98889FBC7 30thNovember (Attachment F) the Executive Manager (or designee) or General Manager of CMWD as authorized by the Executive Manager (“General Manager”). The Executive Manager (or designee) or General Manager will give allowance for documented and substantiated unforeseeable and unavoidable delays not caused by a lack of foresight on the part of Contractor, or delays caused by CMWD inaction or other agencies' lack of timely action. In no event shall a specific Task Description exceed the term of this Agreement. 5. COMPENSATION The cumulative total for all projects allowed pursuant to this Agreement will not exceed one hundred thousand dollars ($100,000) per agreement year. Fees will be paid on a project-by-project basis and will be based on Contractor’s Schedule of Rates specified in Exhibit “A”. Prior to initiation of any project work by Contractor, CMWD shall prepare a Project Task Description and Fee Allotment (the "Task Description") which, upon signature by Contractor and for CMWD, the Executive Manager (or designee) or General Manager, will be considered a part of this Agreement. The Task Description will include a detailed scope of services for the particular project being considered and a statement of Contractor's fee to complete the project in accordance with the specified scope of services. The Task Description will also include a description of the method of payment and will be based upon an hourly rate, percentage of project complete, completion of specific project tasks or a combination thereof. 6. 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. 7. 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 PSA22-1638CA 2 of 11 City Attorney Approved Version 6/12/18 DocuSign Envelope ID: 76D4AF83-5885-4D08-A23E-BFF98889FBC7 Contractor for work done under this Agreement. At CMWD’s election, CMWD may deduct the indemnification amount from any balance owing to Contractor. 8. 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. 9. OTHER CONTRACTORS CMWD reserves the right to employ other Contractors in connection with the Services. 10. INDEMNIFICATION Contractor agrees to indemnify and hold harmless CMWD and the City of Carlsbad and its officers, officials, employees and volunteers from and against all claims, damages, losses and expenses including attorneys fees arising out of the performance of the work described herein caused by any willful misconduct or negligent act or omission of the Contractor, any subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable. The parties expressly agree that any payment, attorney’s fee, costs or expense CMWD or the City of Carlsbad incurs or makes to or on behalf of an injured employee under CMWD’s self-administered workers’ compensation is included as a loss, expense or cost for the purposes of this section, and that this section will survive the expiration or early termination of this Agreement. 11. INSURANCE Contractor will obtain and maintain for the duration of the Agreement and any and all amendments, insurance against claims for injuries to persons or damage to property which may arise out of or in connection with performance of the services by Contractor or Contractor’s agents, representatives, employees or subcontractors. The insurance will be obtained from an insurance carrier admitted and authorized to do business in the State of California. The insurance carrier is required to have a current Best's Key Rating of not less than "A-:VII"; OR with a surplus line insurer on the State of California’s List of Approved Surplus Line Insurers (LASLI) with a rating in the latest Best’s Key Rating Guide of at least “A:X”; OR an alien non-admitted insurer listed by the National Association of Insurance Commissioners (NAIC) latest quarterly listings report. 11.1 Coverages and Limits. Contractor will maintain the types of coverages and minimum limits indicated below, unless the Risk Manager or Executive Manager for CMWD approves a lower amount. These minimum amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations under this Agreement. CMWD, its officers, agents and employees make no representation that the limits of the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect Contractor. If Contractor believes that any required insurance coverage is inadequate, Contractor will obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense. The full limits available to the named insured shall also be available and applicable to CMWD as an additional insured. PSA22-1638CA 3 of 11 City Attorney Approved Version 6/12/18 DocuSign Envelope ID: 76D4AF83-5885-4D08-A23E-BFF98889FBC7 11.1.1 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. 11.1.2 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. 11.1.3 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. 11.1.4 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. 11.2. Additional Provisions. Contractor will ensure that the policies of insurance required under this Agreement contain, or are endorsed to contain, the following provisions: 11.2.1 CMWD will be named as an additional insured on General Liability which shall provide primary coverage to the City. 11.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be written as claims-made coverage. 11.2.3 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. 11.3 Providing Certificates of Insurance and Endorsements. Prior to CMWD’s execution of this Agreement, Contractor will furnish certificates of insurance and endorsements to CMWD. 11.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance coverages, then CMWD will have the option to declare Contractor in breach, or may purchase replacement insurance or pay the premiums that are due on existing policies in order to maintain the required coverages. Contractor is responsible for any payments made by CMWD to obtain or maintain insurance and CMWD may collect these payments from Contractor or deduct the amount paid from any sums due Contractor under this Agreement. 11.5 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. 12.BUSINESS LICENSEContractor will obtain and maintain a City of Carlsbad Business License for the term of theAgreement, as may be amended from time-to-time. PSA22-1638CA 4 of 11 City Attorney Approved Version 6/12/18 DocuSign Envelope ID: 76D4AF83-5885-4D08-A23E-BFF98889FBC7 13.ACCOUNTING RECORDSContractor 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 CMWDduring normal business hours to examine, audit, and make transcripts or copies of records andany 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. 14.OWNERSHIP OF DOCUMENTSAll work product produced by Contractor or its agents, employees, and subcontractors pursuantto 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 thisAgreement will be delivered at once to CMWD. Contractor will have the right to make one (1) copyof the work product for Contractor’s records. 15.COPYRIGHTSContractor agrees that all copyrights that arise from the services will be vested in CMWD andContractor relinquishes all claims to the copyrights in favor of CMWD. 16.NOTICESThe name of the persons who are authorized to give written notice or to receive written notice onbehalf of CMWD and on behalf of Contractor under this Agreement. For CMWD: For Contractor: Name Eleida Felix Yackel Name Andrew Neuhaus, PG, CEG Title Senior Contract Administrator Title Project Manager Dept Public Works Address 6280 Riverdale Street Carlsbad Municipal Water District SAN DIEGO, CA 92120 Address 1635 Faraday Avenue Phone 619-280-4321Carlsbad, CA 92008 Mobile 619-922-6889 Phone 760-602-2767 Email andrew.neuhaus@oneatlas.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. 17.CONFLICT OF INTERESTContractor 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 reportinvestments or interests in all categories. Yes No 18.GENERAL COMPLIANCE WITH LAWS Contractor will keep fully informed of federal, state and local laws and ordinances and regulationswhich in any manner affect those employed by Contractor, or in any way affect the performanceof 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 serviceswith all applicable laws, ordinances and regulations. PSA22-1638CA 5 of 11 City Attorney Approved Version 6/12/18 X DocuSign Envelope ID: 76D4AF83-5885-4D08-A23E-BFF98889FBC7 Contractor will be aware of the requirements of the Immigration Reform and Control Act of 1986 and will comply with those requirements, including, but not limited to, verifying the eligibility for employment of all agents, employees, subcontractors and consultants whose services are required by this Agreement. 19.DISCRIMINATION AND HARASSMENT PROHIBITEDContractor will comply with all applicable local, state and federal laws and regulations prohibitingdiscrimination and harassment. 20.DISPUTE RESOLUTIONIf 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 agreementbetween the parties. Representatives of Contractor or CMWD will reduce such questions, andtheir respective views, to writing. A copy of such documented dispute will be forwarded to bothparties involved along with recommended methods of resolution, which would be of benefit toboth parties. The representative receiving the letter will reply to the letter along with arecommended method of resolution within ten (10) business days. If the resolution thus obtainedis unsatisfactory to the aggrieved party, a letter outlining the disputes will be forwarded to theExecutive 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 ofthe Executive Manager will be binding upon the parties involved, although nothing in thisprocedure will prohibit the parties from seeking remedies available to them at law. 21.TERMINATIONIn 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 thetermination. If CMWD decides to abandon or indefinitely postpone the work or servicescontemplated 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 anydocuments owned by CMWD and all work in progress to CMWD address contained in thisAgreement. 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 worthto CMWD in having the Agreement completed. Based upon that finding CMWD will determine thefinal payment of the Agreement. Either party upon tendering thirty (30) days written notice to the other party may terminate this Agreement. In this event and upon request of CMWD, Contractor will assemble the work product and put it in order for proper filing and closing and deliver it to CMWD. Contractor will be paid for work performed to the termination date; however, the total will not exceed the lump sum fee payable under this Agreement. CMWD will make the final determination as to the portions of tasks completed and the compensation to be made. 22.COVENANTS AGAINST CONTINGENT FEESContractor warrants that Contractor has not employed or retained any company or person, otherthan 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 fideemployee, any fee, commission, percentage, brokerage fee, gift, or any other considerationcontingent 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 itsdiscretion, to deduct from the Agreement price or consideration, or otherwise recover, the fullamount of the fee, commission, percentage, brokerage fees, gift, or contingent fee. PSA22-1638CA 6 of 11 City Attorney Approved Version 6/12/18 DocuSign Envelope ID: 76D4AF83-5885-4D08-A23E-BFF98889FBC7 23.CLAIMS AND LAWSUITS By signing this Agreement, Contractor agrees that any agreement claim submitted to CMWD mustbe asserted as part of the agreement process as set forth in this Agreement and not in anticipationof 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 criminalprosecution. 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 madewith deliberate ignorance of the false information or in reckless disregard of the truth or falsity ofinformation. 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 afalse claim may subject Contractor to an administrative debarment proceeding as the result ofwhich Contractor may be prevented to act as a Contractor on any public work or improvement fora period of up to five (5) years. Contractor acknowledges debarment by another jurisdiction isgrounds for City to terminate this Agreement. 24.JURISDICTION AND VENUEAny 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 theCounty of San Diego, State of California, and the parties waive all provisions of law providing fora change of venue in these proceedings to any other county. 25.SUCCESSORS AND ASSIGNSIt 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 anymonies due or to become due under it may be assigned by Contractor without the prior consentof CMWD, which shall not be unreasonably withheld. 26.ENTIRE AGREEMENTThis 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 andunderstanding between the parties relating to the subject matter of it. In case of conflict, the termsof the Agreement supersede the purchase order. Neither this Agreement nor any of its provisionsmay be amended, modified, waived or discharged except in a writing signed by both parties. 27.PUBLIC AGENCY CLAUSEContractor agrees that any public agency as defined by Cal. Gov. Code section 6500, if authorizedby its governing body, shall have the option to participate in this contract at the same prices, terms, and conditions. If another public agency chooses to participate, the term shall be for theterm of this contract, and shall be contingent upon Contractor's acceptance. Participating publicagencies shall be solely responsible for the placing of orders, arranging for delivery and/or services, and making payments to the Contractor. The City of Carlsbad and Carlsbad MunicipalWater District shall not be liable, or responsible, for any obligations, including but not limited tofinancial responsibility, in connection with participation by another public agency. PSA22-1638CA 7 of 11 City Attorney Approved Version 6/12/18 DocuSign Envelope ID: 76D4AF83-5885-4D08-A23E-BFF98889FBC7 28.AUTHORITYThe 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 authorityto bind Contractor to the terms and conditions of this Agreement. Executed by Contractor this___________ day of _______________________, 2021. CONTRACTOR ATLAS TECHNICAL CONSULTANTS, LLC., a Delaware limited liability company 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: Matt Hall, President (sign here) Mehrnoush Yavary, Branch Manager ATTEST: By: for Faviola Medina, City Clerk Services Manager (sign here) 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 PSA22-1638CA 8 of 11 City Attorney Approved Version 6/12/18 DocuSign Envelope ID: 76D4AF83-5885-4D08-A23E-BFF98889FBC7 29th October EXHIBIT "A" SCOPE OF SERVICES Perform a variety of geotechnical tasks as outlined in individual Project Task Description & Fee Allotments (PTD&FA) related to the following: A. Geotechnical InvestigationsB.Hazardous Material EvaluationsC. Materials Testing Requests for work not listed above must be contracted under separate agreement. PSA22-1638CA 9 of 11 City Attorney Approved Version 6/12/18 DocuSign Envelope ID: 76D4AF83-5885-4D08-A23E-BFF98889FBC7 PSA22-1638CA 10 of 11 City Attorney Approved Version 6/12/18 DocuSign Envelope ID: 76D4AF83-5885-4D08-A23E-BFF98889FBC7 PSA22-1638CA 11 of 11 City Attorney Approved Version 6/12/18 DocuSign Envelope ID: 76D4AF83-5885-4D08-A23E-BFF98889FBC7 AGENGY CUSTOMER ID: 570000080236 LOC#: -~ ® AC:c:>RD ~ ADDITIONAL REMARKS SCHEDULE AGENCY MAMED INSURED Aon Risk services SOLlthwest , Inc. Atlas Technical POLICY NUMBER see certificate Number: 570090282.098 CARRIER INAIC CODE See certificate Number: 570090282098 EFFECTIVE DATE; ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: ACORD 25 FORM TITLE: Certificate of Liability Insurance consllltants , ATLAS TECHNICAL CONSULTANTS HOLDINGS LP SCHEDULE OF NAMED INSUREDS Alta vista Engineering Services AG Alta vista Solutions Inc . Arrow ATC .Holdings , LLC Arrow Environmental Holdings LP Arrow Environmental Holdings, GP LLC ATt Associates of North Carolina, PC ATC Associates of ohio , LP ATC Associates, Inc ATC construction services, Inc. ATC Engineering of Michigan, LP ATC Engineering,_ LLP ATC Environmental, Inc . ATC Group Holdings LLC ATC Group Partners LLC ATC Group Services. LLC ATC Holding, Inc. ATC Leasing company, LLC ATC New England .Corporation ATC sole Member LLC Atlantic Engineering Laboratories of New York, Inc. Atlantic Engineering Laboratories , me. Atlas Intermediate Holdings LLC Atlas TC Holdings LLC Atlas Technical tonsultants LLC Atlas Technical Consultants Sole Member LLC Atlas-Technical consultants, Inc. Bana:nza rndustri es , Inc. BCM Engineering, Inc. Beest Express, LLC Caitcon., LLC: Cardno ATC (MA), me. CEL Consulting, LLC consolidated Engineering Laboratories Dexter ATC Field Services LLC Dexter Field servvices; LP Engineering & Testing services LLC Engineering services, LLC Environmental comp.l i ance Services, Inc. ETS-ESC Holdings LLC Geosphere consultants , me . HES Testing, LL_C Long Engineering, Inc. Long Engineering, LLC Materials Testing & Ins·pection, LLC O'Neil service Group, LLC Oris Solutions, LLC Pavet_ex Engi 1ieeri ng, LLC (dba PaveTex) Piedmont Geotechnical consultants, LLC Pipeline Env'i.ro·nmental services Plant services Quality Assurance Engineering, Inc . Rocky Mountain PSI, _LLC sage ATC Environmental Cons u.l ting LLC sage ATC EnviTonmental Holding LLC sage ATC Environmental Holdings LLC Sage Engineering, Inc . sage Environmental consulting, LP sage Environinental Holdings , LLC SCST, LLC ·southwest Geophysics , LLC The Environmental Institute united Testing, LLC wesTest, LLC Wilkins Environmental Consulting, Inc. Inc . Page _ of_ ACORD 101 (2008/01) © 2008 ACORD CORPORATION. All rights reserved. The. ACORD name and logo are registered marks of ACOflD P,:~;t!t ~ Additional Insured-Automatic-Owners, Lessees Or Contractors Coverage Part One,.;Commercial General Liability Coverage Part Two-Contractor's Pollution Liability PolicyNo. Eff. Date of Pol. Exp. Date of Pol. Eff. Date of End. Producer GPL 0217085-06 11/13/2021 11/13/2022 11/13/2021 14340000 Named Insured and Mailing Address: Producer: • . ti ZURICH Add'IPrem. Return Prem. -------------------- Atlas Technical Consultants, Inc. 13215 Bee Cave Pkwy, Building A, Suite 250 AON RISK SERVICES SOUTHWEST INC 5555 SAN FELIPE ST STE 1500 HOUSTON, TX 77056-2739 Austin, TX 78738 TH IS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement modifies insurcince provided under the fo llowing: Environmental Services Package Policy IBJ COVERAGE PART ONE-COMMERCIAL GENERAL LIABILITY ~ COVERAGE PART TWO-CON1RACTOR'S POLLUTION LIABILITY 1. Who is an Insured (Section I.) in the COMMON COVERAGE PROVISIONS is amended to include as an additional insured any person(s) or organization(s) whom you are requ ired to add as an add itional. insured on this policy under a written contract or written agreement. 2. The insurance provided to the additional insured person(s) or organ ization(s) applies on ly to: a. ''Bodily injury", "property damage'' or "personal and advertising injury" under COVERAGE PART ONE" COMMERCIAL GENERAL LIABILITY, COVERAGE A -BODILY INJURY AND PROPERTY DAMAGE LIABILITY and COVERAGE B -PERSONAL AND ADVERTISING INJURY LIABILITY caused, in whole or in part, by: (1) Your acts or omissions; or (2) The acts or omissions of those acting on your behalf; and resulting directly from: (a) Your ongoing operations performed for the additional insured, which is the subject of the written contract or written agreement; or (b) ''Your work" completed as included in the "products-completed operations hazard", performed for the additional insured, which is the subject of the written contract or written agreement; and/or b. "Claims" arising out of a "pollution event" under COVERAGE PART TWO -CONTRACTOR'S POLLUTION LIABILITY, caused, in whore or in part, by: (1) Your acts or omissions; or (2) The acts or omissions of those acting on your behalf, and resulting directly from: (a) "Covered operations" performed for the additional insured, which is the subject of the written contract or written agreement; or STF-ESP-101-F CW (04/13) Page 1 of 3 Any of the other insurance, whether primary, excess, contingent or on any other basis, available to an additional insured, in which the additional insured on our policy is also covered as an additional insured on another policy providing coverage for the same "occurrence", offense, claim or "suit". This provision does not apply to any policy in which the additional insured is a Named Insured on such other policy and where our policy is required by written contract or written agreement to provide coverage to the additional insured on a primary and non-contributory basis. 8. This endorsement does not apply to an additional insured which has been added to this policy by an endorsement showing the additional insured in a Schedule of additional insureds, and which endorsement applies specifically to that identified additional insured. ALL OTHER TERMS AND CONDITIONS OF THE POLICY SHALL APPLY AND REMAIN UNCHANGED. STF-ESP-101-F CW (04/13) Page 3 of 3 such person or organization is then an additional insured with respect to such endorsement(s), but only to the extent that"bodily injury", "property damage" or "personal and advertising injury" is caused, in whole or in part, by: (1) Your acts or omissions; or (2) The acts or omissions of those acting on your behalf, in the performance bf: (a) Your ongoing operations, with respect to Paragraph 2.a. above; or (b) "Your work" and included in the "products-completed operations hazard", with respect to Paragraph 2.b. above, which is the subject of the written contract or written agreement. However, solely with respect to th is Paragraph 2., insurance afforded to such additional insured: (i) Only applies if the "bodily injury", "property damage" or "personal and advertising injury" offense occurs during the policy period and subsequent to your execution of the written contract or written agreement; and (ii) Does not apply to "bodily injury" or "property damage" caused by "your work" and included within the "products-completed operations hazard" unless the written contract or written agreement specifically requires that you provide such coverage to such additional insured. Solely with respect to this Paragraph (ii), if the written contract or written agreement provides a minimum time period for providing such coverage, and such minimum time period ends prior to the end of the policy period, this insurance shall not apply to "bodily injury", "property damage" or a "personal and advertising injury" offense which occurs during the policy period and after the end of that minimum time period. 3. If neither Paragraph 1. nor Paragraph 2. above apply and such written contract or written agreement requires that you provide that the person or organization .be named as an additional insured: · a. Under the ISO CG 20 10 (04/13 edition, any subsequent edition or if no edition date is specified); or b. With respect to ongoing operations (if no form is specified),. such person or organization is then an adciitionc1I insured only to the extent that "bodily injury", "property damage" or "personal and advertising injury" is caused, in whole or in part by: (1) Your acts or omissions; or (2) The acts or omissions of those acting oh your behalf, in the performance of your ongoing operations, which is the subject of the written contract or written agreement. However, solely with respect to this Paragraph 3., insurance afforded to such additional insured: (a) Only applies to the extent permitted by law; (b) Will not be broader than that which you are required by the written contract or written agreement to provide for such additional insured; and (c) Only applies if the "bodily injury", "property damage" or "personal and advertising injury" offense occurs during the policy period and subsequent to your execution of the written contract or written agreement. 4. If neither Paragraph 1. nor Paragraph 2. above apply and such written contract or written agreement requires that you provide that the person or organization be named as an additional insured: a. Under the ISO CG 20 37 (04/13 edition, any subsequent edition or if no edition date is specified); or b. With respect to the "products-completed operations hazard" (if no form is specified}, STF-ESP-MAN-t23 Page 2of 4 such person or organization is then an additional insured only to the extent that "bodily injury" or "property darnage" is caused, in whole or in part by "your work" and included in the "products-completed operations hazard'\ which is the subject of the written contractor written agreement. However, solely with respect to this Paragraph 4., insurance afforded to such additional insured: (1) Only applies to the extent permitted by law; (2) Will not be broader than that which you are required by the written contract or written agreement to provide for such additional insured; (3) Only applies if the "bodily injury" or "property damage" occurs during the policy period and subsequent to your execution of the written contract or written agreement; and (4) Does not apply to "bodily injury" or "property damage" caused by "your work" and included within the "products~completed operations hazard" unless the written contract or written . agreement specifically requires that you provide such coverage to such additional insured. Solely with respect to this Paragraph (4), if the written contract or written agreement provides a rninimum time period for providing such coverage, and such minimum time period ends prior to the end of the policy period, this insurance shall' not apply to "bodily injury" or "property damage" which occurs during the policy period and after the end of that minimum time period. B. S.olely with respect to the insurance afforded to any additional insured referenced in Section A. of this endorsement, the following additional exclusion applies: This insurance does not apply to "bodily injury", "property damage" or "personal and advertising injury" arising out of the rendering of, or failure to render, any professional architectural, engineering or surveying services including: 1. The preparing, approving or failing to prepare or approve maps, shop drawings, opinions, reports, surveys, field otders, change orders or drawings and specifications; or · 2. Supervisory, inspection,, architectural or engineering activities. This exclusion applies even if the claims against any insured allege negligence .cir other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that insured, if the "occurrence" Which caused the ''bodily injury" or "property damage", or the offense which caused the "personal and advertising injurytl, involved the rendering of or t he failure to render any professional architectural, engineering or surveying services. C. Solely with respect to the coverage provided by this endorsement, the following is added to Common Coverage Provisions, Section IV -Claims Provisions, Paragraph 2: The additional insured must see to it that: (1) We are notified as soon as practicable of an "occurrence" or offense that may result in a claim; {2) We receive written notice of a claim or "suit:' as soon as practicable; and (3) A request for defense and indemnity of the claim or "suit" will promptly be brought against any policy issued · · by another insurer under which the additional insured may be an insured in any capacity. This provision does not apply to insurance on wh.ich the additional insured is a Named Insured if the written contract or written agreement requires thatthis coverage be primary and non-contributory. D. Solely with respect to the coverage provided by this endorsement 1. The following is added to the Other Insurance Condition of Section V-Conditions, Paragraph 8: Primary and Noncontributory insurance This insurance is primary to and wnl not seek contribution from any other insurance available to an additional insured provided that: a. The additional insured is a Named Insured under such other insurance; and b. You are required by written contract or written agreement that this insurance be primary and not seek contribution from any other •insurance available to the additional insured. 2. The following paragraph is added to Paragraph 8.b. of the Other Insurance Condition under Section V -: r.~~ ·~ Cl, ,--. ~ 0 \;/ "' 0 0 :~ gi 0 0 g .o 0 STF-ESP-MAN-123 Page 3 of4 This insurance is excess over: Any of the other insuri:ince, whether primary, excess, contingent or on any other basis, available to an additional insured, in which the additional insured on our policy is also covered as an additional insured on another policy providing coverage for the same "occurrence", offense, claim or "suit" This provision does not apply to any policy in which the additional insured is a Named Insured on such other policy and where our policy is required by a written contract or written agreement to provide coverage to the additional insured on a primary and non-contributory bas is. E. This endorsement does not apply to an additional insured which has, been added to this Coverage Part by an endorsement showing the additional insured in a Schedule of additional insureds, and which endorsement applies specifically to that identified additional insured. F. Solely with respect to the insur~mce afforded to an additional insured under this endorsement, the following is added to Section Ill -Limits Of Insurance: Additional Insured -Automatic -Owners, Lessees Or Contractors Limit The most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the written contract or written agreement referenced in Section A. of this endorsement; or 2. Available under the applicable Limits of Insurance shown in the Declarations, whichever is less. This endorsement sha ll not increase the applicable Limits -of Insurance shown in the Declarations. All other terms, conditions-, provisions and exclusions of this policy remain the same. STF-ESP-MAN-123 Page 4 of 4 POLICY NUMBER: BAP~0217109-06 COMMERCIAL AUTO CA 20481013 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED INSURED FOR COVERED AUTOS LIABILITY COVERAGE This endorsement modifies insurance provided under the following: AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by this endorsement. This endorsement identifies person(s) or organization(s) who are "insureds" for Covered Autos Liability Coverag·e under the Who Is An Insured provision of the Coverage Form. This endorsement does not alter coverage provided in the Coverage Form. This endorsement changes the policy effective on the inception date of the policy unless another date is indicated below. Named Insured: Atlas Technical Consultants, Inc. Endorsement Effective Date: 11/13/2021 SCHEDULE Name Of Person(s) Or Organization(s): Any person(s) or organization(s) whom you are required by written contract. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. Each person or organization shown in the Schedule is an. "insured" for Covered Autos Liability Coverage, but only to the extent that person or organization qualifies as an "insured" under the Who Is An Insured provision contained in Paragraph A.1. of Section II - Covered Autos Liability Coverage in the Business Auto and Motor Carrier Coverage Forms and Paragraph D.2. of Section I -Covered Autos Coverages of the Auto Dealers Coverage Form. CA20 481013 © Insurance Services Office; Inc., 2011 Page 1 of 1 Wolters Kluwer Financial Services I Uniform Forms tM C. Fellow Employee Coverage The Fellow Employee E~clusion contained in Section II -Covered Autos Liability Coverage does not apply. D. Driver Safety Program Liability Coverage The following is added to the Racing Exclusion in Section II -Covered Autos Liability Coverage: This exclusion does not apply to covered "autos" participating in a driver safety program event, such as, but not limited to, auto or truck rodeos and other auto or truck agility demonstrations. E. Amended Duties In The Event Of Accident, Claim, Suit Or Loss Paragraph a. of the Duties In The Event Of Accident, Claim, S1Jit Or Loss Condition is replaced by the following: a. In the event of "accident", claim, "suit" or "loss", you must give us or our authorized representative prompt notice of the "accident", claim, ''suit" or "loss". However, these duties only apply when the "accident", claim, "suit" or "loss,; is known to you (if you are an individual), a partner (if you are a partnership), a member (if you are a limited liability company) or an executive officer or insurance manager (if you are a corporation). The failure of any agent, servant or employee of the "insured" to notify us of any "accident", claim, "suit" or "lossi• shall not invalidate the insurance afforded by this policy. Include, as soon as practicable: (1) How, when and where the "accident" or "loss" occurred and if a claim is made or "Suit" is brought, written notice of the claim or "suit" including, but not limited td, the date and details of such claim or "suit"; (2) The "frisured's" name and address; and (3) To the extent possible, the names and addresses of any injured persons and witnesses. If you report.an •iaccident''; qlaim, "suit" or "loss" to another insurer when you should have reported to us, your failure to report to us will not be seen as a violation of these amended duties provided you give us notice as soon as practicable after the fact of the delay becomes known to you. F. Waiver of Transfer Of Rights Of Recovery Against Others To Us The following is added to the Transfer Of Rights Of Recovery Against Others To Us Condition: This Condition does not apply to the extent required of you by a written contract, executed prior to any "accident" or "loss", provided that the "accident!' or "loss" arises out of operations contempiated by such contract. This waiver dnly applies to the person or organization designated in the contract. G. Unintentional Failure to Disclose Hazards The following is added to the Concealment~ Misrepresentation Or Fraud Condition: However, we will not deny coverage under this Coverage Form if you unintentionally: (1) Fail to disclose any hazards existing at the inception date of this Coverage Form; or (2) Make an error, omission, improper description of "autos'' or other misstatement of information. You must notify us as soon as possible after the discovery of any hazards or any other information that was not provided to us prior to the acceptance of this policy. H. Hired Auto -World Wide Coverage Paragraph 7a.(5) of the Policy Period, Coverage Territory Condition is replaced by the following: (5) Anywhere in the world if a covered "auto" is leased, hired, rented or borrowed for a period of 60 days or less, I. Bodily Injury Redefined The definition df "bodily injury" in the Definitions Section is replaced by the following: i'Bodily injury" means bodily injury, sickness or disease, sustained by a person including death or mental anguish, resulting from any of these at any time. Mental anguish means any type of mental or emotional illness or disease. INTERNAL USE ONLY Includes copyrighted material of insurance Services Office, Inc., with its permission. U-CA-428-A CW (02-14) Page 2 of3 WQRKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY we oo 0313 (Ed. 04-84) 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 r1ght 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 anyone not named in the Schedule. Schedule Any person(s) or organization(s) whom you are required by written contract. 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 Effective 11/13/21 Policy No. we 0217·111-0.6 Endorsement No. Insured: Atlas Technical Consultants, Inc. Premium$ WC124 (4-84) INTERN.AN¢;86)00'ft 3 Countersigned by Copyright 1983 National Council on Compensation Insurance, Inc. . I Page 1 of 1 Uniform Forms™ (2) "Claims" made or "suits" brought; or (3) Persons or organizations making "claims" or bringing "suits". d. Any payments made under COVERAGE A -BODILY INJURY AND PROPERTY DAMAGE in COVERAGE PART ONE -COMMERCIAL GENERAL LIABILITY or "damages" or under COVERAGE C -MEDICAL PAYMENTS in COVERAGE PART ONE -COMMERCIAL GENERAL LIABILITY for medical expenses which can be. attributed only to ongoing operations at designated construction projects shall reduce the Designated Construction Project Aggregate Limit for that designated construction project. Such payments shall also reduce the Total Designated Construction Project Aggregate Limit shown in the Schedule above. However such payments shall not reduce the Policy Aggregate Limit shown in the Declarations nor shall they reduce any other Designated Construction Project Aggregate Limit for any other designated construction project shown in the Schedule above. e. The limits shown in the Declarations for Each Incident, Damage to Premises Rented to You and Medical Expense continue to apply. However, instead of being subject to the Policy Aggregate Limit shown in the Declarations, such limits will be subject to the applicable Designated Construction Project Aggregate Limits; 2. For all sums which the insured becomes legally obligated to pay as "damages" caused by "occurrences" under COVERAGE A -BODILY INJURY AND PROPERTY DAMAGE in COVERAGE PART ONE -COMMERCIAL GENERAL LIABILITY, and for all medical expenses caused by accidents under COVERAGE C -MEDICAL PAYMENTS in COVERAGE PART ONE -COMMERCIAi.. GENERAL LIABILITY, which cannot be attributed only to ongoing operations at a single designated constructron project shown in the Schedule above: a. Any payments made under COVERAGE A -BODILY INJURY AND PROPERTY DAMAGE in COVERAGE PART ONE -COMMERCIAL GENERAL LIABILITY or "damages'' or under COVERAGE C -MEDICAL PAYMENTS in COVERAGE PART ONE -COMMERCIAL GENERAL LIABILITY for medical expenses shall reduce the amount available under the Polfcy Aggregate Limit shown in the Declarations; and b. Such payments shall not t(i)duce any Designated Construction Project Aggregate Limit or the Total Designated Construction Project Aggre9ate Limit. 3. When coverage for liability arising out of the "products-completed operations hazard" is provided, any payments for "damages" because of "bodily injury" or "property damage" included in the "products-completed operations hazard" will reduce the Products-Completed Operations Aggregate Limit shown in the declarations and not reduce the Designated Construction Project Aggregate Limit. 4. If the applicable designated construction 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 construction project. 5. The provisions of Limits of lnsLJrance and Deductible (Section Ill.) in the COMMON COVERAGE PROVISIONS not otherwise modified by this endorsement shall continue to apply as stipulated. ALL OTHER TERMS AND CONDITIONS OF THE POLICY SHALL APPLY AND REMAIN UNCHANGED. STF-ESP-148-8 CW (01/04) Page 2 of 2 1. Must be initially provided to us within 15 days; a. After the beginning of the policy period shown in the Declarations; or b. After this endorsement has been added to policy; 2. Must contain the names and e-mail addresses of only the persons or organizations requiring notification that such Coverage Part has been cancelled; 3. Must be in an electronic format that is acceptable to us; and 4. Must be accurate. Such Schedule may be updated and provided to us by the First Named Insured during the policy period. Such updated Schedule must comply with Paragraphs 2. 3. and 4. above. B. Our delivery of the electronic notification as described in Paragraph A. of this endorsement will be based on the most recent Schedule in our records as of the date the notice of cancellation is mailed or delivered to the first Named Insured. Delivery of the notification as described in Paragraph A. of this endorsement will be completed as soon as practicable after the effective date of cancellation to the first Named Insured. C. Proof ofernailing the electronic notification Will be sufficient proof that we have complied with Paragraphs A. and B. of this endorsement. D. Our deliVery of electronic notification described in Paragraphs A. and B. of this endorsement is intended as a courtesy only. Our failure to provide such delivery of electronic notification will not: 1. Extend the Coverage Part cancellation date; 2. Negate the cancellation; or 3. Provide any additional insurance that Would not have been provided in the absence of this endorsement. E. We are not responsible for the accuracy, integrity, timeliness and validity of information contained in fhe Schedule provided to us as described in Paragraphs A. and B. of this endorsement. ALL OTHER TERMS AND CONDITIONS OF THE POLICY SHALL APPLY AND REMAIN UNCHANGED. STF-ENVLa1632-A CW (11/10) Page2 of2 WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY NOTIFICATION TO OTHERS OF CANCELLATION ENDORSEMENT This endorsement is used to add the following to Part Six of the policy. PART SIX CONDITIONS WC99 0633 A. If we cancel this policy by written notice to you for any reason other than nonpayment of premium, we will mail or deliver a copy of such written notice of cancellation to the name and address corresponding to each person or organization -shown in the Schedule below. Notification to such person or organization will be provided at least 10 days prior to the effective date of the cancellation, as advised in our notice to you, or the longer number of days notice if indicated in the Schedule below. B. If we cancel this policy by written notice to you for nonpayment of premium, we will mail or deliver a copy of such written notice of cancellation to the name and address co,responding to each person or organization shown in the Schedule below at least 1 O days prior to the effective date of such cancellation. C. If notice as described in Paragraphs A. or B. of this endorsement is mailed, proof of mailing will be sufficient proof of such notice .. SCHEDULE Name and Address of Other Person(s) I Number of Days Notice: Organization(s): Any person(s) or organization(s) whom you are required .30 bv written contract. All other terms and conditions of this policy remain unchanged. 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 Effective 11 /13/21 Insured: Atlas Technical Consultants, Inc. Policy No. WC 0217111-06 Endorsement No, Premium $ ---------- I NTERN.t(EijSO~ t)1 WC 99 06 33 Includes copyrighted material of National Council on Compensation Insurance, Inc. with its permission. Page 1 of 1