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HomeMy WebLinkAboutLSA Associates Inc; 2022-01-27; PSA22-1754TRANPSA22-1754TRAN City Attorney Approved Version 6/12/18 1 AGREEMENT FOR BUENA VISTA CREEK BIOLOGICAL MONITORING AND FALLEN TREE REMOVAL SERVICES LSA ASSOCIATES THIS AGREEMENT is made and entered into as of the ______________ day of _________________________, 2022, by and between the City of Carlsbad, a municipal corporation, ("City"), and LSA Associates, Inc., a California corporation, ("Contractor"). RECITALS A. City requires the professional services of a consultant that is experienced in environmental services. B. Contractor has the necessary experience in providing professional services and advice related to environmental services. C. Contractor has submitted a proposal to City and has affirmed its willingness and ability to perform such work. NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, City and Contractor agree as follows: 1. SCOPE OF WORK City retains Contractor to perform, and Contractor agrees to render, those services (the "Services") that are defined in attached Exhibit "A", which is incorporated by this reference in accordance with this Agreement’s terms and conditions. 2. STANDARD OF PERFORMANCE While performing the Services, Contractor will exercise the reasonable professional care and skill customarily exercised by reputable members of Contractor's profession practicing in the Metropolitan Southern California Area, and will use reasonable diligence and best judgment while exercising its professional skill and expertise. 3. TERM The Agreement will be effective for a period of ninety (90) days from the date first above written. 4. TIME IS OF THE ESSENCE Time is of the essence for each and every provision of this Agreement. 5. COMPENSATION The total fee payable for the Services to be performed during the initial Agreement term will be ten thousand one hundred dollars ($10,100). No other compensation for the Services will be allowed except for items covered by subsequent amendments to this Agreement. The City reserves the right to withhold a ten percent (10%) retention until City has accepted the work and/or Services specified in Exhibit "A". Incremental payments, if applicable, should be made as outlined in attached Exhibit "A". 6. 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 DocuSign Envelope ID: 4C8B3C56-D70C-4B7A-809D-A21973C66367 27th January PSA22-1754TRAN City Attorney Approved Version 6/12/18 2 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 City. Contractor will be under control of City only as to the result to be accomplished but will consult with City as necessary. The persons used by Contractor to provide services under this Agreement will not be considered employees of City for any purposes. The payment made to Contractor pursuant to the Agreement will be the full and complete compensation to which Contractor is entitled. City will not make any federal or state tax withholdings on behalf of Contractor or its agents, employees or subcontractors. City will not be required to pay any workers' compensation insurance or unemployment contributions on behalf of Contractor or its employees or subcontractors. Contractor agrees to indemnify City within thirty (30) days for any tax, retirement contribution, social security, overtime payment, unemployment payment or workers' compensation payment which City may be required to make on behalf of Contractor or any agent, employee, or subcontractor of Contractor for work done under this Agreement. At the City’s election, City may deduct the indemnification amount from any balance owing to Contractor. 8. SUBCONTRACTING Contractor will not subcontract any portion of the Services without prior written approval of City. If Contractor subcontracts any of the Services, Contractor will be fully responsible to City for the acts and omissions of Contractor's subcontractor and of the persons either directly or indirectly employed by the subcontractor, as Contractor is for the acts and omissions of persons directly employed by Contractor. Nothing contained in this Agreement will create any contractual relationship between any subcontractor of Contractor and City. Contractor will be responsible for payment of subcontractors. Contractor will bind every subcontractor and every subcontractor of a subcontractor by the terms of this Agreement applicable to Contractor's work unless specifically noted to the contrary in the subcontract and approved in writing by City. 9. OTHER CONTRACTORS The City reserves the right to employ other Contractors in connection with the Services. 10. 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 attorneys’ 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. DocuSign Envelope ID: 4C8B3C56-D70C-4B7A-809D-A21973C66367 PSA22-1754TRAN City Attorney Approved Version 6/12/18 3 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. 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 Coverage and Limits. Contractor will maintain the types of coverage and minimum limits indicated below, unless the Risk Manager or City Manager approves a lower amount. These minimum amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations under this Agreement. City, its officers, agents and employees make no representation that the limits of the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect Contractor. If Contractor believes that any required insurance coverage is inadequate, Contractor will obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense. The full limits available to the named insured shall also be available and applicable to the City as an additional insured. 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 City). $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 City'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 The City will be named as an additional insured on Commercial General Liability which shall provide primary coverage to the City. DocuSign Envelope ID: 4C8B3C56-D70C-4B7A-809D-A21973C66367 PSA22-1754TRAN City Attorney Approved Version 6/12/18 4 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 City sent by certified mail pursuant to the Notice provisions of this Agreement. 11.3 Providing Certificates of Insurance and Endorsements. Prior to City's execution of this Agreement, Contractor will furnish certificates of insurance and endorsements to City. 11.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance coverages, then City will have the option to declare Contractor in breach or may purchase replacement insurance or pay the premiums that are due on existing policies in order to maintain the required coverages. Contractor is responsible for any payments made by City to obtain or maintain insurance and City 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. City reserves the right to require, at any time, complete and certified copies of any or all required insurance policies and endorsements. 12. BUSINESS LICENSE Contractor will obtain and maintain a City of Carlsbad Business License for the term of the Agreement, as may be amended from time-to-time. 13. ACCOUNTING RECORDS Contractor will maintain complete and accurate records with respect to costs incurred under this Agreement. All records will be clearly identifiable. Contractor will allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of records and any other documents created pursuant to this Agreement. Contractor will allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement. 14. OWNERSHIP OF DOCUMENTS All work product produced by Contractor or its agents, employees, and subcontractors pursuant to this Agreement is the property of City. In the event this Agreement is terminated, all work product produced by Contractor or its agents, employees and subcontractors pursuant to this Agreement will be delivered at once to City. Contractor will have the right to make one (1) copy of the work product for Contractor’s records. 15. COPYRIGHTS Contractor agrees that all copyrights that arise from the services will be vested in City and Contractor relinquishes all claims to the copyrights in favor of City. 16. 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. DocuSign Envelope ID: 4C8B3C56-D70C-4B7A-809D-A21973C66367 PSA22-1754TRAN City Attorney Approved Version 6/12/18 5 For City For Contractor Name Jason Evans Name Jaime Morales Title Associate Engineer Title Project Manager Department Public Works Address 703 Palomar Airport Road, Ste 260 City of Carlsbad Carlsbad, CA 92008 Address 1635 Faraday Ave Phone No. 760-814-7149 Carlsbad, CA 92008 Email jaime.morales@lsa.net Phone No. 442-235-0348 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 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 four categories. Yes ☒ No ☐ 18. GENERAL COMPLIANCE WITH LAWS Contractor will keep fully informed of federal, state and local laws and ordinances and regulations which in any manner affect those employed by Contractor, or in any way affect the performance of the Services by Contractor. Contractor will at all times observe and comply with these laws, ordinances, and regulations and will be responsible for the compliance of Contractor's services with all applicable laws, ordinances and regulations. Contractor will be aware of the requirements of the Immigration Reform and Control Act of 1986 and will comply with those requirements, including, but not limited to, verifying the eligibility for employment of all agents, employees, subcontractors and consultants whose services are required by this Agreement. 19. DISCRIMINATION AND HARASSMENT PROHIBITED Contractor will comply with all applicable local, state and federal laws and regulations prohibiting discrimination and harassment. 20. DISPUTE RESOLUTION If a dispute should arise regarding the performance of the Services, the following procedure will be used to resolve any questions of fact or interpretation not otherwise settled by agreement between the parties. Representatives of Contractor or City will reduce such questions, and their respective views, to writing. A copy of such documented dispute will be forwarded to both parties involved along with recommended methods of resolution, which would be of benefit to both parties. The representative receiving the letter will reply to the letter along with a recommended method of resolution within ten (10) business days. If the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the disputes will be forwarded to the City Manager. The City Manager will consider the facts and solutions recommended by each party and may then opt to direct a solution to the problem. In such cases, the action of the City Manager will be binding DocuSign Envelope ID: 4C8B3C56-D70C-4B7A-809D-A21973C66367 PSA22-1754TRAN City Attorney Approved Version 6/12/18 6 upon the parties involved, although nothing in this procedure will prohibit the parties from seeking remedies available to them at law. 21. TERMINATION In the event of the Contractor's failure to prosecute, deliver, or perform the Services, City may terminate this Agreement for nonperformance by notifying Contractor by certified mail of the termination. If City decides to abandon or indefinitely postpone the work or services contemplated by this Agreement, City may terminate this Agreement upon written notice to Contractor. Upon notification of termination, Contractor has five (5) business days to deliver any documents owned by City and all work in progress to City address contained in this Agreement. City will make a determination of fact based upon the work product delivered to City and of the percentage of work that Contractor has performed which is usable and of worth to City in having the Agreement completed. Based upon that finding City will determine the final payment of the Agreement. Either party upon tendering thirty (30) days written notice to the other party may terminate this Agreement. In this event and upon request of City, Contractor will assemble the work product and put it in order for proper filing and closing and deliver it to City. Contractor will be paid for work performed to the termination date; however, the total will not exceed the lump sum fee payable under this Agreement. City will make the final determination as to the portions of tasks completed and the compensation to be made. 22. COVENANTS AGAINST CONTINGENT FEES Contractor warrants that Contractor has not employed or retained any company or person, other than a bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award or making of this Agreement. For breach or violation of this warranty, City will have the right to annul this Agreement without liability, or, in its discretion, to deduct from the Agreement price or consideration, or otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent fee. 23. CLAIMS AND LAWSUITS By signing this Agreement, Contractor agrees that any Agreement claim submitted to City must be asserted as part of the Agreement process as set forth in this Agreement and not in anticipation of litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is submitted to City, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor acknowledges that California Government Code sections 12650 et seq., the False Claims Act applies to this Agreement and, provides for civil penalties where a person knowingly submits a false claim to a public entity. These provisions include false claims made with deliberate ignorance of the false information or in reckless disregard of the truth or falsity of information. If City seeks to recover penalties pursuant to the False Claims Act, it is entitled to recover its litigation costs, including attorney's fees. Contractor acknowledges that the filing of a false claim may subject Contractor to an administrative debarment proceeding as the result of which Contractor may be prevented to act as a Contractor on any public work or improvement for a period of up to five (5) years. Contractor acknowledges debarment by another jurisdiction is grounds for City to terminate this Agreement. 24. JURISDICTION AND VENUE Any action at law or in equity brought by either of the parties for the purpose of enforcing a right or rights provided for by this Agreement will be tried in a court of competent jurisdiction in the DocuSign Envelope ID: 4C8B3C56-D70C-4B7A-809D-A21973C66367 PSA22-1754TRAN City Attorney Approved Version 6/12/18 7 County of San Diego, State of California, and the parties waive all provisions of law providing for a change of venue in these proceedings to any other county. 25. SUCCESSORS AND ASSIGNS It is mutually understood and agreed that this Agreement will be binding upon City and Contractor and their respective successors. Neither this Agreement nor any part of it nor any monies due or to become due under it may be assigned by Contractor without the prior consent of City, which shall not be unreasonably withheld. 26. ENTIRE AGREEMENT This Agreement, together with any other written document referred to or contemplated by it, along with the purchase order for this Agreement and its provisions, embody the entire Agreement and understanding between the parties relating to the subject matter of it. In case of conflict, the terms of the Agreement supersede the purchase order. Neither this Agreement nor any of its provisions may be amended, modified, waived or discharged except in a writing signed by both parties. /// /// /// /// /// /// /// /// /// /// /// /// /// /// /// /// /// /// DocuSign Envelope ID: 4C8B3C56-D70C-4B7A-809D-A21973C66367 PSA22-1754TRAN City Attorney Approved Version 6/12/18 8 27. 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 CITY OF CARLSBAD, a municipal corporation of the State of California LSA ASSOCIATES, INC., a California corporation By: By: (sign here) Paz Gomez, Deputy City Manager, Public Works, as authorized by the City Manager Mike Trotta, Chairman (print name/title) By: (sign here) Nicole Dubois, 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: 4C8B3C56-D70C-4B7A-809D-A21973C66367 PSA22-1754TRAN City Attorney Approved Version 6/12/18 9 EXHIBIT “A” SCOPE OF SERVICES DocuSign Envelope ID: 4C8B3C56-D70C-4B7A-809D-A21973C66367 LSA is a business name of LSA Associates, Inc.      CARLSBAD CLOVIS IRVINE LOS ANGELES PALM SPRINGS POINT RICHMOND RIVERSIDE ROSEVILLE SAN LUIS OBISPO 703 Palomar Airport Road, Suite 260, Carlsbad, California  92011     760.931.5471     www.lsa.net  January 18, 2022  Jason Evans, P.E., Q.S.D/P, Associate Engineer  Public Works – Transportation Engineering  City of Carlsbad  1635 Faraday Avenue  Carlsbad, California 92008  Email: Jason.Evans@carlsbadca.gov  Subject: Proposal to Provide Environmental Consulting Services for the Buena Vista Creek  Channel Fallen Tree Removal Project (LSA Proposal No. AAA617)  Dear Mr. Evans  LSA hereby submits this proposal to provide environmental consulting services in support of the  Buena Vista Creek Channel Fallen Tree Removal Project (project) in the City of Carlsbad (City), San  Diego County, California. The project entails the removal of illicitly cut trees and branches from  within the channel and along its banks between the El Camino Real and South Vista Way bridges  (upstream and adjacent to the Buena Vista Creek Channel Maintenance District Project) to reduce  flooding potential. As you requested, LSA proposes to perform the following scope of work in  support of the subject project.  SCOPE OF WORK  Task 1: Fallen Tree Removal  Upon receiving the Notice to Proceed, LSA’s teaming partner, Habitat West, will mobilize to begin  the tree removal event. Workers will pull the existing cut tree trunks and branches from the channel  to the bank using a winch. The tree material will be taken whole or chipped on site and then taken  to a green waste facility for proper disposal. No equipment will enter the channel. Only existing  illicitly cut vegetation will be removed. This activity is expected to take 2 to 3 days to complete.  Task 2: Biological Monitoring and Reporting  An LSA biological monitor will be on site daily to provide periodic environmental monitoring during  tree removal activities to document the work and to confirm that intact native vegetation and  resource agency jurisdiction is not affected. Monitoring will consist of orientation of the crew and  oversight during the tree removal activity initiation on the first day. Then the biological monitor will  visit the site each subsequent day of the tree removal event to inspect the progress; supervise to  direct that crews cut and/chip the tree material outside of resource agency jurisdiction; provide  general guidance, as necessary; and take photographs of activities. LSA will complete a Daily  Observation Report (DOR) for each day of monitoring. LSA will submit digital copies of DORs to the  City within 7 days of completion of the tree removal event. Budget for this task includes up to 3 half‐ days of biological monitoring.  DocuSign Envelope ID: 4C8B3C56-D70C-4B7A-809D-A21973C66367   1/18/22 (C:\Users\JMorales\OneDrive ‐ LSA Associates\Desktop\Proposals\BV Creek Fallen Tree Removal Proposal.docx)  2      ESTIMATED BUDGET  LSA proposes to conduct the services described above on a time‐and‐materials basis. LSA estimates  that these services can be completed for $10,100 in accordance with the following table. LSA will  not exceed this amount without your prior authorization.  Tasks Estimated Cost  Task 1: Fallen Tree Removal* $7,500  Task 2: Biological Monitoring and Reporting $2,600  TOTAL $10,100  *Cost reflects California State Prevailing Wage Rates.  If you are in agreement with the terms and conditions of this proposal, please provide written  authorization to proceed.  Sincerely,  LSA ASSOCIATES, INC.   Jaime Morales  Associate/Senior Biologist    Attachment: Billing Rates  DocuSign Envelope ID: 4C8B3C56-D70C-4B7A-809D-A21973C66367 JUNE 2021 SCHEDULE OF STANDARD CONTRACT PROVISIONS AND BILLING RATES L:\CORP\Contract rev 061121.docx «06/11/21» 4 HOURLY BILLING RATES EFFECTIVE JUNE 2021 Job Classification Hourly Rate Range1,2 Planning Environmental Transportation Air/Noise Cultural/ Paleontological Resources Biology GIS Principal Principal Principal Principal Principal Principal Principal $195–400 Associate Associate Associate Associate Associate Associate Associate $130–250 Senior Planner Senior Environmental Planner Senior Transportation Planner/Engineer Senior Air Quality/Noise Specialist Senior Cultural Resources Manager/ Paleontologist Senior Biologist/ Botanist/Wildlife Biologist/Ecologist/ Soil Scientist/ Herpetologist/ Arborist Senior GIS Specialist $100–185 Planner Environmental Planner Transportation Planner/Engineer Air Quality/ Noise Specialist/ Climate Change Specialist Cultural Resources Manager Archaeologist/ Architectural Historian/ Paleontologist Biologist/Botanist/ Wildlife Biologist/ Ecologist/Soil Scientist/ Herpetologist/ Arborist GIS Specialist $80–150 Assistant Planner Assistant Environmental Planner Assistant Transportation Planner/Engineer Air Quality/ Noise Analyst Cultural Resources Analyst Assistant Biologist/ Botanist/Wildlife Biologist/Ecologist/ Soil Scientist/ Herpetologist/ Arborist Assistant GIS Specialist $80–110 Field Services Senior Field Crew/Field Crew $75–105 Office Services Graphics $125–140 Marketing $90–185 Office Assistant $80–130 Project Assistant $110 Research Assistant/Intern $75 Word Processing/Technical Editing $95–125 1 The hourly rate for work involving actual expenses in court (e.g., giving depositions or similar expert testimony) will be billed at $400 per hour regardless of job classifications. 2 Hourly rates are subject to review at least annually, on or about June 1 of each year, and may be adjusted to reflect changing labor costs at LSA’s discretion at that time. LSA IN-HOUSE DIRECT COSTS EFFECTIVE MARCH 20211 Description Unit Cost Description Unit Cost Reproduction (8.5 x 11) B/W $0.07 per page Total Station Surveying Instrument $50.00 per day Reproduction (8.5 x 11) Color $0.40 per page Level (Laser or Optical) $25.00 per day Reproduction (11 x 17) B/W $0.10 per page Laser Rangefinder $25.00 per day Reproduction (11 x 17) Color $0.75 per page Sound Meter $75.00 per day CD Production $5.00 per CD Sound Meter with Velocity Transducer $85.00 per day USB Flash Drive $5.00 per drive Aerial Photo Cost Plotting $3.75 per sq ft Boat Rental $125.00 per day Aerial Drone $200.00 per day Water Quality Meter $25.00 per day Mileage On-Road Current federal rate Night Vision Goggles $50.00 per unit per night Mileage Off-Road Current federal rate Wildlife Camera $25.00 per day GPS Unit $75.00 per day 1 Direct costs shall be reimbursed at cost plus 10 percent. DocuSign Envelope ID: 4C8B3C56-D70C-4B7A-809D-A21973C66367 ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? INSR ADDL SUBR LTR INSD WVD DATE (MM/DD/YYYY) 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 AGG $JECT OTHER:$ 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 LIMIT $DESCRIPTION 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. The ACORD name and logo are registered marks of ACORDACORD 25 (2016/03) CERTIFICATE OF LIABILITY INSURANCE Lockton Insurance Brokers, LLC 777 S. Figueroa Street, 52nd Fl. CA License #0F15767 Los Angeles CA 90017 (213) 689-0065 LSA Associates, Inc. 20 Executive Park, Suite 200 Irvine CA 92614 LSAAS01 The Continental Insurance Company 35289 National Fire Insurance Co of Hartford 20478 Valley Forge Insurance Company 20508 Tokio Marine Specialty Insurance Company 23850 X X X Cont. Liab. Incl. 1,000,000 XXXXXXX 15,000 1,000,000 2,000,000 2,000,000 X 1,000,000 XXXXXXX XXXXXXX XXXXXXX Comp./Coll. Ded 1,000 X X X 10,000 5,000,000 5,000,000 XXXXXXX N X 1,000,000 1,000,000 1,000,000 Contractors Pollution & Professional Liab. $2,000,000 occ./$4,000,000 agg. Ded. $50,000 retroactive date: 6/4/1976 B 7015505617 9/30/2021 9/30/2022 A 7015505648 9/30/2021 9/30/2022 D PPK2330053 9/30/2021 9/30/2022 C 7015505620 9/30/2021 9/30/2022 A 7015505603 (CA)9/30/2021 9/30/2022A7015505469 (USL&H)9/30/2021 9/30/2022 9/30/2022 1492002 N N N N N N N 9/24/2021 N N 17532204 17532204 XXXXXXX City of Carlsbad/CMWD c/o EXIGIS Insurance Compliance Services P.O. Box 4668 - ECM #35050 New York NY 10163-4668 RE: All work as required by written contract or agreement. City of Carlsbad is included as additional insured as respects to General Liability per attached endorsement. Primary and Non-Contributory Wording applies per attached endorsement. Cancellation provisions apply per the attached. Waiver of Subrogation applies on Workers Compensation, per the attached. X See Attachments CNA PARAMOUNT Blanket Additional Insured - Owners, Lessees or Contractors - with Products-Completed Operations Coverage Endorsement This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART It is understood and agreed as follows: I.WHO IS AN INSURED is amended to include as an Insured any person or organization whom you are required by written contract to add as an additional insured on this coverage part, but only with respect to liability for bodily injury, property damage or personal and advertising injury caused in whole or in part by your acts or omissions, or the acts or omissions of those acting on your behalf: A.in the performance of your ongoing operations subject to such written contract; or B.in the performance of your work subject to such written contract, but only with respect to bodily injury or property damage included in the products-completed operations hazard, and only if: 1.the written contract requires you to provide the additional insured such coverage; and 2.this coverage part provides such coverage. II.But if the written contract requires: A.additional insured coverage under the 11-85 edition, 10-93 edition, or 10-01 edition of CG2010, or under the 10- 01 edition of CG2037; or B.additional insured coverage with "arising out of" language; or C.additional insured coverage to the greatest extent permissible by law; then paragraph I. above is deleted in its entirety and replaced by the following: WHO IS AN INSURED is amended to include as an Insured any person or organization whom you are required by written contract to add as an additional insured on this coverage part, but only with respect to liability for bodily injury, property damage or personal and advertising injury arising out of your work that is subject to such written contract. III. Subject always to the terms and conditions of this policy, including the limits of insurance, the Insurer will not provide such additional insured with: A.coverage broader than required by the written contract; or B.a higher limit of insurance than required by the written contract. IV. The insurance granted by this endorsement to the additional insured does not apply to bodily injury, property damage, or personal and advertising injury arising out of: A.the rendering of, or the failure to render, any professional architectural, engineering, or surveying services, including: 1.the preparing, approving, or failing to prepare or approve maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; and 2.supervisory, inspection, architectural or engineering activities; or B.any premises or work for which the additional insured is specifically listed as an additional insured on another endorsement attached to this coverage part. V.Under COMMERCIAL GENERAL LIABILITY CONDITIONS, the Condition entitled Other Insurance is amended to add the following, which supersedes any provision to the contrary in this Condition or elsewhere in this coverage part: CNA75079XX (10-16)Policy No:7015505648 Page 1 of 2 Endorsement No:5 Nat'l Fire Ins Co of Hartford Effective Date:9/30/2021 Insured Name: LSA ASSOCIATES, INC. CopyrightCNAAllRightsReserved. IncludescopyrightedmaterialofInsuranceServicesOffice,Inc.,withitspermission. Attachment Code: D590974 Master ID: 1492002, Certificate ID: 17532204 CNA PARAMOUNT Blanket Additional Insured - Owners, Lessees or Contractors - with Products-Completed Operations Coverage Endorsement Primary and Noncontributory Insurance With respect to other insurance available to the additional insured under which the additional insured is a named insured, this insurance is primary to and will not seek contribution from such other insurance, provided that a written contract requires the insurance provided by this policy to be: 1.primary and non-contributing with other insurance available to the additional insured; or 2.primary and to not seek contribution from any other insurance available to the additional insured. But except as specified above, this insurance will be excess of all other insurance available to the additional insured. VI. Solely with respect to the insurance granted by this endorsement, the section entitled COMMERCIAL GENERAL LIABILITY CONDITIONS is amended as follows: The Condition entitled Duties In The Event of Occurrence, Offense, Claim or Suit is amended with the addition of the following: Any additional insured pursuant to this endorsement will as soon as practicable: 1.give the Insurer written notice of any claim, or any occurrence or offense which may result in a claim; 2.send the Insurer copies of all legal papers received, and otherwise cooperate with the Insurer in the investigation, defense, or settlement of the claim; and 3.make available any other insurance, and tender the defense and indemnity of any claim to any other insurer or self-insurer, whose policy or program applies to a loss that the Insurer covers under this coverage part. However, if the written contract requires this insurance to be primary and non-contributory, this paragraph 3. does not apply to insurance on which the additional insured is a named insured. The Insurer has no duty to defend or indemnify an additional insured under this endorsement until the Insurer receives written notice of a claim from the additional insured. VII. Solely with respect to the insurance granted by this endorsement, the section entitled DEFINITIONS is amended to add the following definition: Written contract means a written contract or written agreement that requires you to make a person or organization an additional insured on this coverage part, provided the contract or agreement: A.is currently in effect or becomes effective during the term of this policy; and B.was executed prior to: 1.the bodily injury or property damage; or 2.the offense that caused the personal and advertising injury; for which the additional insured seeks coverage. Any coverage granted by this endorsement shall apply solely to the extent permissible by law. All other terms and conditions of the Policy remain unchanged. This endorsement, which forms a part of and is for attachment to the Policy issued by the designated Insurers, takes effect on the effective date of said Policy at the hour stated in said Policy, unless another effective date is shown below, and expires concurrently with said Policy. CNA75079XX (10-16)Policy No:7015505648 Page 2 of 2 Endorsement No:5 Nat'l Fire Ins Co of Hartford Effective Date:9/30/2021 Insured Name: LSA ASSOCIATES, INC. CopyrightCNAAllRightsReserved. IncludescopyrightedmaterialofInsuranceServicesOffice,Inc.,withitspermission. Attachment Code: D590974 Master ID: 1492002, Certificate ID: 17532204 CNA PARAMOUNT General Liability Extension Endorsement 3.This Paragraph J. also does not apply: a.to any vendor specifically scheduled as an additional insured by endorsement to this Coverage Part; b.to any of your products for which coverage is excluded by endorsement to this Coverage Part; nor c.if bodily injury or property damage included within the products-completed operations hazard is excluded by endorsement to this Coverage Part. K. Other Person Or Organization Any person or organization who is not an additional insured under Paragraphs A. through J. above. Such additional insured is an Insured solely for bodily injury, property damage or personal and advertising injury for which such additional insured is liable because of the Named Insured’sacts or omissions. The coverage granted by this paragraph does not apply to any person or organization: 1.for bodily injury, property damage, or personal and advertising injury arising out of the rendering or failure to render any professional service; 2.for bodily injury or property damage included within the products-completed operations hazard; nor 3.who is specifically scheduled as an additional insured on another endorsement to this Coverage Part. 2.ADDITIONAL INSURED - PRIMARY AND NON-CONTRIBUTORY TO ADDITIONAL INSURED’S INSURANCE A.The Other Insurance Condition in the COMMERCIAL GENERAL LIABILITY CONDITIONS Section is amended to add the following paragraph: If the Named Insured has agreed in writing in a contract or agreement that this insurance is primary and non- contributory relative to an additional insured's own insurance, then this insurance is primary, and the Insurer will not seek contribution from that other insurance. For the purpose of this Provision 2., the additional insured's own insurance means insurance on which the additional insured is a named insured. B.With respect to persons or organizations that qualify as additional insureds pursuant to paragraph 1.K. of this endorsement, the following sentence is added to the paragraph above: Otherwise, and notwithstanding anything to the contrary elsewhere in this Condition, the insurance provided to such person or organization is excess of any other insurance available to such person or organization. 3.BODILY INJURY – EXPANDED DEFINITION Under DEFINITIONS the definition of bodily injury is deleted and replaced by the following: Bodily injury means physical injury, sickness or disease sustained by a person, including death, humiliation, shock, mental anguish or mental injury sustained by that person at any time which results as a consequence of the physical injury, sickness or disease. 4. BROAD KNOWLEDGE OF OCCURRENCE/ NOTICE OF OCCURRENCE Under CONDITIONS, the condition entitled Duties in The Event of Occurrence, Offense, Claim or Suit is amended to add the following: A. BROAD KNOWLEDGE OF OCCURRENCE The Named Insured must give the Insurer or the Insurer’s authorized representative notice of an occurrence, offense or claim only when the occurrence, offense or claim is known to a natural person Named Insured, to a partner, executive officer, manager or member of a Named Insured, or to an employee designated by any of the above to give such notice. B. NOTICE OF OCCURRENCE CNA74879XX (1-15)Policy No:7015505648 Page 5 of 13 Endorsement No:4 Nat'l Fire Ins Co of Hartford Effective Date:9/30/2021 Insured Name: LSA ASSOCIATES, INC. CopyrightCNAAllRightsReserved. IncludescopyrightedmaterialofInsuranceServicesOffice,Inc.,withitspermission. Attachment Code: D590986 Master ID: 1492002, Certificate ID: 17532204 CNA PARAMOUNT General Liability Extension Endorsement not be deemed to be damages for personal and advertising injury and will not reduce the limits of insurance. D.This PERSONAL AND ADVERTISING INJURY - LIMITED CONTRACTUAL LIABILITY Provision does not apply if Coverage B –Personal and Advertising Injury Liability is excluded by another endorsement attached to this Coverage Part. 17. PROPERTY DAMAGE – ELEVATORS A.Under COVERAGES, Coverage A – Bodily Injury and Property Damage Liability, the paragraph entitled Exclusions is amended such that the Damage to Your Product Exclusion and subparagraphs (3), (4) and (6) of the Damage to Property Exclusion do not apply to property damage that results from the use of elevators. B.Solely for the purpose of the coverage provided by this PROPERTY DAMAGE – ELEVATORS Provision, the Other Insurance conditions is amended to add the following paragraph: This insurance is excess over any of the other insurance, whether primary, excess, contingent or on any other basis that is Property insurance covering property of others damaged from the use of elevators. 18. SUPPLEMENTARY PAYMENTS The section entitled SUPPLEMENTARY PAYMENTS – COVERAGES A AND B is amended as follows: A.Paragraph 1.b. is amended to delete the $250 limit shown for the cost of bail bonds and replace it with a $5,000. limit; and B.Paragraph 1.d. is amended to delete the limit of $250 shown for daily loss of earnings and replace it with a $1,000. limit. 19. UNINTENTIONAL FAILURE TO DISCLOSE HAZARDS If the Named Insured unintentionally fails to disclose all existing hazards at the inception date of the Named Insured’s Coverage Part, the Insurer will not deny coverage under this Coverage Part because of such failure. 20. WAIVER OF SUBROGATION - BLANKET Under CONDITIONS, the Transfer Of Rights Of Recovery Against Others To Us Condition is amended to add the following: The Insurer waives any right of recovery the Insurer may have against any person or organization because of payments the Insurer makes for injury or damage arising out of: 1.the Named Insured’s ongoing operations; or 2. your work included in the products-completed operations hazard. However, this waiver applies only when the Named Insured has agreed in writing to waive such rights of recovery in a written contract or written agreement, and only if such contract or agreement: 1.is in effect or becomes effective during the term of this Coverage Part; and 2.was executed prior to the bodily injury, property damage or personal and advertising injury giving rise to the claim. 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. CNA74879XX (1-15)Policy No:7015505648 Page 13 of 13 Endorsement No:4 Nat'l Fire Ins Co of Hartford Effective Date:9/30/2021 Insured Name: LSA ASSOCIATES, INC. CopyrightCNAAllRightsReserved. IncludescopyrightedmaterialofInsuranceServicesOffice,Inc.,withitspermission. Attachment Code: D590975 Master ID: 1492002, Certificate ID: 17532204 CNA PARAMOUNT Cancellation / Nonrenewal - 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, nonrenewal or termination provisions in the policy are deleted in their entirety and replaced with the following: CANCELLATION AND NONRENEWAL 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. A notice of cancellation will be in writing and will be delivered or mailed 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 cancellation. Where cancellation is for nonpayment of premium, notice shall be given no less than ten (10) days prior to the effective date of cancellation. CNA62814CA (12-19)Policy No:7015505648 Page 1 of 4 Endorsement No:17 Nat'l Fire Ins Co of Hartford Effective Date:9/30/2021 Insured Name: LSA ASSOCIATES, INC. CopyrightCNAAllRightsReserved. Attachment Code: D590988 Master ID: 1492002, Certificate ID: 17532204 CNA PARAMOUNT Cancellation / Nonrenewal - California 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 Insurer cancels the refund will be pro rata. 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. NONRENEWAL 1.The Insurer can non-renew the policy by giving written notice to the Named Insured, at the last mailing address known to the Insurer, and the producer of record at least sixty (60) days but not more than one hundred twenty (120) days before the expiration date. 2.The notice of nonrenewal will state the actual reason for nonrenewal. 3.If notice is mailed, proof of mailing will be sufficient proof of notice. 4.A notice of nonrenewal 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 on which the premium is based between insurers that are members of the same insurance group. b.The policy has been extended for ninety (90) days or less, if the notice required has been given prior to 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 at the time of issuance that it may not be renewed. e.The Named Insured requests a change in the terms or conditions or risks covered by the policy within 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, to renew the policy under changed terms or conditions or at a changed premium rate, where the increase is more than 25%. As used herein, "terms or conditions" includes, but is not limited to, a reduction in 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 the Insurer for renewal, by the expiration date of the policy or sixty (60) days after mailing or delivery of such notice, whichever is later, the conditional renewal shall be treated as an effective nonrenewal. 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. CNA62814CA (12-19)Policy No:7015505648 Page 2 of 4 Endorsement No:17 Nat'l Fire Ins Co of Hartford Effective Date:9/30/2021 Insured Name: LSA ASSOCIATES, INC. CopyrightCNAAllRightsReserved. Attachment Code: D590988 Master ID: 1492002, Certificate ID: 17532204 CNA PARAMOUNT Cancellation / Nonrenewal - California 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.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 not cancel or non-renew this policy solely because the first Named Insured has: (1) Accepted an offer of earthquake coverage; or (2) Cancelled or did not renew a policy issued by the California Earthquake Authority (CEA) that included an earthquake policy premium surcharge. However, the Insurer shall cancel this policy if the first Named Insured has accepted a new or renewal policy issued by the CEA that includes an earthquake policy premium surcharge but fails to pay the earthquake policy premium surcharge authorized by the CEA. d.The following applies only to insurers who are associate participating insurers as established by Cal. Ins. Code Section 10089.16. The Insurer may elect not to renew such coverage after the first Named Insured has accepted an offer of earthquake coverage, if one or more of the following reasons apply: 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 earthquake that occurred within the preceding two years and that required a reduction in policyholder surplus of at least twenty-five percent (25%) for payment of those claims; or iv. The Insurer has lost or experienced a substantial reduction in the availability or scope of reinsurance coverage or a substantial increase in the premium charged for reinsurance coverage for its residential property insurance policies, and the Commissioner of Insurance has approved a plan for the nonrenewals that is fair and equitable, and that is responsive to the changes in the Insurer's reinsurance position. e.If a state of emergency under California Law is declared and the residential property is located in any ZIP Code within or adjacent to the fire perimeter, as determined by California Law, the Insurer may not cancel or non-renew this policy for one year, beginning from the date the state of emergency is declared, solely because the dwelling or other structure is located in an area in which a wildfire has occurred. CNA62814CA (12-19)Policy No:7015505648 Page 3 of 4 Endorsement No:17 Nat'l Fire Ins Co of Hartford Effective Date:9/30/2021 Insured Name: LSA ASSOCIATES, INC. CopyrightCNAAllRightsReserved. Attachment Code: D590988 Master ID: 1492002, Certificate ID: 17532204 CNA PARAMOUNT Cancellation / Nonrenewal - California However, the Insurer may cancel or non-renew: (1) When the Named Insured has not paid the premium at any time and the Insurer lets the Named Insured know at least 10 days before the date cancellation takes effect; (2) If willful or grossly negligent acts or omissions by the Named Insured, or his or her representatives, are discovered that materially increase any of the risks insured against; (3) If losses unrelated to the post-disaster loss condition of the property have occurred that would collectively render the risk ineligible for renewal; or (4) If there are physical changes in the property insured against, beyond the catastrophe-damaged condition of the structures and surface landscape, which result in the property becoming uninsurable f.If this policy contains an exclusion barring coverage for the peril of corrosive soil conditions, the Insurer shall not cancel or refuse to renew the policy solely because corrosive soil conditions exist on the location. 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. CNA62814CA (12-19)Policy No:7015505648 Page 4 of 4 Endorsement No:17 Nat'l Fire Ins Co of Hartford Effective Date:9/30/2021 Insured Name: LSA ASSOCIATES, INC. CopyrightCNAAllRightsReserved. Attachment Code: D590988 Master ID: 1492002, Certificate ID: 17532204 7015505617Form No: SCA 23 500 D (10-2011) Endorsement Effective Date: Policy No: Endorsement Expiration Date: 9/30/2022 Policy Effective Date: 9/30/2021 Endorsement No: 15; Page: 1 of 5 Policy Page: 66 of 92 Underwriting Company: Valley Forge Insurance Company, 151 N Franklin St, Chicago, IL 60606 © Copyright CNA All Rights Reserved. Includes copyrighted material of the Insurance Services Office, Inc., used with its permission. Business Auto Policy Policy Endorsement EXTENDED COVERAGE ENDORSEMENT - BA PLUS THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM I.LIABILTY COVERAGE A. Who Is An Insured The following is added to SECTION II, Paragraph A.1., Who Is An Insured: 1. a.Any incorporated entity of which the Named Insured owns a majority of the voting stock on the date of inception of this Coverage Form; provided that, b.The insurance afforded by this provision A.1. does not apply to any such entity that is an insured under any other liability policy providing auto coverage. 2.Any organization you newly acquire or form, other than a limited liability company, partnership or joint venture, and over which you maintain majority ownership interest. The insurance afforded by this provision A.2.: a.Is effective on the acquisition or formation date, and is afforded only until the end of the policy period of this Coverage Form, or the next anniversary of its inception date, whichever is earlier. b.Does not apply to: (1) Bodily injury or property damage caused by an accident that occurred before you acquired or formed the organization; or (2) Any such organization that is an insured under any other liability policy providing auto coverage. 3.Any person or organization that you are obligated to provide Insurance where required by a written contract or agreement is an insured, but only with respect to legal responsibility for acts or omissions of a person for whom Liability Coverage is afforded under this policy. 4.An employee of yours is an insured while operating an auto hired or rented under a contract or agreement in that employee's name, with your permission, while performing duties related to the conduct of your business. Policy, as used in this provision A. Who Is An Insured, includes those policies that were in force on the inception date of this Coverage Form but: 1.Which are no longer in force; or 2.Whose limits have been exhausted. B. Bail Bonds and Loss of Earnings SECTION II, Paragraphs A.2.a.(2) and A.2.a.(4) are revised as follows: 1.In a.(2), the limit for the cost of bail bonds is increased from $2,000 to $5,000, and 2.In a.(4), the limit for the loss of earnings is increased from $250 to $500 a day. C. Fellow Employee SECTION II, Paragraph B.5 does not apply. Attachment Code: D590976 Master ID: 1492002, Certificate ID: 17532204 Form No: CNA71527XX (10-2012) Endorsement Effective Date: 06/03/2021 Policy No: 7015505617 Endorsement Expiration Date:Policy Effective Date: 9/30/2021 Endorsement No: 30; Page: 1 of 1 Underwriting Company: Valley Forge Insurance Company, 151 N Franklin St, Chicago, IL 60606 © Copyright CNA All Rights Reserved. Business Auto Policy Policy Endorsement ADDITIONAL INSURED - PRIMARY AND NON-CONTRIBUTORY It is understood and agreed that this endorsement amends the BUSINESS AUTO COVERAGE FORM as follows: SCHEDULE Name of Additional Insured Person Or Organization ANY PERSON OR ORGANIZATION THAT YOU ARE REQUIRED BY WRITTEN CONTRACT OR WRITTEN AGREEMENT TO NAME AS AN ADDITIONAL INSURED. 1.In conformance with paragraph A.1.c. of Who Is An Insured of Section II - LIABILITY COVERAGE, the person or organization scheduled above is an insured under this policy. 2.The insurance afforded to the additional insured under this policy will apply on a primary and non-contributory basis if you have committed it to be so in a written contract or written agreement executed prior to the date of the “accident” for which the additional insured seeks coverage under this policy. All other terms and conditions of the policy remain unchanged This endorsement, which forms a part of and is for attachment to the policy issued by the designated Insurers, takes effect on the Policy Effective date of said policy at the hour stated in said policy, unless another effective date (the Endorsement Effective Date) is shown below, and expires concurrently with said policy. Attachment Code: D590990 Master ID: 1492002, Certificate ID: 17532204 Form No: CA 04 44 10 13 Endorsement Effective Date: Policy No: 7015505617 Endorsement Expiration Date: Policy Effective Date: 9/30/2021 Endorsement No: 17; Page: 1 of 1 Underwriting Company: Valley Forge Insurance Company, 151 N Franklin St, Chicago, IL 60606 © Copyright Insurance Services Office, Inc., 2011 Business Auto Policy Policy Endorsement WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US (WAIVER OF SUBROGATION) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. 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 the endorsement. This endorsement changes the policy effective on the inception date of the policy unless another date is indicated below. Named Insured: LSA ASSOCIATES, INC. Endorsement Effective Date: 9/30/2021 SCHEDULE Name(s) Of Person(s) Or Organization(s): AS REQUIRED BY WRITTEN CONTRACT Information required to complete this Schedule, if not shown above, will be shown in the Declarations. The Transfer Of Rights Of Recovery Against Others To Us condition does not apply to the person(s) or organization(s) shown in the Schedule, but only to the extent that subrogation is waived prior to the "accident" or the "loss" under a contract with that person or organization. Attachment Code: D591616 Master ID: 1492002, Certificate ID: 17532204 7015505603 (CA)Form No: G-19160-B (11-1997) Endorsement Effective Date: Policy No: Endorsement Expiration Date: 9/30/2022 Policy Effective Date: 9/30/2021 Endorsement No: 2; Page: 1 of 1 Policy Page: 32 of 46 Underwriting Company: National Fire Insurance Company of Hartford, 151 N Franklin St, Chicago, IL 60606 © Copyright CNA All Rights Reserved. Workers Compensation And Employers Liability Insurance Policy Endorsement BLANKET WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS This endorsement changes the policy to which it is attached. It is agreed that Part One - Workers’ Compensation Insurance G. Recovery From Others and Part Two - Employers’ Liability Insurance H. Recovery From Others are amended by adding the following: We will not enforce our right to recover against persons or organizations. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) PREMIUM CHARGE - Refer to the Schedule of Operations The charge will be an amount to which you and we agree that is a percentage of the total standard premium for California exposure. The amount is 2%. All other terms and conditions of the policy remain unchanged. This endorsement, which forms a part of and is for attachment to the policy issued by the designated Insurers, takes effect on the Policy Effective Date of said policy at the hour stated in said policy, unless another effective date (the Endorsement Effective Date) is shown below, and expires concurrently with said policy unless another expiration date is shown below. Attachment Code: D590979 Master ID: 1492002, Certificate ID: 17532204 D. 1. a. b. c. d. e. f. g. h. 2. a. i. ii. b. IV. A. B. 1. a. b. Coverage D - Key Employee Exclusions With respect to Coverage D – Key Employee, this insurance does not apply to any actual or alleged:Death or Disability death or permanent disability of a key employee relating to, or arising out of:nuclear reaction or radiation or radioactive contamination, however caused; sickness or disease, including mental illness or mental injury; pregnancy, childbirth, miscarriage or abortion; suicide, attempted suicide or self inflicted bodily injury, while sane or insane; the key employee’s intoxication, impairment or otherwise being under the influence of alcohol or controlled substances; war, including undeclared or civil war; warlike action by a military force, including action in hindering or defending against an actual or expected attack, by any government, sovereign or other authority using military personnel or other agents; or insurrection, rebellion, revolution, usurped power, or action taken by governmental authority in hindering or defending against any of these. Other Expenses expenses the Named Insured incurs which the Named Insured would not have incurred if the Named Insured had used all reasonable means to:find a permanent replacement for the key employee; and reduce or discontinue the key employee replacement expense; as soon as possible after the Named Insured’s permanent loss of the services of the key employee caused by a covered accident. additional expenses incurred due to the Named Insured’s loss of the services of a permanent replacement appointed or hired to replace a key employee, however caused. However, this exclusion does not apply if the replacement employee is included in the definition as a key employee and the Named Insured’s loss of the services of the replacement employee is caused by a covered accident. WHO IS AN INSURED The following persons or organizations are Insureds. With respect to Coverage A - Excess Follow Form Liability, the Named Insured and any persons or organizations included as an insured under the provisions of underlying insurance are Insureds, and then only for the same coverage, except for limits of insurance, afforded under such underlying insurance. With respect to the Coverage B - Umbrella Liability:If the Named Insured is designated in the Declarations of this Policy as: an individual, the Named Insured and the Named Insured’s spouse are Insureds, but only with respect to the conduct of a business of which the Named Insured is the sole owner. a partnership or joint venture, the Named Insured is an Insured. The Named Insured’s members, the Named Insured’s partners, and their spouses are also Insureds, but only with respect to the conduct of the Named Insured’s business. Form No:Policy No: 7015505620 Policy Effective Date: 9/30/2021 Underwriting Company: Policy Page: 14 of 32 The Continental Insurance Company, 151 N Franklin St, Chicago, IL 60606 CNA75504XX (03-2015) Policy Page: 27 of 54 © Copyright CNA All Rights Reserved. CNA Paramount Excess and Umbrella Liability Policy Attachment Code: D593314 Master ID: 1492002, Certificate ID: 17532204 CNA Paramount Excess and Umbrella Liability Policy c. d. e. 2. a. b. i. (a) (b) (c) (d) ii. (a) (b) C. V. A. a limited liability company, the Named Insured is an Insured. The Named Insured’s members are also Insureds, but only with respect to the conduct of the Named Insured’s business. The Named Insured’s managers are Insureds, but only with respect to their duties as the Named Insured’s managers. an organization other than a partnership, joint venture or limited liability company, the Named Insured is an Insured. The Named Insured’s executive officers and directors are Insureds, but only with respect to their duties as the Named Insured’s officers or directors. The Named Insured’s stockholders are also Insureds, but only with respect to their liability as stockholders. a trust, the Named Insured is an Insured. The Named Insured’s trustees are also Insureds, but only with respect to their duties as trustees.Each of the following are also Insureds: The Named Insured’s volunteer workers but only while performing duties related to the conduct of the Named Insured’s business. The Named Insured’s employees, other than either the Named Insured’s executive officers (if the Named Insured is an organization other than a partnership, joint venture or limited liability company) or the Named Insured’s managers (if the Named Insured is a limited liability company), but only for acts within the scope of their employment by the Named Insured or while performing duties related to the conduct of the Named Insured’s business. However, none of these employees or volunteer workers are Insureds for: bodily injury or personal and advertising injury: to the Named Insured, to the Named Insured’s partners or members (if the Named Insured is a partnership or joint venture), to the Named Insured’s members (if the Named Insured is a limited liability company), to a co-employee while in the course of his or her employment or performing duties related to the conduct of the Named Insured’s business, or to the Named Insured’s other volunteer workers while performing duties related to the conduct of the Named Insured’s business; to the spouse, child, parent, brother or sister of that co-employee or volunteer worker as a consequence of paragraph (i)(a) above; for which there is any obligation to share damages with or repay someone else who must pay damages because of the injury described in paragraph i. (a) or (b) above; or arising out of his or her providing or failing to provide professional health care services. property damage to property: owned, occupied or used by; rented to, in the care, custody or control of, or over which physical control is being exercised for any purpose by;the Named Insured, any of the Named Insured’s employees, volunteer workers, any partner or member (if the Named Insured is a partnership or joint venture), or any member (if the Named Insured is a limited liability company). With respect to the Coverage C - Crisis Event Management and the Coverage D - Key Employee, the Named Insured is the Insured.LIMITS OF INSURANCE Multiple Insureds, claims, claimants The limits of insurance shown in the Declarations of this Policy and the rules below fix the most the Form No:Policy No: 7015505620 Policy Effective Date: 9/30/2021 Underwriting Company: Policy Page: 15 of 32 The Continental Insurance Company, 151 N Franklin St, Chicago, IL 60606 CNA75504XX (03-2015) Policy Page: 28 of 54 © Copyright CNA All Rights Reserved. Attachment Code: D593314 Master ID: 1492002, Certificate ID: 17532204 Attachment Code: D593314 Master ID: 1492002, Certificate ID: 17532204 v. vi. 3. P. Q. a. b. c. R. S. T. 1. 2. U. or organization which may be liable to the Insured because of injury or damage to which this insurance may also apply; and will not voluntarily make a payment, except at its own cost, assume any obligation, or incur any expense, other than for first aid, without the Insurer’s prior consent.Cooperation With respect to both Coverage A - Excess Follow Form Liability and Coverage B – Umbrella Liability, the Named Insured will cooperate with the Insurer in addressing all claims required to be reported to the Insurer in accordance with this paragraph O. Notice of Claims/Crisis Management Event/Covered Accident, and refuse, except solely at its own cost, to voluntarily, without the Insurer’s approval, make any payment, admit liability, assume any obligation or incur any expense related thereto. Notices Any notices required to be given by an Insured shall be submitted in writing to the Insurer at the address set forth in the Declarations of this Policy. Other Insurance If the Insured is entitled to be indemnified or otherwise insured in whole or in part for any damages or defense costs by any valid and collectible other insurance for which the Insured otherwise would have been indemnified or otherwise insured in whole or in part by this Policy, the limits of insurance specified in the Declarations of this Policy shall apply in excess of, and shall not contribute to a claim, incident or such event covered by such other insurance. With respect to Coverage A – Excess Follow Form Liability only, if:the Named Insured has agreed in writing in a contract or agreement with a person or entity that this insurance would be primary and would not seek contribution from any other insurance available; Underlying Insurance includes that person or entity as an additional insured; and Underlying Insurance provides coverage on a primary and noncontributory basis as respects that person or entity;then this insurance is primary to and will not seek contribution from any insurance policy where that person or entity is a named insured. Premium All premium charges under this Policy will be computed according to the Insurer’s rules and rating plans that apply at the inception of the current policy period. Premium charges may be paid to the Insurer or its authorized representative. In Rem Actions A quasi in rem action against any vessel owned or operated by or for a Named Insured, or chartered by or for a Named Insured, will be treated in the same manner as though the action were in personam against the Named Insured. Separation of Insureds Except with respect to the limits of insurance, and any rights or duties specifically assigned in this as if each Named Insured were the only Named Insured; and separately to each Insured against whom a claim is made. Transfer of Interest Form No:Policy No: 7015505620 Policy Effective Date: 9/30/2021Underwriting Company: Policy Page: 21 of 32 The Continental Insurance Company, 151 N Franklin St, Chicago, IL 60606 CNA75504XX (03-2015) Policy Page: 34 of 54 © Copyright CNA All Rights Reserved. CNA Paramount Excess and Umbrella Liability Policy Attachment Code: D592968 Master ID: 1492002, Certificate ID: 17532204 V. W. 1. 2. VII. A. B. A. B. A. Assignment of interest under this policy shall not bind the Insurer unless its consent is endorsed hereon. Unintentional Omission Based on Insurer’s reliance on the Named Insured’s representations as to existing hazards, if the Named Insured should unintentionally fail to disclose all such hazards at the effective date of this Policy, the Insurer will not deny coverage under this Policy because of such failure. Waiver of Rights of Recovery The Insurer waives any right of recovery it may have against any person or organization because of payments the Insurer makes under this Policy if the Named Insured has agreed in writing to waive such rights of recovery in a contract or agreement, and only if the contract or agreement:is in effect or becomes effective during the policy period; and was executed prior to loss. DEFINITIONS For purposes of this Policy, words in bold face type, whether expressed in the singular or the plural, have the meaning set forth below. Advertisement means a notice that is broadcast or published to the general public or specific market segments about the Named Insured’s goods, products or services for the purpose of attracting customers or supporters. For the purposes of this definition: notices that are published include material placed on the Internet or on similar electronic means of communication; and regarding web-sites, only that part of a web-site that is about the Named Insured’s goods, products or services for the purposes of attracting customers or supporters is considered an advertisement.Aircraft means any machine or device that is capable of atmospheric flight. Arbitration proceeding means a formal alternative dispute resolution proceeding or administrative hearing to which an Insured is required to submit by statute or court rule or to which an Insured has submitted with the Insurer’s consent. Asbestos means the mineral in any form whether or not the asbestos was at any time airborne as a fiber, particle or dust, contained in or formed a part of a product, structure or other real or personal property, carried on clothing, inhaled or ingested, or transmitted by any other means. Authorized Insured means any executive officer, member of the Named Insured’s risk management or in-house general counsel’s office, or any employee authorized by the Named Insured to give or receive notice of a claim. Auto means: a land motor vehicle, trailer or semitrailer designed for travel on public roads, including any attached machinery or equipment; or any other land vehicle that is subject to a compulsory or financial responsibility law or other motor vehicle insurance law where it is licensed or principally garaged.However, auto does not include mobile equipment. Bodily injury means bodily injury, sickness or disease sustained by a person, including death, humiliation, shock, mental anguish or mental injury sustained by that person at any time which results as a consequence of the bodily injury, sickness or disease. Claim means a:suit; or Form No:Policy No: 7015505620 Policy Effective Date: 9/30/2021 Underwriting Company: Policy Page: 22 of 32 The Continental Insurance Company, 151 N Franklin St, Chicago, IL 60606 CNA75504XX (03-2015) Policy Page: 35 of 54 © Copyright CNA All Rights Reserved. CNA Paramount Excess and Umbrella Liability Policy Attachment Code: D592969 Master ID: 1492002, Certificate ID: 17532204