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HomeMy WebLinkAbout2022-11-08; City Council; ; Master Agreements for Utilities ModelingCA Review CKM Meeting Date: Nov. 8, 2022 To: Mayor/President and City Council/Board of Directors From: Scott Chadwick, City Manager/Executive Manager Staff Contact: Craddock Stropes, Senior Management Analyst craddock.stropes@carlsbadca.gov, 442-339-2726 Subject: Master Agreements for Utilities Modeling Districts: All Recommended Action Adopt two resolutions: 1. By the City Council of the City of Carlsbad awarding a new master services agreement, Agreement No. PSA22-1964CA, for utilities modeling to HDR Engineering Inc. and authorizing the City Manager to terminate Agreement No. PSA22-1674CA with Kennedy/Jenks Consultants Inc. 2. By the Board of Directors of the Carlsbad Municipal Water District awarding a new master Agreement No. PSA22-1963CA to Kennedy/Jenks Consultants Inc. for potable and recycled water systems modeling and authorizing the Executive Manager to terminate Agreement No. PSA22-1665CA with HDR Engineering. Executive Summary The city and the Carlsbad Municipal Water District (CMWD) hold master agreements with consulting firms in a variety of disciplines to secure professional services that help ensure the timely completion of projects. These agreements must be executed by the appropriate legal entity funding the work. Due to an administrative error that was recently discovered, staff recommend that two of these master agreements be terminated and awarded under the appropriate legal entity so the proper funding sources may be applied to the work to be performed under the master agreements. Discussion Agreement with Kennedy/Jenks The Carlsbad Municipal Water District gave Kennedy/Jenks Consultants Inc. a task order to conduct analyses of the potable and recycled water system to evaluate how various operational and network modifications related to future development projects in the district’s service area might impact service levels. This task order was issued in 2019 under a previously approved master services agreement with Kennedy/Jenks to provide hydraulic modeling and engineering services. The task order expired Nov. 8, 2022 Item #4 Page 1 of 76 JOINT CI TY c,o u NCIL AND CARLSBAID ,MUNICI PA l WATER DISTRI CT Staff Report in 2021. The City Council awarded a new master services agreement to Kennedy/Jenks in 2021, after a competitive bidding process. (Agreement No. PSA22-1674CA, approved through Resolution No. 2021-255.) However, since work relating to potable and recycled water systems is funded by the CMWD ratepayers, this master agreement should have been awarded through a CMWD resolution. (After identifying this discrepancy, staff did not order any tasks under agreement.) Staff therefore recommend correcting this error by terminating the prior agreement with Kennedy/Jenks Consultants Inc., Agreement No. PSA22-1674CA, and adopting a new agreement, Agreement No. PSA22-1963CA, through a resolution of the CMWD board. The City Manager will then terminate the prior agreement. The prior agreement was for an initial term of three years with an option to extend the agreement for one additional year. The work performed under the agreement could not exceed $300,000 per agreement term. The new agreement is for an initial term of two years with an option to extend the agreement for one additional year. The work performed under the agreement may not exceed $300,000 per agreement term. Agreement with HDR Engineering CMWD gave HDR Engineering a task order in 2019 to conduct hydraulic modeling of sewers that is used as a basis for Capital Improvement Program project design and as-needed wastewater modeling of proposed capital improvement or private development projects. Hydraulic models use complex mathematical equations to provide a detailed examination of a piping system, from the capacity of a certain pipe, to how the system will respond after an intense rain storm. This task was ordered under a previously approved master services agreement with HDR Engineering to provide sewer modeling. The task order expired in 2021. The CMWD Board of Directors awarded a new master services agreement to HDR Engineering Inc. for utilities modeling in 2021. (Agreement No. PSA22-1665CA, approved through Resolution No. 1665) Since work relating to the wastewater system is funded by the city, this master agreement should have been awarded through a City Council resolution. (Staff also did not issue any task orders against this agreement after identifying this discrepancy.) Staff therefore recommend terminating Agreement No. PSA22-1665CA and adopting a new agreement with HDR Engineering, Inc., Agreement No. PSA22-1964CA, under a City Council resolution to correct this error. CMWD’s Executive Director will then terminate the previous agreement. The prior agreement was for an initial term of three years with an option to extend the agreement for one additional year. The work performed under the agreement could not exceed $300,000 per agreement term. The new agreement is for an initial term of two years with an option to extend the agreement for one additional year. The work performed under the agreement may not exceed $300,000 per agreement term. Nov. 8, 2022 Item #4 Page 2 of 76 Fiscal Analysis The actual value for services provided using the master agreements will be established by the individual task order. Values are constrained by the availability of project and program funding appropriated through the regular annual budgeting processes. Next Steps Upon approval, staff will finalize execution of the newly awarded master agreements and the City Manager and CMWD’s Executive Manager will terminate the two agreements awarded in November 2021. As project-specific work tasks are identified, individual task orders are negotiated with the appropriate master agreement consultant based on the hourly rates established in the master agreement. Each task order will include an exhibit that defines a detailed scope of services that corresponds to the type of work defined for each master agreement and a total cost based on the approved hourly rates. Environmental Evaluation In accordance with Public Resources Code Section 21065, this action to adopt two resolutions voiding previously awarded master agreements for utilities modeling and for potable and recycled water systems modeling and awarding new master agreements under the appropriate legal entity funding the work does not constitute a project within the meaning of the California Environmental Quality Act in that it has no potential to cause either a direct physical change in the environment, or a reasonably foreseeable indirect change in the environment. Public Notification This item was noticed in keeping with the state's Ralph M. Brown Act and it was available for public viewing and review at least 72 hours before the scheduled meeting date. Exhibits 1.City Council resolution 2.CMWD Board resolution Nov. 8, 2022 Item #4 Page 3 of 76 RESOLUTION NO. 2022-255 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CARLSBAD, CALIFORNIA, AWARDING NEW MASTER AGREEMENT NO. PSA22-1964CA TO HOR ENGINEERING, INC. FOR UTILITIES MODELING AND AUTHORIZING THE CITY MANAGER TO TERMINATE AGREEMENT NO. PSA22-1674CA WITH KENNEDY/JENKS CONSULTANTS, INC. WHEREAS, the City Council of the City of Carlsbad, California has determined that securing access to a diverse pool of available consultants for professional services that facilitate timely completion of departmental and Capital Improvement Program projects is needed; and WHEREAS, in 2021, the city solicited, received and reviewed Statements of Qualifications, or SOQs, for professional services consistent with Carlsbad Municipal Code Section 3.28.060; and WHEREAS, on Nov. 19, 2021, the City Council adopted Resolution No. 2021-255, awarding Master Agreement No. PSA22-1674CA to Kennedy/Jenks Consultants, Inc., for utilities modeling; and WHEREAS, the scope of work for utilities modeling related to potable and recycled water systems, which is funded by the Carlsbad Municipal Water District ratepayers and should be performed under an agreement executed by the Carlsbad Municipal Water District; and WHEREAS, HDR Engineering, Inc. submitted a responsive SQQ under the competitive solicitation process to perform utilities modeling related to the wastewater system which is funded by the city; and WHEREAS, staff recommend awarding a master agreement to HOR Engineering, Inc. to provide utilities modeling services to the city related to the wastewater system; and WHEREAS, staff recommend termination of Agreement No. PSA22-1674CA to allow the city to fund work performed under the new agreement. Exhibit 1 Nov. 8, 2022 Item #4 Page 4 of 76 NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Carlsbad, California, as follows: l.That the above recitations are true and correct. 2.That Master Agreement No. PSA 22-1964CA with HOR Engineering, Inc. (Attachment A) to provide professional utilities modeling services related to the wastewater system is approved. 3.That the Mayor is authorized and directed to execute the attached master agreement on behalf of the City of Carlsbad. 4.That the Mayor is authorized to delegate the responsibility to the City Manager or designee to sign, for and on behalf of the City of Carlsbad, future project task descriptions and fee allotments issued under the master agreement. 5.That the City Manager is authorized to terminate Master Agreement No. PSA22-1674CA with Kennedy/Jenks Consultants, Inc., for utilities modeling (Attachment B). PASSED, APPROVED AND ADOPTED at a Regular Meeting of the City Council of the City of Carlsbad on the 8th day of November, 2022, by the following vote, to wit: AYES: NAYS: ABSENT: Hall, Blackburn, Bhat-Patel, Acosta, Norby. None. None. MATT HALL, Mayor � FAVIOLA MEDINA, City Clerk Services Manager (SEAL) Nov. 8, 2022 Item #4 Page 5 of 76 DocuSign Envelope ID: 39BBB046-6A6D--4CB2-99CA-FE2C69ACB93A Attachment A PSA22-1964CA MASTER AGREEMENT FOR UTILITIES MODELING SERVICES HDR ENGINEERING, INC. \D ~ THIS AGREEMENT is made and entered into as of the ---'--"-----day of N ~ViNV\'kJ<}( , 2022, by and between the CITY OF CARLSBAD, a municipal corporation, hereinafter referred to as "City", and HOR Engineering, Inc., a Nebraska corporation, hereinafter referred to as "Contractor." RECITALS A. City requires the professional services of a consulting firm that is experienced in the utilities modeling field. B. The professional services are required on a non-exclusive, project-by-project basis. C. Contractor has the necessary experience in providing professional services and advice related to utilities modeling. D. Contractor has submitted a proposal to City 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, 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. Contractor's obligations with respect to any project granted to Contractor under this Agreement will be as specified in the Task Description for the project (see paragraph 5 below). 2. STANDARD OF PERFORMANCE While performing the Services, Contractor will exercise the reasonable professional care and skill customarily exercised by reputable members of Contractor's profession practicing in the Metropolitan Southern California Area, and will use reasonable diligence and best judgment while exercising its professional skill and expertise. 3. TERM The term of this Agreement will be effective as of November 8, 2022 through November 30, 2024. The City Manager may amend 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, City needs, and appropriation of funds by the City Council. The parties will prepare a written amendment indicating the effective date and length of the extended Agreement. 4. PROGRESS AND COMPLETION The work for any project granted to Contractor pursuant to this Agreement will begin within ten (10) days after receipt of notification to proceed by City and be completed within the time specified in the Task Description for the project (see paragraph 5 below). Extensions of time for a specific Task Description may be granted if requested by Contractor and agreed to in writing by the City City Attorney Approved Version 6/12/18 Nov. 8, 2022 1 of 10 Item #4 Page 6 of 76 DocuSign Envelope ID: 39BBB046-6A6D-4CB2-99CA-FE2C69ACB93A PSA22-1964CA Manager or the Division Director as authorized by the City Manager ("Director"). The City Manager or Director 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 City inaction or other agencies' lack of timely action. In no event shall a specific Task Description exceed the term of this Agreement. 5. COMPENSATION The cumulative total for all projects allowed pursuant to this Agreement will not exceed three hundred thousand dollars ($300,000) per Agreement term. 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, City shall prepare a Project Task Description and Fee Allotment (the "Task Description") which, upon signature by Contractor and for City, the City Manager or Director, will be considered a part of this Agreement. The Task Description will include a detailed scope of services for the particular project being considered and a statement of Contractor's fee to complete the project in accordance with the specified scope of services. The Task Description will also include a description of the method of payment and will be based upon an hourly rate, percentage of project complete, completion of specific project tasks or a combination thereof. 6. STATUS OF CONTRACTOR Contractor will perform the Services in Contractor's own way as an independent contractor and in pursuit of Contractor's independent calling, and not as an employee of 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. 7. 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. 8. OTHER CONTRACTORS The City reserves the right to employ other Contractors in connection with the Services. City Attorney Approved Version 6/12/18 Nov.8,2022 2 of 10 Item #4 Page 7 of 76 DocuSign Envelope ID: 39BBB046-6A6D-4CB2-99CA-FE2C69ACB93A PSA22-1964CA 9. 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 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 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. 10. INSURANCE Contractor will obtain and maintain for the duration of the Agreement and any and all amendments, insurance against claims for injuries to persons or damage to property which may arise out of or in connection with performance of the services by Contractor or Contractor's agents, representatives, employees or subcontractors. The insurance will be obtained from an insurance carrier admitted and authorized to do business in the State of California. The insurance carrier is required to have a current Best's Key Rating of not less than "A-:VII"; OR with a surplus line insurer on the State of California's List of Approved Surplus Line Insurers (LASLI) with a rating in the latest Best's Key Rating Guide of at least "A:X"; OR an alien non-admitted insurer listed by the National Association of Insurance Commissioners (NAIC) latest quarterly listings report. 10.1 Coverages and Limits. Contractor will maintain the types of coverages and minimum limits indicated below, unless 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. 10.1 .1 Commercial General Liability (CGL) Insurance. Insurance written on an "occurrence" basis, including personal & advertising injury, with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. The limits for Commercial General Liability can be achieved through a combination of primary and excess or umbrella liability insurance, provided that such coverage will result in the same or greater coverage as the coverage required under this Section. 10.1.2 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. 10.1.3 Workers' Compensation and Employer's Liability. Workers' Compensation limits as required by the California Labor Code. Workers' Compensation will not be required if Contractor has no employees and provides, to City's satisfaction, a declaration stating this. City Attorney Approved Version 6/12/18 Nov. 8, 2022 3 of 10 Item #4 Page 8 of 76 DocuSign Envelope ID: 39BBB046-6A6D-4CB2-99CA-FE2C69ACB93A PSA22-1964CA 10.1.4 Professional Liability. Errors and omIssIons liability appropriate to Contractor's profession with limits of not less than $1,000,000 per claim. Coverage must be maintained for a period of five years following the date of completion of the work. 10.2. Additional Provisions. Contractor will ensure that the policies of insurance required under this Agreement contain, or are endorsed to contain, the following provisions: 10.2.1 The City will be named as an additional insured on Commercial General Liability which shall provide primary coverage to the City. 10.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be written as claims-made coverage. 10.2.3 This insurance will be in force during the life of the Agreement and any extensions of it and will not be canceled without thirty (30) days prior written notice to City sent by certified mail pursuant to the Notice provisions of this Agreement. 10.3 Providing Certificates of Insurance and Endorsements. Prior to City's execution of this Agreement, Contractor will furnish certificates of insurance and endorsements to City. 10.4 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. 10.5 Submission of Insurance Policies. City reserves the right to require, at anytime, complete and certified copies of any or all required insurance policies and endorsements. 11. BUSINESS LICENSE Contractor will obtain and maintain a City of Carlsbad Business License for the term of the Agreement, as may be amended from time-to-time. 12. ACCOUNTING RECORDS Contractor will maintain complete and accurate records with respect to costs incurred under this Agreement. All records will be clearly identifiable. Contractor will allow a representative of 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. 13. 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. City Attorney Approved Version 6/12/18 Nov. 8, 2022 4 of 10 Item #4 Page 9 of 76 DocuSign Envelope ID: 39BBB046-6A6O-4CB2-99CA-FE2C69ACB93A PSA22-1964CA 14. 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. 15. 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 are: For Cit~: For Contractor: Name Eleida Felix Yackel Name Joel Engleson, Senior Hydraulic Modeler Title Senior Contract Administrator Title Project Manager Dept Public Works Address 591 Camino de la Reina, Suite 300 CITY OF CARLSBAD San Diego, CA 92108 Address 1635 Faraday Avenue Phone 858-712-8397 Mobile 619-261-8066 Carlsbad, CA 92008 Email joel.engleson@hdrinc.com Phone 760-602-2767 Each party will notify the other immediately of any changes of address that would require any notice or delivery to be directed to another address. 16. CONFLICT OF INTEREST Contractor shall file a Conflict of Interest Statement with the City Clerk in accordance with the requirements of the City of Carlsbad Conflict of Interest Code. The Contractor shall report investments or interests in all categories. YesO No~ 17. GENERAL COMPLIANCE WITH LAWS Contractor will keep fully informed of federal, state and local laws and ordinances and regulations which in any manner affect those employed by Contractor, or in any way affect the performance of the Services by Contractor. Contractor will at all times observe and comply with these laws, ordinances, and regulations and will be responsible for the compliance of Contractor's services with all applicable laws, ordinances and regulations. Contractor will be aware of the requirements of the Immigration Reform and Control Act of 1986 and will comply with those requirements, including, but not limited to, verifying the eligibility for employment of all agents, employees, subcontractors and consultants whose services are required by this Agreement. 18. DISCRIMINATION AND HARASSMENT PROHIBITED Contractor will comply with all applicable local, state and federal laws and regulations prohibiting discrimination and harassment. 19. DISPUTE RESOLUTION If a dispute should arise regarding the performance of the Services the following procedure will be used to resolve any questions of fact or interpretation not otherwise settled by agreement between the parties. Representatives of Contractor or City will reduce such questions, and their respective views, to writing. A copy of such documented dispute will be forwarded to both parties City Attorney Approved Version 6/12/18 Nov. 8, 2022 5 of 10 Item #4 Page 10 of 76 DocuSign Envelope ID: 39BBB046-6A6D-4CB2-99CA-FE2C69ACB93A PSA22-1964CA 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 ofresolution 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 upon the parties involved, although nothing in this procedure will prohibit the parties from seeking remedies available to them at law. 20. TERMINATION In the event of the Contractor's failure to prosecute, deliver, or perform the Services, 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 at the 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. 21 . COVENANTS AGAINST CONTINGENT FEES Contractor warrants that Contractor has not employed or retained any company or person, other than a bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award or making of this Agreement. For breach or violation of this warranty, 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. 22. 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. 23. JURISDICTIONS 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 Nov.8,2022 6 of 10 City Attorney Approved Version 6/12/18 Item #4 Page 11 of 76 DocuSign Envelope ID: 39BBB046-6A6D-4CB2-99CA-FE2C69ACB93A PSA22-1964CA County of San Diego, State of California, and the parties waive all provisions of law providing for a change of venue in these proceedings to any other county. 24. SUCCESSORS AND ASSIGNS It is mutually understood and agreed that this Agreement will be binding upon 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. 25. ENTIRE AGREEMENT This Agreement, together with any other written document referred to or contemplated by it, along with the purchase order for this Agreement and its provisions, embody the entire Agreement and understanding between the parties relating to the subject matter of it. In case of conflict, the terms of the Agreement supersede the purchase order. Neither this Agreement nor any of its provisions may be amended, modified, waived or discharged except in a writing signed by both parties. 26. PUBLIC AGENCY CLAUSE Contractor agrees that any public agency as defined by Cal. Gov. Code section 6500, if authorized by 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 the term of this contract, and shall be contingent upon Contractor's acceptance. Participating public agencies 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 Municipal Water District shall not be liable, or responsible, for any obligations, including but not limited to financial responsibility, in connection with participation by another public agency. Ill /II /II /II /II /II Ill /II /II /II /II /II Ill Nov.8,2022 7 of 10 City Attorney Approved Version 6/12/18 Item #4 Page 12 of 76 DocuSign Envelope ID: 39BBB046-6A6O-4CB2-99CA-FE2C69ACB93A PSA22-1964CA 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. Executed by Contractor this....:2=n.;.:d=-----day of __ ___:__:N=o=ve::.:.m'-"b=e::..:.r _____ , 2022. CONTRACTOR HOR Engineering, Inc., a Nebraska corporation (sign here) Anna Y. Lantin, Vice-President By: (sign here) CITY OF CARLSBAD, a municipal corporation of the State of California By: "'Matt Hall, Mayor ATTEST: for Faviola Medina, City Clerk Services Manager If required by the City, proper notarial acknowledgement of execution by contractor must be attached. If a corporation, Agreement must be signed by one corporate officer from each of the following two groups: Group A Chairman, President, or Vice-President Group B Secretary, Assistant Secretary, CFO or Assistant Treasurer Otherwise, the corporation must attach a resolution certified by the secretary or assistant secretary under corporate seal empowering the officer(s) signing to bind the corporation. APPROVED AS TO FORM: CINDIE K. McMAHON, City Attorney BY: _...._{jv.,J.i~·t.-~lz.-.;;..,,. ~---=-....;__;_:_;'-'----- City Attorney Nov.8,2022 8 of 10 City Attorney Approved Version 6/12/18 Item #4 Page 13 of 76 DocuSign Envelope ID: 39BBB046-6A6D-4CB2-99CA-FE2C69ACB93A PSA22-1964CA EXHIBIT "A" SCOPE OF SERVICES Perform a variety of utilities modeling tasks as outlined in individual Project Task Description & Fee Allotments (PTD&FA) related to the following: A. Water Supply and Demand Projections B. Model Data Gap Analysis/ Recommendations C. Pressure Zone Analysis D. Water Quality Modeling E. Water System Shutdown Impact F. Analysis G. Fire Flow Capacity Evaluation H. Sewer Capacity Evaluation I. Water/Recycled Water/Sewer Hydraulic Model Support Requests for work not listed above must be contracted under separate agreement. Nov.8,2022 9 of 10 City Attorney Approved Version 6/12/18 Item #4 Page 14 of 76 DocuSign Envelope ID: 39BBB046-6A6D-4CB2-99CA-FE2C69ACB93A PSA22-1664CA City of Carlsbad I Fee Schedule I-)~ RFQ21-1449CA Master Agreement Consultant Services I Discipline 18. Utilities Modeling Discipline 18: Utilities Modeling ' EXHIBIT B Prices valid through Term of Agreement STAFF NAME TITLE HOURLY RATE 1 Joel Engleson Project Manager $270 2 Joe Nye Principal in Charge $350 3 Scott Humphrey Quality Assurance/Quality Control $300 4 Roger Null Utility Planning Technical Support $340 5 Leanne Hammond Senior Hydraulic Modeler $320 6 AmyOmae Senior Project Engineer $295 7 Chandrikaa Balendhran Senior Engineer $240 8 Joel Engleson Hydraulic Modeler $200 9 Curtis Gauthier Project Engineer II $180 10 Jon Paz, Alice Wang Staff Engineer/EIT $130 11 Anders Burvall GIS Analyst II $170 12 Jade Dean GIS Analyst I $135 13 Renee Stueber Document Specialist $130 14 Carmen Sandoval Project Coordinator $125 15 TBD Intern $90 SUBCONSULTANTS NAME/FIRM TITLE HOURLY RATE 1 N/A N/A N/A EXPENSES DESCRIPTION COST %MARKUP 1 Mileage $0.56 per mile, or as permitted by IRS 5% 2 Printing -B&W 81/2 x 11 $0.05 per sheet 5% 3 Printing -Color 81/2 x 11 $0.15 per sheet 5% 4 Mailing at cost 5% Nov.8,2022 10 of 10 Item #4 Page 15 of 76 DocuSign Envelope ID: 7CD908t-3-48ED-4DE4-8232-7F3DD3160248 MASTER AGREEMENT FOR UTILITIES MODELING SERVICES KENNEDY/JENKS CONSULTANTS, INC. (Attachment A Y) Attachment B PSA22-1674CA THIS AGREEMENT is made and entered into as of the 30th day of November , 2021, by and between the CITY OF CARLSBAD, a municipal corporation, hereinafter referred to as "City", and Kennedy/Jenks Consultants, Inc., a California corporation, hereinafter referred to as "Contractor." RECITALS A. City requires the professional services of a consulting firm that is experienced in the utilities modeling field. B. The professional services are required on a non-exclusive, project-by-project basis. C. Contractor has the necessary experience in providing professional services and advice related to utilities modeling. D. Contractor has submitted a proposal to City 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, 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. Contractor's obligations with respect to any project granted to Contractor under this Agreement will be as specified in the Task Description for the project (see paragraph 5 below). 2. STANDARD OF PERFORMANCE While performing the Services, Contractor will exercise the reasonable professional care and skill customarily exercised by reputable members of Contractor's profession practicing in the Metropolitan Southern California Area, and will use reasonable diligence and best judgment while exercising its professional skill and expertise. 3. TERM The term of this Agreement will be effective for a period of three (3) years from December 1, 2021, through November 30, 2024. The City Manager may amend 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, City needs, and appropriation of funds by the City Council. The parties will prepare a written amendment indicating the effective date and length of the extended Agreement. 4. PROGRESS AND COMPLETION The work for any project granted to Contractor pursuant to this Agreement will begin within ten (1 O) days after receipt of notification to proceed by City and be completed within the time specified in the Task Description for the project (see paragraph 5 below). Extensions of time for a specific 1 of 13 Nov~ 8, 2022 Item #4 Page 16 of 76 DocuSign Envelope ID: 7CD90863-48ED-4DE4-8232-7F3OO3160248 PSA22-167 4CA Task Description may be granted if requested by Contractor and agreed to in writing by the City Manager or the Division Director as authorized by the City Manager ("Director"). The City Manager or Director 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 City inaction or other agencies' lack of timely action. In no event shall a specific Task Description exceed the term of this Agreement. 5. COMPENSATION The cumulative total for all projects allowed pursuant to this Agreement will not exceed three hundred thousand dollars ($300,000} per Agreement term. 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, City shall prepare a Project Task Description and Fee Allotment (the "Task Description") which, upon signature by Contractor and for City, the City Manager or Director, will be considered a part of this Agreement. The Task Description will include a detailed scope of services for the particular project being considered and a statement of Contractor's fee to complete the project in accordance with the specified scope of services. The Task Description will also include a description of the method of payment and will be based upon an hourly rate, percentage of project complete, completion of specific project tasks or a combination thereof. 6. STATUS OF CONTRACTOR Contractor will perform the Services in Contractor's own way as an independent contractor and in pursuit of Contractor's independent calling, and not as an employee of 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. 7. 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. 8. OTHER CONTRACTORS The City reserves the right to employ other Contractors in connection with the Services. 2 of 13 Nov.8,2022 Item #4 Page 17 of 76 DocuSign Envelope ID: 7CD90863-48ED-4DE4-8232-7F3DD316024B PSA22-1674CA 9. 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 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 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. 10. INSURANCE Contractor will obtain and maintain for the duration of the Agreement and any and all amendments, insurance against claims for injuries to persons or damage to property which may arise out of or in connection with performance of the services by Contractor or Contractor's agents, representatives, employees or subcontractors. The insurance will be obtained from an insurance carrier admitted and authorized to do business in the State of California. The insurance carrier is required to have a current Best's Key Rating of not less than "A-:VII"; OR with a surplus line insurer on the State of California's List of Approved Surplus Line Insurers (LASLI) with a rating in the latest Best's Key Rating Guide of at least "A:X"; OR an alien non-admitted insurer listed by the National Association of Insurance Commissioners (NAIC) latest quarterly listings report. 10.1 Coverages and Limits. Contractor will maintain the types of coverages and minimum limits indicated below, unless 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 availab1e·and applicable to the City as an additional insured. 10.1.1 Commercial General Liability (CGL) Insurance. Insurance written on an "occurrence" basis, including personal & advertising injury, with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this projecUlocation or the general aggregate limit shall be twice the required occurrence limit. The limits for Commercial General Liability can be achieved through a combination of primary and excess or umbrella liability insurance, provided that such coverage will result in the same or greater coverage as the coverage required under this Section. 10.1.2 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. 10.1.3 Workers' Compensation and Employer's Liability. Workers' Compensation limits as required by the California Labor Code. Workers' Compensation will not be required if Contractor has no employees and provides, to City's satisfaction, a declaration stating this. 3 of 13 Nov. 8, 2022 Item #4 Page 18 of 76 DocuSign Envelope ID: 7CD90863-48ED-4DE4-8232-7F3DD316024B PSA22-1674CA 10.1.4 Professional Liability. Errors and omIssIons liability appropriate to Contractor's profession with limits of not less than $1,000,000 per claim. Coverage must be maintained for a period of five years following the date of completion of the work. 10.2. Additional Provisions. Contractor will ensure that the policies of insurance required under this Agreement contain, or are endorsed to contain, the following provisions: 10.2.1 The City will be named as an additional insured on Commercial General Liability which shall provide primary coverage to the City. 10.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be written as claims-made coverage. 10.2.3 This insurance will be in force during the life of the Agreement and any extensions of it and will not be canceled without thirty (30) days prior written notice to City sent by certified mail pursuant to the Notice provisions of this Agreement. 10.3 Providing Certificates of Insurance and Endorsements. Prior to City's execution of this Agreement, Contractor will furnish certificates of insurance and endorsements to City. 10.4 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. 10.5 Submission of Insurance Policies. City reserves the right to require, at anytime, complete and certified copies of any or all required insurance policies and endorsements. 11. BUSINESS LICENSE Contractor will obtain and maintain a City of Carlsbad Business License for the term of the Agreement, as may be amended from time-to-time. 12. ACCOUNTING RECORDS Contractor will maintain complete and accurate records with respect to costs incurred under this Agreement. All records will be clearly identifiable. Contractor will allow a representative of 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. 13. 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. 4 of 13 Nov.8,2022 Item #4 Page 19 of 76 DocuSign Envelope ID: 7CD90863-48ED-4DE4-8232-7F3D0316024B PSA22-1674CA 14. 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. 15. 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 are: For Citv: For Contractor: Name Eleida Felix Yackel Name Corey Young, Principal-in-Charge Title Senior Contract Administrator Title Project Manager Dept Public Works Address 9325 Sky Park Court, Suite 300 CITY OF CARLSBAD San Diego, CA 92123 Address 1635 Faraday Avenue Phone 858-676-7505 Mobile 619-709-0380 Carlsbad, CA 92008 Email CoreyYoung@kennedyjenks.com Phone 760-602-2767 Each party will notify the other immediately of any changes of address that would require any notice or delivery to be directed to another address. 16. CONFLICT OF INTEREST Contractor shall file a Conflict of Interest Statement with the City Clerk in accordance with the requirements of the City of Carlsbad Conflict of Interest Code. The Contractor shall report investments or interests in all categories. Yes~ NoD 17. GENERAL COMPLIANCE WITH LAWS Contractor will keep fully informed of federal, state and local laws and ordinances and regulations which in any manner affect those employed by Contractor, or in any way affect the performance of the Services by Contractor. Contractor will at all times observe and comply with these laws, ordinances, and regulations and will be responsible for the compliance of Contractor's services with all applicable laws, ordinances and regulations. Contractor will be aware of the requirements of the Immigration Reform and Control Act of 1986 and will comply with those requirements, including, but not limited to, verifying the eligibility for employment of all agents, employees, subcontractors and consultants whose services are required by this Agreement. · 18. DISCRIMINATION AND HARASSMENT PROHIBITED Contractor will comply with all applicable local, state and federal laws and regulations prohibiting discrimination and harassment. 19. DISPUTE RESOLUTION If a dispute should arise regarding the performance of the Services the following procedure will be used to resolve any questions of fact or interpretation not otherwise settled by agreement between the parties. Representatives of Contractor or City will reduce such questions, and their respective views, to writing. A copy of such documented dispute will be forwarded to both parties 5 of 13 Nov. 8, 2022 Item #4 Page 20 of 76 DocuSign Envelope ID: 7CD90863-48ED-4DE4-8232-7F3DO316024B PSA22-1674CA 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 upon the parties involved, although nothing in this procedure will prohibit the parties from seeking remedies available to them at law. 20. TERMINATION In the event of the Contractor's failure to prosecute, deliver, or perform the Services, 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 at the 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. 21. COVENANTS AGAINST CONTINGENT FEES Contractor warrants that Contractor has not employed or retained any company or person, other than a bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award or making of this Agreement. For breach or violation of this warranty, 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. 22. 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 debarrrient proceeding as the result of which Contractor may be prevented to act as a Contractor on any public work or improvement for a period of up to five (5) years. Contractor acknowledges debarment by another jurisdiction is grounds for City to terminate this Agreement. 23. JURISDICTIONS AND VENUE Any action at law or in equity brought by either of the parties f9r the purpose of enforcing a right or rights provided for by this Agreement will be tried in a court of competent jurisdiction in the 6 of 13 Nov. 8, 2022 Item #4 Page 21 of 76 DocuSign Envelope ID: 7CD90863-48ED-4DE4-8232-7F3DD316024B PSA22-1674CA County of San Diego, State of California, and the parties waive all provisions of law providing for a change of venue in these proceedings to any other county. 24. SUCCESSORS AND ASSIGNS It is mutually understood and agreed that this Agreement will be binding upon 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. 25. ENTIRE AGREEMENT This Agreement, together with any other written document referred to or contemplated by it, along with the purchase order for this Agreement and its provisions, embody the entire Agreement and understanding between the parties relating to the subject matter of it. In case of conflict, the terms of the Agreement supersede the purchase order. Neither this Agreement nor any of its provisions may be amended, modified, waived or discharged except in a writing signed by both parties. 26. PUBLIC AGENCY CLAUSE Contractor agrees that any public agency as defined by Cal. Gov. Code section 6500, if authorized by 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 the term of this contract, and shall be contingent upon Contractor's acceptance. Participating public agencies 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 Municipal Water District shall not be liable, or responsible, for any obligations, including but not limited to financial responsibility, in connection with participation by another public agency. Ill Ill Ill Ill Ill Ill Ill Ill Ill Ill /II Ill Ill 7 of 13 Nov. 8, 2022 Item #4 Page 22 of 76 DocuSign Envelope ID: 7CD90863-4BED-4DE4-8232-7F3DD316024B PSA22-1674CA 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. Executed by Contractor this_4_th ___ day of ___ o_c_t_o_be_r _____ , 2021. CONTRACTOR Kennedy/Jenks Consultants, Inc., a California corporation (sign here) Keith A. London, President/CEO By: (sign here) Gerard P. Cavaluzzi, Secretary CITY OF CAR~SBAD, a municipal corporation of the State of California Matt Hall, Mayor ATTEST: ~~L~i-- for Faviola Medina, City Clerk Services Manager If required by the City, proper notarial acknowledgement of execution by contractor must be attached. If a corporation, Agreement must be signed by one corporate officer from each of the following two groups: Group A Chairman, President, or Vice-President Group B Secretary, Assistant Secretary, CFO or Assistant Treasurer Otherwise, the corporation must attach a resolution certified by the secretary or assistant secretary under corporate seal empowering the officer(s) signing to bind the corporation. CITY OF CARLSBAD, a municipal corporation of the State of California APPROVED AS TO FORM: CELIA A. BREWER, City Attorney BY:~~ Assisant City Attorney 8 of 13 Nov.8,2022 Item #4 Page 23 of 76 DocuSign Envelope ID: 7CD90863-48ED-4DE4-8232-7F3DD316024B PSA22-167 4CA EXHIBIT "A" SCOPE OF SERVICES Perform a variety of utilities modeling tasks as outlined in individual Project Task Description & Fee Allotments (PTD&FA) related to the following: A. Water Supply and Demand Projections B. Model Data Gap Analysis/ Recommendations C. Pressure Zone Analysis D. Water Quality Modeling E. Water System Shutdown Impact F. Analysis G. Fire Flow Capacity Evaluation H. Sewer Capacity Evaluation I. Water/Recycled Water/Sewer Hydraulic Model Support Requests for work not listed above must be contracted under separate agreement. 9 of 13 Nov. 8, 2022 Item #4 Page 24 of 76 DocuSign Envelope ID: 7CD90863-48ED-4DE4-8232-7F3DD316024B Kl I Kennedy Jenks Nov. 8, 2022 Rate Schedule Discipline 18 & 19 Kennedy Jenks Mission Consulting Services DHK Engineers 10 of 13 Item #4 PSA22-167 4CA Page 25 of 76 DocuSign Envelope ID: 7CD90863-48ED-4DE4-8232-7F3DD316024B Client/Address: City of Carlsbad 1635 Faraday Avenue Carlsbad, CA 92008 Project: Master Agreement Consulting Services (RFQ21-1449CA) Custom Schedule of Charges PSA22-167 4CA · Date: 5/28/2021 PERSONNEL COMPENSATION Classification Hourly Rate Engineer-Scientist-Specialist 1 ........................................................................... $130 Engineer-Scientist-Specialist 2 ........................................................................... $165 Engineer-Scientist-Specialist 3 ........................................................................... $185 Engineer-Scientist-Specialist 4 ........................................................................... $200 Engineer-Scientist-Specialist 5 ........................................................................... $220 Engineer-Scientist-Specialist 6 ........................................................................... $245 Engineer-Scientist-Specialist 7 ........................................................................... $260 Engineer-Scientist-Specialist 8 ........................................................................... $290 Engineer-Scientist-Specialist 9 ........................................................................... $305 Construction Manager ......................................................................................... $260 Construction Inspector ....................................................................................... $21 O CAD-Technician ................................................................................................ $120 Senior CAD-Technician ..................................................................................... $140 CAD-Designer .................................... , .............................................................. $155 Senior CAD-Designer ........................................................................................ $175 Project Administrator ......................................................................................... $130 Administrative Assistant. .................................................................................... $110 Aide ..................................................................................................................... $85 Direct Expenses Reimbursement for direct expenses, as listed below, incurred in connection with the work, will be at cost plus ten percent for items such as: a. Maps, photographs, 3rd party reproductions, 3rd party printing, equipment rental, and special supplies related to the work. b. Consultants, soils engineers. surveyors, contractors, and other outside services. c. Rented vehicles, local public transportation and taxis, travel and subsistence. d. Project specific telecommunications and delivery charges. e. Special fees, insurance, pemiits, and licenses applicable to the work. f. Outside computer processing, computation, and proprietary programs purchased for the work. Reimbursement for vehicles used in connection with the work will be at the federally approved mileage rates or at a negotiated monthly rate. If prevailing wage rates apply, the above billing rates will be adjusted as appropriate. Overtime for non-exempt employees will be billed at one and a half times the Hourly Rates specified above. Rates for professional staff for legal proceedings or as expert witnesses will be at rates one and one-half times the Hourly Rates specified above. Excise and gross receipts truces, if any, will be added as a direct expense. 11 of 13 Nov.8,2022 Item #4 Page 26 of 76 DocuSign Envelope ID: 7CD90863-48ED-4DE4-8232-7F3DD316024B ~~~.MCS Mission Consulting Services WATER SYSTEM$ SPECIAi ISTS May 27, 2021 PSA22-167 4CA RE: Master Agreement Consultant Services -Item No. 18 -Utilities Modeling RA TE SCHEDULE The Mission Consulting Services Team is excited to team with Kennedy Jenks on this important project. The following rate is good through the end of the three-year contract term. Jennifer R. Mae!, P.E. -Hydraulic Modeling $145/hour Please feel free to contact me at (619) 851-5178 if you have any questions or comments. Sincerely, ennifer Mae!, P.E. Principal Engineer MO ii. 1 619.851.5178 Jmae~lJiJnconsullingsd.corn www.rnissionconsullingsd.com Nov. 8, 2022 Item #4 Page 27 of 76 DocuSign Envelope ID: 7CD90863-48ED-4DE4-8232-7F3DD316024B PSA22-1674CA HOURLY RATE SCHEDULE Submitted by: ___ D_H_K_E_n_,g,,_in_e::...e=-r..:..s,_, l_n_c_. __ Labor Cateaorv Senior Proiect Manaaer Senior Enaineer AS-NEEDED CONTRACT CY 2021-2023 Desioner/Lead Field Tech Field Tech Field Suooort Administration/Clerical Support Nov. 8, 2022 DHK ENGINEERS, INC. 1851 Skyhill Place Escondido, CA 92026 (760) 747-9553 13 of 13 (Name of Firm) Hourly Rate $/hr $ 194 $ 169 $ 137 $ 103 $ 92 $ 74 Item #4 Page 28 of 76 ABRD 8 CERTIFICATE OF LIABILITY INSURANCE ,0,1,2022 I DATE (MMIDD/YYYY) 9/28/2021 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($), 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 rlahts to the certificate holder In lieu of such endorsement{s). PROOIJCER Lockton Companies CONTACT NAME: 444 W. 47th Street, Suite 900 -~---. ~M No•· Kansas City MO 64112-1906 S: (816) 960-9000 INSURERIS) AFFORDING COVERAGE NAIC# INSURER A : Zurich American Insurance Comnanv 16535 :~~;~~8 KENNEDY/JENKS CONSULTANTS, INC. INsuRER a: American Guarantee and Liab. Ins. Co. 26247 275 BATTERY ST., SUlTE 550 INSURER c : Columbia Casualtv rnmpanv 3 1127 SAN FRANCISCO CA 94111 INSURERD: INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER· 15665657 REVISION NUMBER· xxxxxxx 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 ANO CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE 1':'.';'.!'~i~!!.~ 1 POLICY EFF ,:~';.~ LIMITS •TR POLICY NUMBER MM/DONVYV> A ~ COMMERCIAL GENERAL UABIUTY y N GL0S833S8I 10/1/2021 10/112022 EACH OCCURRENCE s I 000 000 :=J Cl.AIMS-MADE ~ OCCUR ~~~~i,~ ';'.='!"-• I tU s I 000 000 ._ MED EXP IMV one person) s 5 000 ,___ PERSONAL & ADV INJURY s 1 000000 ,___ GEN'l AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE s 2 000 000 R [x] PRO-D LOC PRODUCTS • COMP/OP AGG s 2 000 000 POLICY JECT OTHER: s A AUTOMOBILE LIABILITY y N BAP9326879 10/1/2021 10/1/2022 ~';~~.~NGLE LIMIT s I 000 000 -lX. ANY AUTO BODILY INJURY (Per person) s :xxxxxxx OWNED -SCHEDULED ~ BODILY INJURY (Per aa:idenl) $ xxxxxxx AUTOS ONLY L--AUTOS ~ROPERTY !(AMAGE -X HIRED ~ NON-OWNED $ xxxxxxx AUTOS ONLY AUTOS ONLY PoracddonI -$ xxxxxxx B ~ UMBRELLA UAB fxioccuR N N SXS 4IS2I07-00 10/1/2021 10/1/2022 EACH OCCURRENCE s 2 000 000 EXCESS LIAS CLAIMs-MADE AGGREGATE s 2 000 000 OED I I RETENTION s $ xxxxxxx WORKERS COMPENSATION y X I ~:TIITF l T°iH• A ANO EMPLOYERS' LIABILITY WC9326878 10/1/2021 10/1/2022 ER YIN Al:l'f PROPRIETOR/PARTNER/EXECUTIVE llil N/A E.L EACH ACCIDENT s I 000 000 OFFICER/MEMBER EXCLUDED? (.-.ndalory In NH) E.L DISEASE· EA EMPLOYEE s I 000 000 ~r~~= cWoPERATIONs -E.L. DISEASE· POLICY LIMIT s I 000 000 C PROFESSIONAL N N AEH59 l 952650 10/1/2021 10/1/2022 $2,000,000 PER CLAIM LIABILITY $2,000,000 ANNUAL AGGREGATE DESCRIPTION OF OPERATIONS I LOCATIONS/ VEHICLES (ACORD 101, Additional Remar1<s Sohodulo, may be att.chod Ir moro space Is required) RE: MASTER AGREEMENT FOR WASTEWATER ENGINEERING SERVICES. SEE ATTACHED. CERTIFICATE HOLDER 15665657 CITY OF CARLSBAD/CMWD C/O EXJGIS INSURANCE COMPLIANCE PO BOX 4668 -ECM #35050 NEW YORK NY 10163-4668 CANCELLATION See Attachments SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. ACORD 25 (2016/03) Nov. 8, 2022 The ACORD name and logo are registered marks of ACORD Item #4 Page 29 of 76 CONTINUATION DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES/EXCLUSIONS ADDEO BY ENDORSEMENT/SPECIAL PROVISIONS (Uu only If more apace Is required) THE CITY OF CARLSBAD AND CARLSBAD MUNICIPAL WATER DISTRICT ARE ADDITIONAL INSUREDS AS RESPECTS GENERAL LIABILITY AND AUTO LIABILITY, AND THESE COVERAGES ARE PRlMARY, AS REQUIRED BY WRITTEN CONTRACT. TIIEADDITIONAL INSUREDS' OWN COVERAGE IS EXCESS OF AND NON-CONTR1BUTORY WITH THE GENERAL LIABILITY, AND ON THE AUTO LIABILITY AS RESPECTS THE USE OF VEHICLES OWNED BY KENNEDY/JENKS CONSULTANTS, TNC. AS REQUIRED BY WRITTEN CONTRACT. WAIVER OF SUBROGATION APPLIES TO WORKERS COMPENSATION/EMPLOYER'S LIABILITY WHERE ALLOWED BY STATE LAW AND AS REQUIRED BY WRITTEN CONTRACT. THE UMBRELLA LIABILITY IS FOLLOW FORM OVER THE GENERAL LIABILITY, AUTO LIABILITY AND EMPLOYERS LIABILITY PER THE POLICY TERMS, CONDITIONS AND EXCLUSIONS. ACORD 25 (2016/03) Nov.8,2022 Item #4 Certificate Holder ID: 15665657 Page 30 of 76 Attachment Code: D501716 Certificate rD: 15665657 POLICY NUMBER: GL05833581 COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED -OWNERS, LESSEES OR CONTRACTORS -SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organizatlon(s): THE CITY OF CARLSBAD AND CARLSBAD MUNICIPAL WATER DISTRICT, WHERE REQUIRED BY WRITTEN CONTRACT Location(s) Of Covered Operations Information required to complete this Schedule, if not shown above, will be shown In the Declarations A. Section II -Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" 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 of your ongoing operations for the additional insured(s) at the location(s) designated above. B. With respect to the insurance afforded to these additional insureds, the following additional exclusions apply: This insurance does not apply to "bodily injury· or "property damage" occurring after: 3. All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed: or 4. That portion of "your work" out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractors or subcontractor engaged in performing operations for a principal as a part of the same project. U-GL-1114-A CW (10/02) Nov. 8, 2022 Item #4 Page 31 of 76 Attachment Code: D501717 Certificate ID: 15665657 POLICY NUMBER: GLO5833581 COMMERCIAL GENERAL LIABILITY . THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED -OWNERS, LESSEES OR CONTRACTORS -COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Location And Description Of Completed Operations Orl!anizationls) THE CITY OF CARLSBAD AND CARLSBAD MUNICIPAL WATER DISTRICT, WHERE REQUIRED BY WRITTEN CONTRACT Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II -Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury" or "property damage" caused, in whole or in part, by "your work" al the location designated and described in the Schedule of this endorsement performed for that additional insured and included in the "products-completed operations hazard". U-GL-1114-A-CW (10/02) Nov. 8, 2022 Item #4 Page 32 of 76 Attachment Code: D491037 Ccnificate ID: 15665657 WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY POLICY # WC9326878 WC 00 0313 (ED. 04-84) WAIVER OF OUR RIGHTS TO RECOVER FROM OTHERS ENDORSEMENT We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule. SCHEDULE ALL PERSONS AND/OR ORGANIZATIONS THAT ARE REQUIRED BY WRITTEN CONTRACT OR AGREEMENT WITH THE INSURED, EXECUTED PRIOR TO THE ACCIDENT OR LOSS, THAT WAIVER OF SUBROGATION BE PROVIDED UNDER THIS POLICY FOR WORK PERFORMED BY YOU FOR THAT PERSON AND/OR ORGANIZATION. This endorsement changes the policy to which it is attached and if 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 EffDate: 10/1/2021 Effective Policy No: WC9326878 Endorsement No: NIA Premium$: NIA Insured: Kennedy/Jenks Consultants, Inc. Insurance Company: Zurich American lns. Co. WC124 (4-84) WC 00 0313 Nov.8,2022 Item #4 Page 33 of 76 RESOLUTION NO. 1688 A RESOLUTION OF THE BOARD OF DIRECTORS OF THE CARLSBAD MUNICIPAL WATER DISTRICT OF THE CITY OF CARLSBAD, CALIFORNIA, AWARDING NEW MASTER AGREEMENT NO. PSA22-1963CA TO KENNEDY/JENKS CONSULTANTS, INC. FOR POTABLE AND RECYCLED WATER SYSTEMS UTILITIES MODELING AND AUTHORIZING THE EXECUTIVE MANAGER TO TERMINATE AGREEMENT NO. PSA22-1665CA WITH HOR ENGINEERING, INC. WHEREAS, the Carlsbad Municipal Water District, or CMWD, Board of Directors has determined that securing access to a diverse pool of available consultants for professional services that facilitate timely completion of departmental and Capital Improvement Program projects is needed; and WHEREAS, in 2021, the CMWD solicited, received and reviewed Statements of Qualifications, or SOQs, for professional services consistent with Carlsbad Municipal Code Section 3.28.060; and WHEREAS, on Nov. 19, 2021, the CMWD Board adopted Resolution No. 1665, awarding Master Agreement No. PSA22-1665CA to HOR Engineering, Inc. for utilities modeling; and WHEREAS, the scope of work for utilities modeling related to the wastewater system is funded by the city and should be performed under an agreement executed by the City Council; and WHEREAS, Kennedy/Jenks Consultants, Inc., submitted a responsive SOQ under the competitive solicitation process to perform utilities modeling related to potable and recycled water systems which are funded by the CMWD; and WHEREAS, staff recommend awarding a master agreement to Kennedy/Jenks Consultants, Inc., to provide utilities modeling services to the CMWD related to the potable and recycled water systems; and WHEREAS, staff recommend termination of Agreement No. PSA22-1665CA to allow the CMWD to fund work performed under the new agreement. Exhibit 2 Nov. 8, 2022 Item #4 Page 34 of 76 NOW, THEREFORE, BE IT RESOLVED by the Board of Directors of the Carlsbad Municipal Water District of the City of Carlsbad, California, as follows: l.That the above recitations are true and correct. 2.That Master Agreement No. PSA22-1963CA with Kennedy/Jenks Consultants, Inc. (Attachment A) to provide professional utilities modeling services related to potable and recycled water systems is approved. 3.That the President is authorized and directed to execute the attached master agreement on behalf of the Carlsbad Municipal Water District. 4.That the President is authorized to delegate the responsibility to the Executive Manager or designee to sign, for and on behalf of the Carlsbad Municipal Water District, future project task descriptions and fee allotments issued under the master agreement. 5.That the Executive Manager is authorized to terminate Master Agreement No. PSA22- 1665CA with HDR Engineering, Inc. for utilities modeling services (Attachment B). PASSED, APPROVED AND ADOPTED at a Special Meeting of the Board of Directors of the Carlsbad Municipal Water District of the City of Carlsbad on the 8th day of November, 2022, by the following vote, to wit: AYES: Hall, Blackburn, Bhat-Patel, Acosta, Norby. NAYS: ABSENT: None. None. jM1uUf MA� President � FAVIOLA MEDINA, City Clerk Services Manager (SEAL) Nov. 8, 2022 Item #4 Page 35 of 76 DocuSign Envelope ID: 821C64C6-372F-429D-8406-63822482C45B Attachment A PSA22-1963CA MASTER AGREEMENT FOR UTILITIES MODELING SERVICES KENNEDY/JENKS CONSULTANTS, INC. THIS AGREEMENT is made and entered into as of the \ 0 tvv' day of NO\ll,w\!Q.W , 2022, 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 Kennedy/Jenks Consultants, Inc. a California corporation, hereinafter referred to as "Contractor." RECITALS A. CMWD requires the professional services of a consulting firm that is experienced in utilities modeling field. B. The professional services are required on a non-exclusive, project-by-project basis. C. Contractor has the necessary experience in providing professional services and advice related to utilities modeling. 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 in accordance with this Agreement's terms and conditions. Contractor's obligations with respect to any project granted to Contractor under this Agreement will be as specified in the Task Description for the project (see paragraph 5 below). 2. ST ANDA RD OF PERFORMANCE While performing the Services, Contractor will exercise the reasonable professional care and skill customarily exercised by reputable members of Contractor's profession practicing in the Metropolitan Southern California Area, and will use reasonable diligence and best judgment while exercising its professional skill and expertise. 3. TERM The term of this Agreement will be effective as of November 8, 2022 through November 30, 2024. The Executive Manager of CMWD ("Executive Manager") may amend 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 written amendment indicating the effective date and length of the extended Agreement. 4. PROGRESS AND COMPLETION The work for any project granted to Contractor pursuant to this Agreement will begin within ten (1 0) days after receipt of notification to proceed by CMWD and be completed within the time General Counsel Approved Version 6/12/18 Nov.8,2022 1 of 13 Item #4 Page 36 of 76 DocuSign Envelope ID: 821 C64C6-372F-429D-84D6-63822482C45B PSA22-1963CA specified in the Task Description for the project (see paragraph 5 below). Extensions of time for a specific Task Description may be granted if requested by Contractor and agreed to in writing by the Executive Manager (or designee) or General Manager of CMWD as authorized by the Executive Manager ("General Manager"). The Executive Manager (or designee) or General Manager will give allowance for documented and substantiated unforeseeable and unavoidable delays not caused by a lack of foresight on the part of Contractor, or delays caused by CMWD inaction or other agencies' lack of timely action. In no event shall a specific Task Description exceed the term of this Agreement. 5. COMPENSATION The cumulative total for all projects allowed pursuant to this Agreement will not exceed three hundred thousand dollars ($300,000) per agreement term. Fees will be paid on a project-by- project basis and will be based on Contractor's Schedule of Rates specified in Exhibit "A". Prior to initiation of any project work by Contractor, CMWD shall prepare a Project Task Description and Fee Allotment (the "Task Description") which, upon signature by Contractor and for CMWD, the Executive Manager (or designee) or General Manager, will be considered a part of this Agreement. The Task Description will include a detailed scope of services for the particular project being considered and a statement of Contractor's fee to complete the project in accordance with the specified scope of services. The Task Description will also include a description of the method of payment and will be based upon an hourly rate, percentage of project complete, completion of specific project tasks or a combination thereof. 6. STATUS OF CONTRACTOR Contractor will perform the Services in Contractor's own way as an independent contractor and in pursuit of Contractor's independent calling, and not as an employee of CMWD. Contractor will be under control of CMWD only as to the result to be accomplished, but will consult with CMWD as necessary. The persons used by Contractor to provide services under this Agreement will not be considered employees of CMWD for any purposes. The payment made to Contractor pursuant to the Agreement will be the full and complete compensation to which Contractor is entitled. CMWD will not make any federal or state tax withholdings on behalf of Contractor or its agents, employees or subcontractors. CMWD will not be required to pay any workers' compensation insurance or unemployment contributions on behalf of Contractor or its employees or subcontractors. Contractor agrees to indemnify CMWD and the City of Carlsbad within thirty (30) days for any tax, retirement contribution, social security, overtime payment, unemployment payment or workers' compensation payment which CMWD may be required to make on behalf of Contractor or any agent, employee, or subcontractor of Contractor for work done under this Agreement. At CMWD's election, CMWD may deduct the indemnification amount from any balance owing to Contractor. 7. SUBCONTRACTING Contractor will not subcontract any portion of the Services without prior written approval of CMWD. If Contractor subcontracts any of the Services, Contractor will be fully responsible to 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. General Counsel Approved Version 6/12/18 Nov.8,2022 2 of 13 Item #4 Page 37 of 76 DocuSign Envelope ID: 821C64C6-372F-4290-8406-63822482C45B PSA22-1963CA 8. OTHER CONTRACTORS CMWD reserves the right to employ other Contractors in connection with the Services. 9. INDEMNIFICATION Contractor agrees to indemnify and hold harmless CMWD and the City of Carlsbad and its officers, officials, employees and volunteers from and against all claims, damages, losses and expenses including attorneys fees arising out of the performance of the work described herein caused by any willful misconduct or negligent act or omission of the Contractor, any subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable. The parties expressly agree that any payment, attorney's fee, costs or expense CMWD or the City of Carlsbad incurs or makes to or on behalf of an injured employee under CMWD's self- administered workers' compensation is included as a loss, expense or cost for the purposes of this section, and that this section will survive the expiration or early termination of this Agreement. 10. INSURANCE Contractor will obtain and maintain for the duration of the Agreement and any and all amendments, insurance against claims for injuries to persons or damage to property which may arise out of or in connection with performance of the services by Contractor or Contractor's agents, representatives, employees or subcontractors. The insurance will be obtained from an insurance carrier admitted and authorized to do business in the State of California. The insurance carrier is required to have a current Best's Key Rating of not less than "A-:VII"; OR with a surplus line insurer on the State of California's List of Approved Surplus Line Insurers (LASLI) with a rating in the latest Best's Key Rating Guide of at least "A:X"; OR an alien non-admitted insurer listed by the National Association of Insurance Commissioners (NAIC) latest quarterly listings report. 10.1 Coverages and Limits. Contractor will maintain the types of coverages and minimum limits indicated below, unless the Risk Manager or Executive Manager for CMWD approves a lower amount. These minimum amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations under this Agreement. CMWD, its officers, agents and employees make no representation that the limits of the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect Contractor. If Contractor believes that any required insurance coverage is inadequate, Contractor will obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense. The full limits available to the named insured shall also be available and applicable to CMWD as an additional insured. 10.1.1 Commercial General Liability (CGL) Insurance. Insurance written on an "occurrence" basis, including personal & advertising injury, with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. 10.1.2 Automobile Liability (if the use of an automobile is involved for Contractor's work for CMWD). $2,000,000 combined single-limit per accident for bodily injury and property damage. 10.1.3 Workers' Compensation and Employer's Liability. Workers' Compensation limits as required by the California Labor Code. Workers' Compensation will not be required if Contractor has no employees and provides, to CMWD's satisfaction, a declaration stating this. General Counsel Approved Version 6/12/18 Nov. 8, 2022 3 of 13 Item #4 Page 38 of 76 DocuSign Envelope ID: 821C64C6-372F-429D-84D6-63822482C45B PSA22-1963CA 10.1.4 Professional Liability. Errors and om1ss1ons liability appropriate to Contractor's profession with limits of not less than $1 ,000,000 per claim. Coverage must be maintained for a period of five years following the date of completion of the work. 10.2. Additional Provisions. Contractor will ensure that the policies of insurance required under this Agreement contain, or are endorsed to contain, the following provisions: 10.2.1 CMWD will be named as an additional insured on General Liability which shall provide primary coverage to the City. 10.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be written as claims-made coverage. 10.2.3 This insurance will be in force during the life of the Agreement and any extensions of it and will not be canceled without thirty (30) days prior written notice to CMWD sent by certified mail pursuant to the Notice provisions of this Agreement. 10.3 Providing Certificates of Insurance and Endorsements. Prior to CMWD's execution of this Agreement, Contractor will furnish certificates of insurance and endorsements to CMWD. 10.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance coverages, then CMWD will have the option to declare Contractor in breach, or may purchase replacement insurance or pay the premiums that are due on existing policies in order to maintain the required coverages. Contractor is responsible for any payments made by CMWD to obtain or maintain insurance and CMWD may collect these payments from Contractor or deduct the amount paid from any sums due Contractor under this Agreement. 10.5 Submission of Insurance Policies. CMWD reserves the right to require, at anytime, complete and certified copies of any or all required insurance policies and endorsements. 11. BUSINESS LICENSE Contractor will obtain and maintain a City of Carlsbad Business License for the term of the Agreement, as may be amended from time-to-time. 12. ACCOUNTING RECORDS Contractor will maintain complete and accurate records with respect to costs incurred under this Agreement. All records will be clearly identifiable. Contractor will allow a representative of CMWD during normal business hours to examine, audit, and make transcripts or copies of records and any other documents created pursuant to this Agreement. Contractor will allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement. 13. OWNERSHIP OF DOCUMENTS All work product produced by Contractor or its agents, employees, and subcontractors pursuant to this Agreement is the property of CMWD. In the event this Agreement is terminated, all work product produced by Contractor or its agents, employees and subcontractors pursuant to th is Agreement will be delivered at once to CMWD. Contractor will have the right to make one (1) copy of the work product for Contractor's records. General Counsel Approved Version 6/12/18 Nov. 8, 2022 4 of 13 Item #4 Page 39 of 76 DocuSign Envelope ID: 821C64C6-372F-429D-84D6-63822482C45B PSA22-1963CA 14. COPYRIGHTS Contractor agrees that all copyrights that arise from the services will be vested in CMWD and Contractor relinquishes all claims to the copyrights in favor of CMWD. 15. NOTICES The name of the persons who are authorized to give written notice or to receive written notice on behalf of CMWD and on behalf of Contractor under this Agreement. For CMWD: Name Eleida Felix Yackel Title Senior Contract Administrator Dept Public Works Carlsbad Municipal Water District Address 1635 Faraday Avenue Carlsbad, CA 92008 Phone 760-602-2767 For Contractor: Name Corey Young, Principal-in-Charge Title Project Manager Address _9"'"3 ..... 2 ..... S .......... Sco.ky-¥--LP-"alUrk,.__,_,,C""'a ... 11 .... ct_, S ......... 111.LliteCii....L.13.l.LQ...._Q __ San Diego, CA 92123 Phone Mobile Email 858-676-7505 619-709-0380 CareyYauog@kennedyjenks cam Each party will notify the other immediately of any changes of address that would require any notice or delivery to be directed to another address. 16. CONFLICT OF INTEREST Contractor shall file a Conflict of Interest Statement with the City Clerk in accordance with the requirements of the City of Carlsbad Conflict of Interest Code. The Contractor shall report investments or interests in all categories. YesD No~ 17. GENERAL COMPLIANCE WITH LAWS Contractor will keep fully informed of federal, state and local laws and ordinances and regulations which in any manner affect those employed by Contractor, or in any way affect the performance of the Services by Contractor. Contractor will at all times observe and comply with these laws, ordinances, and regulations and will be responsible for the compliance of Contractor's services with all applicable laws, ordinances and regulations. Contractor will be aware of the requirements of the Immigration Reform and Control Act of 1986 and will comply with those requirements, including, but not limited to, verifying the eligibility for employment of all agents, employees, subcontractors and consultants whose services are required by this Agreement. 18. DISCRIMINATION AND HARASSMENT PROHIBITED Contractor will comply with all applicable local, state and federal laws and regulations prohibiting discrimination and harassment. 19. DISPUTE RESOLUTION If a dispute should arise regarding the performance of the Services the following procedure will be used to resolve any questions of fact or interpretation not otherwise settled by agreement between the parties. Representatives of Contractor or CMWD will reduce such questions, and their respective views, to writing. A copy of such documented dispute will be forwarded to both parties involved along with recommended methods of resolution, which would be of benefit to General Counsel Approved Version 6/12/18 Nov.8,2022 5 of 13 Item #4 Page 40 of 76 DocuSign Envelope ID: 821C64C6-372F-429D-84D6-63822482C45B PSA22-1963CA both parties. The representative receiving the letter will reply to the letter along with a recommended method of resolution within ten (10) business days. If the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the disputes will be forwarded to the Executive Manager. The Executive Manager will consider the facts and solutions recommended by each party and may then opt to direct a solution to the problem. In such cases, the action of the Executive Manager will be binding upon the parties involved, although nothing in this procedure will prohibit the parties from seeking remedies available to them at law. 20. TERMINATION In the event of the Contractor's failure to prosecute, deliver, or perform the Services, CMWD may terminate this Agreement for nonperformance by notifying Contractor by certified mail of the termination. If CMWD decides to abandon or indefinitely postpone the work or services contemplated by this Agreement, CMWD may terminate this Agreement upon written notice to Contractor. Upon notification of termination, Contractor has five (5) business days to deliver any documents owned by CMWD and all work in progress to CMWD address contained in this Agreement. CMWD will make a determination of fact based upon the work product delivered to CMWD and of the percentage of work that Contractor has performed which is usable and of worth to CMWD in having the Agreement completed. Based upon that finding CMWD will determine the final payment of the Agreement. Either party upon tendering thirty (30) days written notice to the other party may terminate this Agreement. In this event and upon request of CMWD, Contractor will assemble the work product and put it in order for proper filing and closing and deliver it to CMWD. Contractor will be paid for work performed to the termination date; however, the total will not exceed the lump sum fee payable under this Agreement. CMWD will make the final determination as to the portions of tasks completed and the compensation to be made. 21. COVENANTS AGAINST CONTINGENT FEES Contractor warrants that Contractor has not employed or retained any company or person, other than a bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award or making of this Agreement. For breach or violation of this warranty, CMWD will have the right to annul this Agreement without liability, or, in its discretion, to deduct from the Agreement price or consideration, or otherwise recover, the full amount of the fee, commission , percentage, brokerage fees, gift, or contingent fee. 22. CLAIMS AND LAWSUITS By signing this Agreement, Contractor agrees that any agreement claim submitted to CMWD must be asserted as part of the agreement process as set forth in this Agreement and not in anticipation of litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is submitted to CMWD, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor acknowledges that California Government Code sections 12650 et seq., the False Claims Act applies to this Agreement and, provides for civil penalties where a person knowingly submits a false claim to a public entity. These provisions include false claims made with deliberate ignorance of the false information or in reckless disregard of the truth or falsity of information. If CMWD seeks to recover penalties pursuant to the False Claims Act, it is entitled to recover its litigation costs, including attorney's fees. Contractor acknowledges that the filing of a false claim may subject Contractor to an administrative debarment proceeding as the result of which Contractor may be prevented to act as a Contractor on any public work or improvement for a period of up to five (5) years. Contractor acknowledges debarment by another jurisdiction is General Counsel Approved Version 6/12/18 Nov. 8, 2022 6 of 13 Item #4 Page 41 of 76 DocuSign Envelope ID: 821C64C6-372F-429D-84D6-63822482C458 PSA22-1963CA grounds for City to terminate this Agreement. 23. JURISDICTION AND VENUE Any action at law or in equity brought by either of the parties for the purpose of enforcing a right or rights provided for by this Agreement will be tried in a court of competent jurisdiction in the County of San Diego, State of California, and the parties waive all provisions of law providing for a change of venue in these proceedings to any other county. 24. SUCCESSORS AND ASSIGNS It is mutually understood and agreed that this Agreement will be binding upon CMWD and Contractor and their respective successors. Neither this Agreement nor any part of it nor any monies due or to become due under it may be assigned by Contractor without the prior consent of CMWD, which shall not be unreasonably withheld. 25. ENTIRE AGREEMENT This Agreement, together with any other written document referred to or contemplated by it, along with the purchase order for this Agreement and its provisions, embody the entire Agreement and understanding between the parties relating to the subject matter of it. In case of conflict, the terms of the Agreement supersede the purchase order. Neither this Agreement nor any of its provisions may be amended, modified, waived or discharged except in a writing signed by both parties. 26. PUBLIC AGENCY CLAUSE Contractor agrees that any public agency as defined by Cal. Gov. Code section 6500, if authorized by 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 the term of this contract, and shall be contingent upon Contractor's acceptance. Participating public agencies 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 Municipal Water District shall not be liable, or responsible, for any obligations, including but not limited to financial responsibility, in connection with participation by another public agency. /II /II Ill /II Ill /II Ill /II General Counsel Approved Version 6/12/18 Nov.8,2022 7 of 13 Item #4 Page 42 of 76 DocuSign Envelope ID: 821C64C6-372F-429D-84D6-63822482C45B PSA22-1963CA 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. Executed by Contractor this.__,,'-----day of ___ N_o;_v....;_e_m_be.:..;r _____ , 2022. CONTRACTOR Kennedy/Jenks Consultants, Inc., a California corporation By: (sign here) Keith A. London, President & CEO By: (sign here) Gerard P. Cavaluzzi, Secretary CARLSBAD MUNICIPAL WATER DISTRICT, a Public Agency organized under the Municipal Water Act of 1911 , and a Subsidiary District of the City of Carlsbad Matt Hall, President ATTEST: City Clerk Services Manager If required by CMWD, proper notarial acknowledgment of execution by contractor must be attached. If a corporation, Agreement must be signed by one corporate officer from each of the following two groups. Group A Chairman, President, or Vice-President Group B Secretary, Assistant Secretary, CFO or Assistant Treasurer Otherwise, the corporation must attach a resolution certified by the secretary or assistant secretary under corporate seal empowering the officer(s) signing to bind the corporation. APPROVED AS TO FORM: CINDIE K. McMAHON, City Attorney By: {j',A,)j_t,, k_ ~',A, General Counsel General Counsel Approved Version 6/12/18 Nov. 8, 2022 8 of 13 Item #4 Page 43 of 76 DocuSign Envelope ID: 821C64C6-372F-429D-84D6-63822482C45B PSA22-1963CA EXHIBIT "A" SCOPE OF SERVICES Perform a variety of utilities modeling tasks as outlined in individual Project Task Description & Fee Allotments (PTD&FA) related to the following: A. Water Supply and Demand Projections B. Model Data Gap Analysis/ Recommendations C. Pressure Zone Analysis D. Water Quality Modeling E. Water System Shutdown Impact F. Analysis G. Fire Flow Capacity Evaluation H. Sewer Capacity Evaluation I. Water/Recycled Water/Sewer Hydraulic Model Support Requests for work not listed above must be contracted under separate agreement. General Counsel Approved Version 6/12/18 Nov.8,2022 9 of 13 Item #4 Pa ge 44 of 76 DocuSign Envelope ID: 821 C64C6-372F-429D-84D6-63822482C45B I Kennedy Jenks Nov.8,2022 Rate Schedule Discipline 18 & 19 Kennedy Jenks Mission Consulting Services DHK Engineers 10 of 13 Item #4 PSA22-1963CA Page 45 of 76 DocuSign Envelope ID: 821 C64C6-372F-429D-8406-63822482C45B Client/Address: City of Carlsbad 1635 Faraday Avenue Carlsbad, CA 92008 Project: Master Agreement Consulting Services (RFQ21-1449CA) Custom Schedule of Charges PSA22-1963CA Date: 5/28/2021 PERSONNEL COMPENSATION Classification Hourly Rate Engineer-Scientist-Specialist 1 ........................................................................... $130 Engineer-Scientist-Specialist 2 ........................................................................... $165 Engineer-Scientist-Specialist 3 ........................................................................... $185 Engineer-Scientist-Specialist 4 ........................................................................... $200 Engineer-Scientist-Specialist 5 ........................................................................... $220 Engineer-Scientist-Specialist 6 ........................................................................... $245 Engineer-Scientist-Specialist 7 ........................................................................... $260 Engineer-Scientist-Specialist 8 ........................................................................... $290 Engineer-Scientist-Specialist 9 ........................................................................... $305 Construction Manager ......................................................................................... $260 Construction lnspector ....................................................................................... $210 CAD-Technician ................................................................................................ $120 Senior CAD-Technician ..................................................................................... $1 40 CAD-Designer ................................................................................................... $155 Senior CAD-Designer ........................................................................................ $175 Project Administrator ......................................................................................... $130 Administrative Assistant. .................................................................................... $11 0 Aide ..................................................................................................................... $85 Direct Expenses Reimbursement for direct expenses, as listed below, incurred in connection with the work, will be at cost plus ten percent for items such as: a. Maps, photographs, 3rd party reproductions, 3rd party printing, equipment rental, and special supplies related to the work. b. Consultants, soils engineers, surveyors, contractors, and other outside services. c. Rented vehicles, local public transportation and taxis, travel and subsistence. d. Project specific telecommunications and delivery charges. e. Special fees, insurance, permits, and licenses applicable to the work. f. Outside computer processing, computation, and proprietary programs purchased for the work. Reimbursement for vehicles used in connection with the work will be at the federally approved mileage rates or at a negotiated monthly rate. If prevailing wage rates apply, the above billing rates will be adjusted as appropriate. Overtime for non-exempt employees will be billed at one and a half times the Hourly Rates specified above. Rates for professional staff for legal proceedings or as expert witnesses will be at rates one and one-half times the Hourly Rates specified above. Excise and gross receipts taxes, if any, will be added as a direct expense. Nov. 8, 2022 11 of 13 Item #4 Page 46 of 76 DocuSign Envelope ID: 821C64C6-372F-4290-8406-63822482C45B ,, PSA22-1963CA ~-:1-~ MCS Mission Consulting Services WATER SYSTEMS SPECIALISTS May 27, 202 1 RE: Master Agreement Consultant Services -Item No. 18 -Utilities Modeling RA TE SCHEDULE The M ission Consulting Services Team is excited to team with Kennedy Jenks on this important project. The fo llowing rate is good through the end of the three-year contract term. Jennifer R. Mael, P.E. -Hydraulic Modeling $145/hour Please feel free to contact me at (61 9) 851-5 178 if you have any questions or comments. Sincerely, ennifer Mael, P.E. Principal Engineer Nov. 8, 2022 Ml)BILI: 619.851.5178 jmae~1Ji8nconsultingsd.com l~-~sionccPnSSftl,iblcP.JJR DocuSign Envelope ID: 821 C64C6-372F-429D-84D6-63822482C45B PSA22-1963CA HOURLY RA TE SCHEDULE Submitted by: DHK Engineers, Inc. -------"''---,_!._ ___ _ Labor Cateaorv Senior Proiect Manaoer Senior Enoineer AS-NEEDED CONTRACT CY 2021-2023 Desioner/Lead Field Tech Field Tech Field Support Administration/Clerical Support Nov. 8, 2022 DHK ENGINEERS, INC. 1851 Skyhill Place Escondido, CA 92026 (760) 747-9553 13 of 13 (Name of Firm) Hourly Rate $/hr $ 194 $ 169 $ 137 $ 103 $ 92 $ 74 Item #4 Page 48 of 76 MASTER AGREEMENT FOR UTILITIES MODELING SERVICES HDR ENGINEERING, INC. 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 HOR Engineering, Inc. a Nebraska corporation, hereinafter referred to as "Contractor." RECITALS A.CMWD requires the professional services of a consulting firm that is experienced in utilities modeling field. B.The professional services are required on a non-exclusive, project-by-projectbasis. C.Contractor has the necessary experience in providing professional services and advice related to utilities modeling. 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 in accordance with this Agreement's terms and conditions. Contractor's obligations with respect to any project granted to Contractor under this Agreement will be as specified in the Task Description for the project (see paragraph 5 below). 2.STANDARD OF PERFORMANCE While performing the Services, Contractor will exercise the reasonable professional care and skill customarily exercised by reputable members of Contractor's profession practicing in the Metropolitan Southern California Area, and will use reasonable diligence and best judgment whileexercising its professional skill and expertise. 3.TERMThe 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") may amend 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 COMPLETION The work for any project granted to Contractor pursuant to this Agreement will begin within ten (10)days after receipt of notification to proceed by CMWD and be completed within the time General Counsel Approved Version 6/12/18 1 of 10 30th November Attachment B Nov. 8, 2022 Item #4 Page 49 of 76 PSA22-1665CA Nov. 8, 2022 Item #4 Page 50 of 76 DocuSign Envelope ID: 689C411 F-6817-4085-840E-818F4852FAFE PSA22-1665CA specified in the Task Description for the project (see paragraph 5 below). Extensions of time for a specific Task Description may be granted if requested by Contractor and agreed to in writing by the Executive Manager (or designee) or General Manager of CMWD as authorized by the Executive Manager ("General Manager"). The Executive Manager (or designee) or General Manager will give allowance for documented and substantiated unforeseeable and unavoidable delays not caused by a lack of foresight on the part of Contractor, or delays caused by CMWD inaction or other agencies' lack of timely action. In no event shall a specific Task Description exceed the term of this Agreement. 5. COMPENSATION The cumulative total for all projects allowed pursuant to this Agreement will not exceed three hundred thousand dollars ($300,000) oer agreement year. Fees will be paid on a project-by- project basis and will be based on Contractor's Schedule of Rates specified in Exhibit "A". Prior to initiation of any project work· by Contractor, CMWD shall prepare a Project Task Description and Fee Allotment (the "Task Description") which, upon signature by Contractor and for CMWD, the Executive Manager (or designee) or General Manager, will be considered a part of this Agreement. The Task Description will include a detailed scope of services for the particular project being considered and a statement of Contractor's fee to complete the project in accordance with the specified scope of services. The Task Description will also include a description of the method of payment and will be based upon an hourly rate, percentage of project complete, completion of specific project tasks or a combination thereof. 6. STATUS OF CONTRACTOR Contractor will perform the Services in Contractor's own way as an independent contractor and in pursuit of Contractor's independent calling, and not as an employee of CMWD. Contractor will be under control of CMWD only as to the result to be accomplished, but will consult with CMWD as necessary. The persons used by Contractor to provide services under this Agreement will not be considered employees of CMWD for any purposes. · The payment made to Contractor pursuant to the Agreement will be the full and complete compensation to which Contractor is entitled. CMWD will not make any federal or state tax withholdings on behalf of Contractor or its agents, employees or subcontractors. CMWD will not be required to pay any workers' compensation insurance or unemployment contributions on behalf of Contractor or its employees or subcontractors. Contractor agrees to indemnify CMWD and the City of Carlsbad within thirty (30) days for any tax, retirement contribution, social security, overtime payment, unemployment payment or workers' compensation payment which CMWD may be required to make on behalf of Contractor or any agent, employee, or subcontractor of Contractor for work done under this Agreement. At CMWD's election, CMWD may deduct the indemnification amount from any balance owing to Contractor. 7. SUBCONTRACTING Contractor will not subcontract any portion of the Services without prior written approval of CMWD. If Contractor subcontracts any of the Services, Co.ntractor 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. General Counsel Approved Version 6/12/18 2 of 10 Nov. 8, 2022 Item #4 Page 51 of 76 DocuSign Envelope ID: 689C411F-6B17-4085-840E-818F4852FAFE PSA22-1665CA 8. OTHER CONTRACTORS CMWD reserves the right to employ other Contractors in connection with the Services. 9. INDEMNIFICATION Contractor agrees to indemnify and hold harmless CMWD and the City of Carlsbad and its officers, officials, employees and volunteers from and against all claims, damages, losses and expenses including attorneys fees arising out of the performance of the work described herein caused by any willful misconduct or negligent act or omission of the Contractor, any subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable. The parties expressly agree that any payment, attorney's fee, costs or expense CMWD or the City of Carlsbad incurs or makes to or on behalf of an injured employee under CMWD's self- administered workers' compensation is included as a loss, expense or cost for the purposes of this section, and that this section will survive the expiration or early termination of this Agreement. 10. INSURANCE Contractor will obtain and maintain for the duration of the Agreement and any and all amendments, insurance against claims for injuries to persons or damage to property which may arise out of or in connection with performance of the services by Contractor or Contractor's agents, representatives, employees or subcontractors. The insurance will be obtained from an insurance carrier admitted and authorized to do business in the State of California. The insurance carrier is required to have a current Best's Key Rating of not less than "A-:VII"; OR with a surplus line insurer on the State of California's List of Approved Surplus Line Insurers (LASLI) with a rating in the latest Best's Key Rating Guide of at least "A:X"; OR an alien non-admitted insurer listed by the National Association of Insurance Commissioners (NAIC) latest quarterly listings report. 10.1 Coverages and Limits. Contractor will maintain the types of coverages and minimum limits indicated below, unless the Risk Manager or Executive Manager for CMWD approves a lower amount. These minimum amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations under this Agreement. CMWD, its officers, agents and employees make no representation that the limits of the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect Contractor. If Contractor believes that any required insurance coverage is inadequate, Contractor will obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense. The full limits available to the named insured shall also be available and applicable to CMWD as an additional insured. 10.1.1 Commercial General Liability (CGL) Insurance. Insurance written on an "occurrence" basis, including personal & advertising injury, with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this projecUlocation or the general aggregate limit shall be twice the required occurrence limit. 10.1.2 Automobile Liability (if the use of an automobile is involved for Contractor's work for CMWD). $2,000,000 combined single-limit per accident for bodily injury and property damage. 10.1.3 Workers' Compensation and Employer's Liability. Workers' Compensation limits as required by the California Labor Code. Workers' Compensation will not be required if Contractor has no employees and provides, to CMWD's satisfaction, a declaration stating this. General Counsel Approved Version 6/12/18 3 of 10 Nov. 8, 2022 Item #4 Page 52 of 76 DocuSign Envelope ID: 689C411F-6B17-4085-840E-818F4852FAFE PSA22-1665CA 10.1.4 Professional Liability. Errors and omIssIons liability appropriate to Contractor's profession with limits of not less than $1,000,000 per claim. Coverage must be maintained for a period of five years following the date of completion of the work. 10.2. Additional Provisions. Contractor will ensure that the policies of insurance required under this Agreement contain, or are endorsed to contain, the following provisions: 10.2.1 CMWD will be named as an additional insured on General Liability which shall provide primary coverage to the City. 10.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be written as claims-made coverage. 10.2.3 This insurance will be in force during the life of the Agreement and any extensions of it and will not be canceled without thirty (30) days prior written notice to CMWD sent by certified mail pursuant to the Notice provisions of this Agreement. 10.3 Providing Certificates of Insurance and Endorsements. Prior to CMWD's execution of this Agreement, Contractor will furnish certificates of insurance and endorsements to CMWD. 10.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance coverages, then CMWD will have the option to declare Contractor in breach, or may purchase replacement insurance or pay the premiums that are due on existing policies in order to maintain the required coverages. Contractor is responsible for any payments made by CMWD to obtain or maintain insurance and CMWD may collect these payments from Contractor or deduct the amount paid from any sums due Contractor under this Agreement. 10.5 Submission of Insurance Policies. CMWD reserves the right to require, at anytime, complete and certified copies of any or all required insurance policies and endorsements. 11. BUSINESS LICENSE Contractor will obtain and maintain a City of Carlsbad Business License for the term of the Agreement, as may be amended from time-to-time. 12. ACCOUNTING RECORDS Contractor will maintain complete and accurate records with respect to costs incurred under this Agreement. All records will be clearly identifiable. Contractor will allow a representative of CMWD during normal business hours to examine, audit, and make transcripts or copies of records and any other documents created pursuant to this Agreement. Contractor will allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement. 13. OWNERSHIP OF DOCUMENTS All work product produced by Contractor or its agents, employees, and subcontractors pursuant to this Agreement is the property of CMWD. In the event this Agreement is terminated, all work · product produced by Contractor or its agents, employees and subcontractors pursuant to this Agreement will be delivered at once to CMWD. Contractor will have the right to make one (1) copy of the work product for Contractor's records. General Counsel Approved Version 6/12/18 4 of 10 Nov. 8, 2022 Item #4 Page 53 of 76 DocuSign Envelope ID: 689C411F-6B17-4085-840E-818F4852FAFE PSA22-1665CA 14. COPYRIGHTS Contractor agrees that all copyrights that arise from the services will be vested in CMWD and Contractor relinquishes all claims to the copyrights in favor of CMWD. 15. NOTICES The name of the persons who are authorized to give written notice or to receive written notice on behalf of CMWD and on behalf of Contractor under this Agreement. ForCMWD: Name Eleida Felix Yackel Title Senior Contract Administrator Dept Public Works Carlsbad Municipal Water District Address 1635 Faraday Avenue Carlsbad, CA 92008 Phone 760-602-2767 For Contractor: Name Title Address Phone Mobile Email Joel Engleson, Senior Hydraulic Modeler Project Manager 591 Camino de la Reina, Suite 300 San Diego CA 92108 858-712-8397 619-261-8066 joel.engleson@hdrinc.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. 16. CONFLICT OF INTEREST Contractor shall file a Conflict of Interest Statement with the City Clerk in accordance with the requirements of the City of Carlsbad Conflict of Interest Code. The Contractor shall report investments or interests in all categories. Yes0 NoD 17. GENERAL COMPLIANCE WITH LAWS Contractor will keep fully informed of federal, state and local laws and ordinances and regulations which in any manner affect those employed by Contractor, or in any way affect the performance of the Services by Contractor. Contractor will at all times observe and comply with these laws, ordinances, and regulations and will be responsible for the compliance of Contractor's services with all applicable laws, ordinances and regulations. Contractor will be aware of the requirements of the Immigration Reform and Control Act of 1986 and will comply with those requirements, including, but not limited to, verifying the eligibility for employment of all agents, employees, subcontractors and consultants whose services are required by this Agreement. 18. DISCRIMINATION AND HARASSMENT PROHIBITED Contractor will comply with all applicable local, state and federal laws and regulations prohibiting discrimination and harassment. 19. DISPUTE RESOLUTION If a dispute should arise regarding the performance of the Services the following procedure will be used to resolve any questions of fact or interpretation not otherwise settled by agreement between the parties. Representatives of Contractor or CMWD will reduce such questions, and their respective views, to writing. A copy of such documented dispute will be forwarded to both parties involved along with recommended methods of resolution, which would be of benefit to General Counsel Approved Version 6/12/18 5 of 10 Nov. 8, 2022 Item #4 Page 54 of 76 DocuSign Envelope ID: 689C411 F-6B 17-4085-840E-818F4852FAFE PSA22 -1665CA both parties. The representative receIvIng the letter will reply to the letter along with a recommended method of resolution within ten (10) business days. If the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the disputes will be forwarded to the Executive Manager. The Executive Manager will consider the facts and solutions recommended by each party and may then opt to direct a solution to the problem. In such cases, the action of the Executive Manager will be binding upon the parties involved, although nothing in this procedure will prohibit the parties from seeking remedies available to them at law. 20. TERMINATION In the event of the Contractor's failure to prosecute, deliver, or perform the Services, CMWD may terminate this Agreement for nonperformance by notifying Contractor by certified mail of the termination . If CMWD decides to abandon or indefinitely postpone the work or services contemplated by this Agreement, CMWD may terminate this Agreement upon written notice to Contractor. Upon notification of termination, Contractor has five (5) business days to deliver any documents owned · by CMWD and all work in progress to CMWD address contained in this Agreement. CMWD will make a determination of fact based upon the work product delivered to CMWD and of the percentage of work that Contractor has performed which is usable and of worth to CMWD in having the Agreement completed. Based upon that finding CMWD will determine the final payment of the Agreement. Either party upon tendering thirty (30) days written notice to the other party may terminate this Agreement. In this event and upon request of CMWD, Contractor will assemble the work product and put it in order for proper filing and closing and deliver it to CMWD. Contractor will be paid for work performed to the termination date; however, the total will not exceed the lump sum fee payable under this Agreement. CMWD will make the final determination as to the portions of tasks completed and the compensation to be made. 21. COVENANTS AGAINST CONTINGENT FEES Contractor warrants that Contractor has not employed or retained any company or person, other than a bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage, brokerage fee; gift, or any other consideration contingent upon, or resulting from, the award or making of this Agreement. For breach or violation of this warranty, CMWD will have the right to annul this Agreement without liability, or, in its discretion, to deduct from the Agreement price or consideration, or otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent fee. 22. CLAIMS AND LAWSUITS By signing this Agreement, Contractor agrees that any agreement claim submitted to CMWD must be asserted as part of the agreement process as set forth in this Agreement and not in anticipation of litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is submitted to CMWD, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor acknowledges that California Government Code sections 12650 et seq., the False Claims Act applies to this Agreement and, provides for civil penalties where a person knowingly submits a false claim to a public entity. These provisions include false claims made with deliberate ignorance of the false information or in reckless disregard of the truth or falsity of information. If CMWD seeks to recover penalties pursuant to the False Claims Act, it is entitled to recover its litigation costs, including attorney's fees. Contractor acknowledges that the filing of a false claim may subject Contractor to an administrative debarment proceeding as the result of which Contractor may be prevented to act as a Contractor on any public work or improvement for a period of up to five (5) years. Contractor acknowledges debarment by another jurisdiction is General Counsel Approved Version 6/12/18 6 of 10 Nov. 8, 2022 Item #4 Page 55 of 76 DocuSign Envelope 10: 689C411F-6B17-4085-840E-818F4852FAFE PSA22-1665CA grounds for City to terminate this Agreement. 23. JURISDICTION AND VENUE Any action at law or in equity brought by either of the parties for the purpose of enforcing a right or rights provided for by this Agreement will be tried in a court of competent jurisdiction in the County of San Diego, State of California, and the parties waive all provisions of law providing for a change of venue in these proceedings to any other county. 24. SUCCESSORS AND ASSIGNS It is mutually understood and agreed that this Agreement will be binding upon CMWD and Contractor and their respective successors. Neither this Agreement nor any part of it nor any monies due or to become due under it may be assigned by Contractor without the prior consent of CMWD, which shall not be unreasonably withheld. 25. ENTIRE AGREEMENT This Agreement, together with any other written document referred to or contemplated by it, along with the purchase order for this Agreement and its provisions, embody the entire Agreement and understanding between the parties relating to the subject matter of it. In case of conflict, the terms of the Agreement supersede the purchase order. Neither this Agreement nor any of its provisions may be amended, modified, waived or discharged except in a writing signed by both parties. 26. PUBLIC AGENCY CLAUSE Contractor agrees that any public agency as defined by Cal. Gov. Code section 6500, if authorized by 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 the term of this contract, and shall be contingent upon Contractor's acceptance. Participating public agencies 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 Municipal Water District shall not be liable, or responsible, for any obligations, including but not limited to financial responsibility, in connection with participation by another public agency. /II Ill Ill Ill /II /II Ill Ill General Counsel Approved Version 6/12/18 7 of 10 Nov. 8, 2022 Item #4 Page 56 of 76 DocuSign Envelope ID: 689C411F-6B17-4085-840E-818F4852FAFE PSA22-1665CA 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. 24 October Executed by Contractor this _____ day of __________ , 2021. CONTRACTOR HDR Engineering, Inc., a Nebraska corporation (sign here) Anna Y. Lantin, Vice-President By: (sign here) CARLSBAD MUNICIPAL WATER DISTRICT, a Public Agency organized under the Municipal Water Act of 1911, and a Subsidiary District of the City of Carlsbad Matt Hall, President for Faviola Medina, City Clerk Services Manager If required by CMWD, proper notarial acknowledgment of execution by contractor must be attached. If a corporation, Agreement must be signed by one corporate officer from each of the following two groups. Group A Chairman, President, or Vice-President Group B Secretary, Assistant Secretary, CFO or Assistant Treasurer Otherwise, the corporation must attach a resolution certified by the secretary or assistant secretary under corporate seal empowering the officer(s) signing to bind the corporation . APPROVED AS TO FORM: CELIA A. BREWER, General Counsel By:~ Assistant General Counsel General Counsel Approved Version 6/12/18 8 of 10 Nov. 8, 2022 Item #4 Page 57 of 76 DocuSign Envel0pe ID: 689C411F-6817-4O85-84OE-818F4852FAFE PSA22-166SCA EXHIBIT "A" SCOPE OF SERVICES Perform a variety of utilities modeling tasks as outlined in individual Project Task Description & Fee Allotments (PTD&FA) related to the following: A. Water Supply and Demand Projections B. Model Data Gap Analysis/ Recommendations C. Pressure Zone Analysis D. Water Quality Modeling E. Water System Shutdown Impact F. Analysis G. Fire Flow Capacity Evaluation H. Sewer Capacity Evaluation I. Water/Recycled Water/Sewer Hydraulic Model Support Requests for work not listed above must be contracted under separate agreement. General Counsel Approved Version 6/12/18 9 of 10 Nov. 8, 2022 Item #4 Page 58 of 76 DocuSign Envelope ID 689C411 F-6B 17-4085-840E-818F4852FAFE PSA22-1665CA City of Carlsbad I Fee Schedule I-)~ RFQ21-1449CA Master Agreement Consultant Services I Discipline 18. Utilities Modeling Discipline 18: Utilities Modeling EXHIBIT B Prices valid through Term of Agreement STAFF NAME TITLE HOURLY RATE 1 Joel Engleson Project Manager $270 2 Joe Nye Principal in Charge $350 3 Scott Humphrey Quality Assurance/Quality Control $300 4 Roger Null Utility Planning Technical Support $340 5 Leanne Hammond Senior Hydraulic Modeler ~ $320 6 AmyOmae Senior Project Engineer $295 7 Chandrikaa Balendhran Senior Engineer $240 8 Joel Engleson Hydraulic Modeler $200 9 Curtis Gauthier Project Engineer II $180 10 Jon Paz, Alice Wang Staff Engineer/EIT .$130 11 AndersBurvall GIS Analyst II $170 12 Jade Dean GIS Analyst I $135 13 Renee Stueber Document Specialist $130 14 Carmen Sandoval Project Coordinator $125 15 TBD Intern $90 SUBCONSULTANTS NAME/FIRM TITLE HOURLY RATE 1 N/A N/A N/A EXPENSES DESCRIPTION COST %MARKUP 1 Mileage $0.56 per mile, or as permitted by IRS 5% 2 . Printing -B&W 81/2 x 11 $0.05 per sheet 5% 3 Printing -Color 81/2 x 11 $0.15 per sheet 5% 4 Mailing at cost 5% 10 of 10 Nov. 8, 2022 Item #4 Page 59 of 76 ACORDe CERTIFICATE OF LIABILITY INSURANCE I DATE (MM/DD/YYYY) ..__...., 07/08/2021 ~ Page 1 of 2 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 BElWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in' lieu of such endorsement(s). PRODUCER ~~~i~cT Willis Towers Watson Certificate Center Willis Towers Watson Midwest, Inc. ~-~~N,t c.n, 1-877-945-7378 I rffc Nol: l-888-467-2378 c/o 26 Century Blvd it1D1~ss: certificates@willis.com P.O. Box 305191 Nashville, TN 372305191 USA INSURER(Sl AFFORDING COVERAGE NAIC# INSURER A : Liberty Mutual Fire Insurance Company 23035 INSURED INSURERS: Ohio Casualty Insurance Company 24074 HDR Engi.neering, Inc. Liberty Insurance Corporation 1917 South 67th Street INSURERC: 42404 Omaha, NE 68106 INSURERD: INSURERE : INSURER F: COVERAGES CERTIFICATE NUMBER: W21596925 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR ADDL SUBR POLICYEFF POLICY EXP LIMITS LTR TYPE OF INSURANCE louen ,.n,n POLICY NUMBER IMM/DD/YYYYI IMM/DD/YYYYl X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 2,000,000 ....._ =i CLAIMS-MADE 0 OCCUR Ul"\M,.,,.,.;n::: IU ru:::1 CL.I PREMISES /Ea occurrencel $ 1,000,000 ....._ A X Contractual Liability MED EXP (Any one person) $ 10,000 ....._ y y 06/01/2021 06/01/2022 TB2-641-444950-031 PERSONAL & ADV INJURY s 2,000,000 ....._ GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 4,000,000 R POLICY 0 i:;:& 0LOC PRODUCTS· COMP/OP AGG $ 4,000,000 OTHER: $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ 2,000,000 /Ea accident) ....._ X ANY AUTO BODILY INJURY (Per person) $ A ....._ OWNED ~ SCHEDULED y y AS2-641-444950-041 06/01/2021 06/01/2022 BODILY INJURY (Par accident) s ....._ AUTOS ONLY f--AUTOS HIRED NON-OWNED PROPERTY DAMAGE s AUTOS ONLY AUTOS ONLY /Per acciden{\ ....._ f--s UMBRELLA LIAB ~ OCCUR EACH OCCURRENCE s 5,000,000 B ....._ X EXCESS LIAB CLAIMS-MADE y y EUO (22).57919363 06/01/2021 06/01/2022 AGGREGATE s 5,000,000 DED I X I RETENTIONS 0 s WORKERS COMPENSATION X I ~~:TUTE I I OTH· AND EMPLOYERS' LIABILITY ER YIN C ANYPROPRIETORIPARTNER/EXECUTIVE E] E.L. EACH ACCIDENT s 1,000,000 OFF ICERIMEMBE R EXCLU OED? NIA y WA?-64D-444950-011 06/01/2021 06/01/2022 (Mandatory In NH) E.L. DISEASE · EA EMPLOYEE S 1,000,000 ~~ic:~~ft3~ ~"foPERATIONS below E.L. DISEASE· POLICY LIMIT s 1,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS/ VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached ii more space is required) Certifi cate Holder is named as Additional Insured on General Liabil ity, Automobile Liability and Umbrella/Excess Liabil ity on a Primary, Non-contri butory basis where required by written contract. Waiver of Subrogation applies on General Liability, Automobil e Liabil ity, Umbrella/Excess Liability and Workers Compensation where required by written contract and as permitted by law. Umbrella/Excess policy is follow form over General Liability, Auto Liability and Employers Liability. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. City of Carlsbad/CMWD C/0 Exigis Insurance Compliance Services AUTHORIZED REPRESENTATIVE P.O. Box 947 ~~vdko Murrieta, CA 92564 © 1988-2016 ACORD CORPORATION. All rights reserved. ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD SR ID: 21332911 BATCH : 2157928 Nov. 8, 2022 Item #4 Page 60 of 76 ,.,.---, ACORD® ~ AGENCY Willis Towers Watson Midwest, POLICY NUMBER See Page 1 CARRIER See Page 1 ADDITIONAL REMARKS AGENCY CUSTOMER ID: __________________ _ LOC#: -------- ADDITIONAL REMARKS SCHEDULE Page 2 of 2 NAMED INSUR.ED Inc ." HOR Engineering, I nc. 191? South 67th Street Omaha, NE 68106 I NAIC CODE See Page 1 EFFECTIVE DATE: See Page 1 THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 25 FORM TITLE: Certificate of Liability Insurance Re: All Operations. ACORD 101 (2008/01) © 2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD SR ID: 21332911 BATCB: 2157928 CERT: W21596925 Nov. 8, 2022 Item #4 Page 61 of 76 Policy Number: TB2-641-444950-03~ THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED LOCATION($) GENERAL AGGREGATE LIMIT This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Designated Location(s): All locations owned by or rented to the Named Insured Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. For all sums which the insured becomes legally obligated to pay as damages caused by "occur- rences" under Section I -Coverage A, and for all medical expenses caused by accidents under Section I -Coverage C, which can be attributed only to operations at a single designated "loca- tion" shown in the Schedule above: 1. A separate Designated Location General Aggregate Limit applies to each designated "location", and that limit is equal to the amount of the General Aggregate Limit shown in the Declarations. · 2. The Designated Location General Aggregate Limit is the most we will pay for the sum of all damages under Coverage A, except damag- es because of "bodily injury" or "property damage" included in the "products-completed operations hazard", and for medical expenses under Coverage C regardless of the number of: a. Insureds; b. Claims made or "suits" brought; or c. Persons or organizations making claims or bringing "suits". 3. Any payments made under Coverage A for damages or under Coverage C for medical expenses shall reduce the Designated Loca- tion General Aggregate Limit for that desig- nated "location". Such payments shall not re- duce the General Aggregate Limit shown in the Declarations nor shall they reduce any other Designated Location General Aggre- gate Limit for any other designated "location" shown in the Schedule above. 4. The limits shown in the Declarations for Each Occurrence, Damage To Premises Rented To You and Medical Expense continue to apply. However, instead of being subject to the General Aggregate Limit shown in the Decla- r.ations, such limits will be subject to the appli- cable Designated Location General Aggre- gate Limit. CG 25 04 05 09 © Insurance Services Office, Inc., 2008 Page 1 of 2 Nov. 8, 2022 Item #4 Page 62 of 76 B. For all sums which the insured becomes legally obligated to pay as damages caused by "occur- rences" under Section I -Coverage A, and for all medical expenses caused by accidents under Section I -Coverage C, which cannot be . at- tributed only to operations at a single designated "location" shown in the Schedule above: 1. Any payments made under Coverage A for damages or under Coverage C for medical expenses shall reduce the amount available under the General Aggregate Limit or the Products-completed Operations Aggregate Limit, whichever is applicable; and 2. Such payments shall not reduce any Desig- nated Location General Aggregate Limit. C. When coverage for liability ansmg out of the "products-completed operations hazard" is pro- vided, any payments for damages because of "bodily injury" or "property damage" included in the "products-completed operations hazard" will reduce the Products-completed Operations Ag- gregate Limit, and not reduce the General Ag- gregate Limit nor the Designated Location Gen- eral Aggregate Limit. D. For the purposes of this endorsement, the Defi- nitions Section is amended by the addition of the following definition: "Location" means premises involving the same or connecting lots, or premises whose connection is interrupted only by a street, roadway, waterway or right-of-way of a railroad. E. The provisions of Section Ill -Limits Of Insur- ance not otherwise modified by this endorsement shall continue to apply as stipulated. Page 2 of 2 © Insurance Services Office, Inc., 2008 CG 25 04 05 09 Nov. 8, 2022 Item #4 Page 63 of 76 Policy Number: TB2-641-444950-031 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED CONSTRUCTION PROJECT(S) GENERAL AGGREGATE LI.MIT This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Designated Construction Project(s): All construction projects not located at premises owned, leased or rented by a Named Insured Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. For all sums which the insured becomes legally obligated to pay as damages caused by "occur- rences" under Section I -Coverage A, and for all medical expenses caused by accidents under Section I -Coverage C, which can be attributed only to ongoing operations at a single designated construction project shown in the Schedule above: 1. A separate Designated Construction Project General Aggregate Limit applies to each des- ignated construction project, and that limit is equal to the amount of the General Aggregate Limit shown in the Declarations. 2. The Desig nated Construction Project General Aggregate Limit is the most we will pay for the sum of all damages under Coverage A, ex- cept damages because of "bodily injury" or "property damage" included in the "products- completed operations hazard", and for medi- cal expenses under Coverage C regardless of the number of: a. Insureds; b. Claims made or "suits" brought; or c. Persons or organizations making claims or bringing "suits". 3. Any payments made under Coverage A for damages or under Coverage C for medical expenses shall reduce the Designated Con- struction Project General Aggregate Limit for th at designated construction project. Such payments shall not reduce the General Ag- gregate Limit shown in the Declarations nor shall they reduce any other Designated Con- struction Project General Aggregate Limit for any other designated construction project shown in the Schedule above. 4. The limits shown in the Declarations for Each Occurrence, Damage To Premises Rented To You and Medical Expense continue to apply. However, instead of being subject tq the General Aggregate Limit shown in the Decla- rations, such limits will be subject to the appli- cable Designated Construction Project Gen- eral Aggregate Limit. CG 2503 05 09 © Insurance .Services Office, Inc., 2008 Page 1 of2 □ Nov. 8, 2022 Item #4 Page 64 of 76 B. For all sums which the insured becomes legally obligated to pay as damages caused by "occur- rences" under Section I -Coverage A, and for all medical expenses caused by accidents under Section I -Coverage C, which cannot be at- tributed only to ongoing operations at a single designated construction project shown in the Schedule above: 1. Any payments made under Coverage A for damages or under Coverage C for medical expenses shall reduce the amount available under the General Aggregate Limit or the Products-completed Operations Aggregate Limit, whichever is applicable; and 2. Such payments shall not reduce any Desig- nated Construction Project General Aggre- gate Limit. C. When coverage for liability arising out of the "products-completed operations hazard" is pro- vided, any payments for damages because of "bodily injury" or "property damage" included in the "products-completed operations hazard" will reduce the Products-completed Operations Ag- gregate Limit, and not reduce the General Ag- gregate Limit nor the Designated Construction Project General Aggregate Limit. D. If the applicable designated construction project has been abandoned, delayed, or abandoned and then restarted, or if the authorized contract- ing parties deviate from plans, blueprints, de- signs, specifications or timetables, the project will still be deemed to be the same construction pro- ject. E. The provisions of Section Ill -Limits Of Insur- ance not otherwise modified by this endorsement shall continue to apply as stipulated. Page 2 of 2 © Insurance Services Office, Inc., 2008 CG 25 03 05 09 Nov. 8, 2022 Item #4 Page 65 of 76 POLICY NUMBER: TB2-641-444950-031 COMMERCIAL GENERAL LIABILITY CG 2010 0413 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED -OWNERS, LESSEES OR CONTRACTORS -SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART A. Section II -Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" 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 of your ongoing operations for the additional insured{s) at the location(s) designated above. However: 1. The insurance afforded to such additional insured only applies to the extent permitted by law; and 2. If coverage provided to the additional insured is required by a c ontract or agreement, the insurance afforded to such additional insured will not be broad.er than that which you are required by the contract or agreement to provide for such additional insured. B. With respect to the insurance afforded to these additional insureds, the following additional exclusions apply: This insurance does not apply to "bodily injury" or "property damage" occurring after: 1. All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or 2. That portion of "your work" out of which the injury or damage arises has been p ut to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. C. With respect to the insurance afforded to these additional insureds, the following is added to Section 111-Limits Of Insurance: If coverage provided to the additional insured is required by a contract ·or agreement, the most we will pay on b ehalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or . 2. Available under the applicable Limits of Insurance shown in the Declarations; whichever is less. This endorsement shall not increase the applicable Limits of Insurance · shown in the Declarations. CG 2010 0413 © ISO Properties, Inc., 2012 Page 1 of2 □ Nov. 8, 2022 Item #4 Page 66 of 76 SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) Location(s) Of Covered Operations Any person or organization with whom you have Any location where you have agreed, through agreed, through written contract, agreement or writtencontract, agreement or permit, to provide permit to provide additional insured coverage. additionalinsured coverage Information required to complete this Schedule, if not shown above, will be shown in the Declarations. CG 201-0 0413 © Insurance Services Office, Inc., 2012 Page 2 of2 Nov. 8, 2022 Item #4 Page 67 of 76 POLICY NUMBER: TB2-641-444950-031 COMMERCIAL GENERAL LIABILITY CG 20 37 0413 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED -OWNERS, LESSEES OR CONTRACTORS-COMPLETED OPERATIONS This endorsement modifies insurance provided under ~he following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) Location And Description Of Completed Operations Any person or organization to whom or to which Any location where you have agreed, through you are required to provide additional insured written, contract, agreement or permit, to provide status in a written contract, agreement or permit additional insured coverage for completed except where such contract or agreement is operations. prohibited. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II -Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury" or "property damage" caused, in whole or in part, by "your work" at the location designated and described in the Schedule of this endorsement performed for that additional insured and included in the "products-completed operations hazard". However: 1. The insurance afforded to such additional insured only applies to the extent permitted by law; and 2. If coverage provided to the additional insured is required by a c ontract or agreement, the insurance afforded to such additional insured will not be br oader than that which you are equired by the contract or agreement to provide for such additional insured. B. With respect to the insurance afforded to these additional insureds, the following is added to Section 111-Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or 2. Available under the applicable Limits of Insurance shown in the Declarations; whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. CG 20 37 0413 © Insurance Services Office, Inc., 2012 Page 1 of 1 Nov. 8, 2022 Item #4 Page 68 of 76 Policy Number TB2-641-444950-031 Issued by Liberty Mutual Fire Insurance Company THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. PRIMARY AND NONCONTRIBUTORY - OTHER INSURANCE CONDITION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART The following is added to Section IV -Conditions 4. Other Insurance and supersedes any provision to the contrary: Primary And Noncontributory Insurance This insurance is primary to and will not seek contribution from any other insurance available to an additional insured under your policy provided that: (1) The additional insured is a Named Insured under such other insurance; and (2) You have agreed prior to a loss, that this insurance would be primary and would not seek contribution from any other insurance available to the additional insured. (3) This insurance is excess over any other insurance available to the additional insured for which it is also covered as an additional insured by attachment of an endorsement to another policy providing coverage for the same "occurrence",· claim or "suit". LD 24153 08 16 © 2016 Liberty Mutual Insurance Page 1 of 1 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Nov. 8, 2022 Item #4 Page 69 of 76 POLICY NUMBER: AS2-641-444950-041 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 Coverage under the Who Is An Insured provision of the Coverage Form. This endorsement does not alter coverage provided in the Coverage Form. SCHEDULE Name 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. 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. CA 20481013 © Insurance Services Office, Inc., 2011 Page 1 of 1 Nov. 8, 2022 Item #4 Page 70 of 76 Policy Number: AS2 -641-444950-041 Issued by: Li berty Mutual Fire Insurance Company THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED INSURED-NONCONTRIBUTING This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM GARAGE COVERAGE FORM MOTOR CARRIERS COVERAGE FORM TRUCKERS 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" under the Who Is An Insured Provision of the Coverage Form. This endorsement does not alter coverage provided in the Coverage form. Schedule Name of Person(s) or Organizations(s): Any person or organizati on where the Named Insured has agreed by written contract to include such person or organization Regarding Designated Contract or Project: Any . Each person or organization shown in the Schedule of this endorsement is an "insured" for Liability Coverage, but only to the extent that person or organization qualifies as an "insured" under the Who Is An Insured Provision contained in Section II of the Coverage Form. The following is added to the Other Insurance Condition: If you have agreed in a written agreement that this policy will be primary and without right of contribution from any insurance in force for an Additional Insured for liability arising out of your operations, and the agreement was executed prior to the "bodily injury" or "property damage", then this insurance will be primary and we will not seek contribution from such insurance. AC84230811 © 2010, Liberty Mutual Group of Companies. All rights reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 1 of 1 Nov. 8, 2022 Item #4 Page 71 of 76 POLICY NUMBER: TB2-641-444950-031 WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Person Or Organization: As required by written contract or agreement Information required to complete this Schedule, if not shown above, will be shown in the Declarations. The following is added to Paragraph 8. Transfer Of Rights Of Recovery Against Others To Us of Section IV -Conditions: We waive any right of recovery we may have against the person or organization shown in the Schedule above because of payments we make for injury or damage arising out of your ongoing operations or "your work" done un der a contract with that person or organization and included in the "products- completed operations hazard". This waiver applies only to the person or organization shown in the Schedule above. CG 24 04 05 09 © Insurance Services Office, Inc., 2008 Page 1 of 1 Nov. 8, 2022 Item #4 Page 72 of 76 POLICY NUMBER: AS2-641-444950-041 COMMERCIAL AUTO CA 04441013 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US (WAIVER OF SUBROGATION) 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. SCHEDULE Name(s) Of Person(s) Or Organization(s): Any person or organization for whom you perform work under a written contract of the contract requires you to obtain this agreement from us but only if the contract is executed prior to the injury or damage occurring. 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 c ontract with that person or organization. CA 04441013 © Insurance Services Office, Inc., 2011 Page 1 of 1 Nov. 8, 2022 Item #4 Page 73 of 76 WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule. Schedule Where required by contract or written agreement prior to loss. Issued by:Liberty Insurance Corporation For attachment to Policy No WA?-64D-444950-011 $ Issued to:HDR Engineering, Inc. Effective Date 06/01/2021 WC 00 0313 Ed. 4/1/1984 © 1983 National Council on Compensation Insurance, Inc. Page 1 of 1 Premium Nov. 8, 2022 Item #4 Page 74 of 76 Policy Number TB2-641-444950-031 Issued by Liberty Mutual Fire Insurance Company THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. NOTICE OF CANCELLATION OR MATERIAL REDUCTION IN COVERAGE TO THIRD PARTIES This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE PART MOTOR CARRIER COVERAGE PART GARAGE COVERAGE PART TRUCKERS COVERAGE PART EXCESS AUTOMOBILE LIABILITY INDEMNITY COVERAGE PART SELF-INSURED TRUCKER EXCESS LIABILITY COVERAGE PART COMMERCIAL GENERAL LIABILITY COVERAGE PART EXCESS COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART LIQUOR LIABILITY COVERAGE PART COMMERCIAL LIABILITY -UMBRELLA COVERAGE FORM Schedule Name of Other Person(s) / Email Address or mailing address: Number Days Notice: Organization(s): As required by written contract or As required by written contract or 30 written agreement written agreement A. If we cancel this policy for any reason other than nonpayment of premium, or make a material reduction in coverage, we will notify the persons or organizations shown in the Schedule above. We will send notice to the email or mailing address listed above at least 10 days, or the number of days listed above, if any, before the cancellation becomes effective. In no event does the notice to the third party exceed the notice to the first named insured. B. This advance notification of a pending cancellation or material reduction of coverage is intended as a courtesy only. Our failure to provide such advance notification will not extend the policy cancellation date nor negate cancellation of the policy. All other terms and conditions of this policy remain unchanged. LIM 99 04 03 14 © 2014 Liberty Mutual Insurance. All rights reserved. Page 1 of 1 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Nov. 8, 2022 Item #4 Page 75 of 76 Policy Number AS2-641-444950-041 Issued by Liberty Mutual Fire Insurance Company THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. NOTICE OF CANCELLATION OR MATERIAL REDUCTION IN COVERAGE TO THIRD PARTIES This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE PART MOTOR CARRIER COVERAGE PART · GARAGE COVERAGE PART TRUCKERS COVERAGE PART EXCESS AUTOMOBILE LIABILITY INDEMNITY COVERAGE PART SELF-INSURED TRUCKER EXCESS LIABILITY COVERAGE PART COMMERCIAL GENERAL LIABILITY COVERAGE PART EXCESS COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART LIQUOR LIABILITY COVERAGE PART COMMERCIAL LIABILITY -UMBRELLA COVERAGE FORM Schedule Name of Other Person(s) / Email Address or mailing address: Organization(s): As required by written contract or written agreement Number Days Notice: 30 A. If we cancel this policy for any reason other than nonpayment of premium, or make a material reduction in coverage, we will notify the persons or organizations shown in the Schedule above. We will send notice to the email or mailing address listed above at least 10 days, or the number of days listed above, if any, before the cancellation becomes effective. In no event does the notice to the third party exceed the notice to the first named insured. 8. This advance notification of a pending cancellation or material reduction of coverage is intended as a courtesy only. Our failure to provide such advance notification will not extend the policy cancellation date nor negate cancellation of the policy. All other terms and conditions of this policy remain unchanged. LIM 99 04 03 14 © 2014 Liberty Mutual Insurance. All rights reserved. Page 1 of 1 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Nov. 8, 2022 Item #4 Page 76 of 76 NOTICE OF CANCELLATION TO THIRD PARTIES A. If we cancel this policy for any reason other than nonpayment of premium, we will notify the persons or organizations shown in the Schedule below. We will send notice to the email or mailing address listed below at least 10 days, or the number of days listed below, if any, before cancellation becomes effective. In no event does the notice to the third party exceed the notice to the first named insured. B. This advance notification of a pending cancellation of coverage is intended as a courtesy only .. Our failure to provide such advance notification will not extend the policy cancellation date nor negate cancellation of the policy. Schedule Name of Other Person(s) / Organization(s): Email Address or mailing address: Number Days Notice: As required by written contract or agreement All other terms and conditions of this policy remain unchanged. Issued by Liberty Insurance Corporation For attachment to Policy No. WA7-64D-444950-011 Effective Date 06/01/2021 Issued to HOR Engineering, Inc. WC 99 20 75 Ed. 12/01/2016 © 2016 Liberty Mutual Insurance 30 Premium$ Endorsement No. Page 1 of 1