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HomeMy WebLinkAboutAVI Systems Inc; 2023-04-07;DocuSign Envelope ID: C23EF5D4-DD07-433B-AC8E-02489DA95C5F 7th April CITY OF CARLSBAD MINOR PUBLIC WORKS CONTRACT FIRE STATIONS HYBRID SET-UP ($60,000 or Less) This agreement is made on the ______ day of ___________ ,, 2023, by the City of Carlsbad, California, a municipal corporation, (hereinafter called "City"), and AVI Systems, Inc., a North Dakota stock corporation, whose relevant place of business is 10070 Willow Creek Road, San Diego, CA 92131-1623 (hereinafter called "Contractor"). City and Contractor agree as follows: DESCRIPTION OF WORK. Contractor shall perform all work specified in the Contract documents for the project described by these Contract Documents (hereinafter called "Project"). PROVISIONS OF LABOR AND MA TE RIALS. Contractor shall provide all labor, materials, tools, equipment, and personnel to perform the work specified by the Contract Documents unless excepted elsewhere in this Contract. CONTRACT DOCUMENTS. The Contract Documents consist of this Contract, exhibits to this Contract, Contractor's Proposal, the Plans and Specifications, the General Provisions, as contained in the Standard Specifications for Public Works Construction "Greenbook," latest edition and including all errata; Part 1 General Provisions, addendum(s} to said Plans and Specifications, and all proper amendments and changes made thereto in accordance with this Contract or the Plans and Specifications, all of which are incorporated herein by this reference. When in conflict, this Contract will supersede terms and conditions in the Contractor's proposal. LABOR. Contractor will employ only skilled workers and abide by all State laws and City of Carlsbad Ordinances governing labor. GUARANTEE. Contractor guarantees all labor and materials furnished and agrees to complete the Project in accordance with directions and subject to inspection approval and acceptance by: Mike Lesh (City Project Manager) PAYMENT. The City shall withhold retention as required by Public Contract Code Section 9203. WAGE RA TES. The general prevailing rate of wages for each craft or type of worker needed to execute the Contract shall be those as determined by the Director of Industrial Relations pursuant to Sections 1no, 1773 and 1773.1 of the Labor Code. Pursuant to Section 1773.2 of the Labor Code, a current copy of the applicable wage rates is on file in the Office of the City Engineer. Contractor shall not pay less than the said specified prevailing rates of wages to all workers employed by him or her in execution of the Contract. Contractor shall be responsible for insuring compliance with provisions of section 1777 .5 of the Labor Code and section 4100 et seq. of the Public Contracts Code, "Subletting and Subcontracting Fair Practices Act." The City Engineer is the City's "duly authorized officer'' for the purposes of section 4107 and 4107.5. The provisions of Part 7, Chapter 1, of the Labor Code commencing with section 1720 shall apply to the Contract for work. A contractor or subcontractor shall not be qualified to bid on, be listed in a bid proposal, subject to the requirements of Section 4104 of the Public Contract Code, or engage in the performance of any contract for public work, unless currently registered and qualified to perform public work pursuant to Section 1725.5. This project is subject to compliance monitoring and enforcement by the Department of Industrial Relations. Contractor and any subcontractors shall comply with Section 1776 of the California Labor Code, which generally requires keeping accurate payroll records, verifying and certifying payroll records, and making them available for inspection. Contractor shall require any subcontractors to comply with Section 1776. FALSE CLAIMS. Contractor hereby agrees that any contract claim submitted to the City must be asserted as part of the contract process as set forth in this agreement and not in anticipation of litigation or in conjunction with litigation. FIRE STATIONS HYBRID SET.UP Page 1 of12 City Attorney Approved 2/14/2023 DocuSign Envelope ID: C23EF5D4-DD07-433B-AC8E-02489DA95C5F Contractor acknowledges that California Government Code sections 12650 et seq., the False Claims Act, 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 the information. The provisions of Carlsbad Municipal Code sections 3.32.025, 3.32.026, 3.32.027 and 3.32.028 pertaining to false claims are incorporated herein by reference. Contractor hereby acknowledges that the filing of a false claim may subject the Contractor to an administrative debarment proceeding wherein the contractor may be prevented from further bidding on public contracts for a period of up to five years and that debarment by another jurisdiction is grounds for the City of Carlsbad to disqualify the Contractor or subcontractor from participating in contract bidding. Signature: -=z=::::>~ ~-~- Print Name: PA,,-, tA: ·s ,.,_,,,.., Ny\/ REQUIRED INSURANCE. The successful contractor shall provide to the City of Carlsbad, a Certification of Commercial General Liability and Property Damage Insurance and a Certificate of Workers' Compensation Insurance indicating coverage in a form approved by the California Insurance Commission. The certificates shall indicate coverage during the period of the contract and must be furnished to the City prior to the start of work. The minimum limits of liability insurance are to be placed with California admitted insurers that 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 Une Insurers (LASU) 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, Commercial General Liability Insurance of Injuries including accidental death, to any one person in an amount not less than ........ $1,000,000 Subject to the same limit for each person on account of one accident in an amount not less than ....... $1,000,000 Property damage insurance in an amount of not less than ........ $1,000,000 Automobile Liability Insurance in the amount of $1,000,000 combined single limit per accident for bodily injury and property damage. In addition, the auto po!icy must cover any vehicle used in the performance of the contract, used onsite or offsite, whether owned, non-owned or hired, and whether scheduled or non- scheduled. The automobile insurance certificate must state the coverage is for "any auto" and cannot be limited in any manner. The above policies shall have non-cancellation clauses providing that thirty (30) days written notice shall be given to the City prior to such cancellation. The policies shall name the City of Carlsbad as an additional insured. The full limits available to the named insured shall also be available and applicable to the City as an additional insured. 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. BUSINESS LICENSE. The Contractor and all subcontractors are required to have and maintain a valid City of Carlsbad Business license for the duration of the contract. INDEMNITY. The Contractor shall assume the defense of, pay all expenses of defense, and indemnify and hold harmless the City, and its officers, officials {elected and appointed) and employees, from all claims, loss, damage, injury and liability of every kind, nature and description, directly or indirectly arising from or in connection with the performance of the Contract or work; or from any failure or alleged failure of Contractor to comply with any applicable law, rules or regulations including those related to safety and health; and from any and all claims, loss, damages, injury and liability, howsoever the same may be caused, resulting directly or indirectly from the nature of the work covered by the Contract, except for loss or damage caused by the sole or active negligence or willful misconduct of the City. The expenses of defense include all costs and expenses including attorneys' fees for litigation, arbitration, or other dispute resolution method. FIRE STATIONS HYBRID SET-UP Page 2 of 12 City Attorney Approved 2/14/2023 DocuSign Envelope ID: C23EF5D4-DD07-433B-AC8E-02489DA95C5F JURISDICTION. The Contractor agrees and hereby stipulates that the proper venue and jurisdiction for resolution of any disputes between the parties arising out of this agreement is San Diego County, California. Start Work: Contractor agrees to start within 30 working days after receipt of Notice to Proceed. Completion: Contractor agrees to complete work within 90 working days after receipt of Notice to Proceed. CONTRACTOR'S INFORMATION. AVI Systems, Inc. (name of Contractor) 792548 (Contractor's license number) C7-Low Voltage {license class. And exp. Date} 1000036874 (DIR registration number) 6/30/2023 .......................... (DIR registration exp. date) Ill Ill Ill Ill Ill Ill Ill Ill Ill Ill Ill Ill Ill FIRE STATIONS HYBRID SET-UP Page 3of 12 10070 Willow Creek Road {street address) San Diego, CA 92131-1623 (city/state/zip) 858-653-4300 (telephone no.) 858-695-7844 (fax no.) Ryan.Walsh@avisystems.com (e-mail address) City Attorney Approved 2/14/2023 DocuSign Envelope ID: C23EF5D4-DD07-433B-AC8E-02489DA95C5F for AUTHORITY. The individuals executing this Agreement and the instruments referenced in it on behalf of Contractor each represent and warrant that they have the legal power, right and actual authority to bind Contractor to the terms and conditions of this Agreement. CONTRACTOR (print namele) By: (sign here) {print name/title) CITY OF CARLSBAD, a municipal corporation of the State of California By: IT Department Director SHERRY FREISINGER City Clerk If required by City, proper notarial acknowledgment of execution by Contractor must be attached . .!f..B 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: hi1,y, f\::Ll'YU'tt Deputy City Attorney FIRE STATIONS HYBRID SET-UP Page 4 of 12 City Attorney Approved 2/14/2023 DocuSign Envelope ID: C23EF5D4-DD07-433B-AC8E-02489DA95C5F EXHIBIT A LISTING OF SUBCONTRACTORS BY GENERAL CONTRACTOR Set forth below is the full name and location of the place of business of each sub-contractor whom the Contractor proposes to subcontract portions of the Project in excess of one-half of one percent of the total bid, and the portion of the Project which will be done by each sub-contractor for each subcontract. NOTE: The Contractor understands that if it fails to specify a sub-contractor for any portion of the Project to be performed under the contract in excess of one-half of one percent of the bid, the contractor shall be deemed to have agreed to perform such portion, and that the Contractor shall not be permitted to sublet or subcontract that portion of the work, except in cases of public emergency or necessity, and then only after a finding, reduced in writing as a public record of the Awarding Authority, setting forth the facts constituting the emergency or necessity in accordance with the provisions of the Subletting and Subcontracting Fair Practices Act {Section 4100 et seq. of the California Public Contract Code). If no subcontractors are to be employed on the project, enter the word "NONE." SUBCONTRACTORS Type of Work to be Business Name and Address DIR Registration License No., %of Subcontracted No. Classification & Total Expiration Date Contract None 0 Total % Subcontracted: ______ _ The Contractor must perform no less than 50"/4 of the work with its own forces. FIRE STATIONS HYBRID SET-UP Pages of 12 Cily Attorney Approved 2/14/2023 DocuSign Envelope ID: C23EF5D4-DD07-433B-AC8E-02489DA95C5F AVI Systems, Inc. Signing Authorization and Delegation of Authority Signing Authorization Form Your Name: Employee# Date: David W. Bunting 10576 June 10th, 2020 Branch: San Diego COO/Board Secretary: Joel Lehman October 2019 Pursuant with your responsibilities as Area Vice Presedent you are hereby delegated the authority and responsibility to plan for and to manage the businesses and activities assigned to the position. Operationally, you are delegated general authority to take actions as you deem necessary to carry out the responsibilities assigned to you. This authority must be exercised consistent with the objectives of the approved operating plans, approved department budget, approved salary action plan and policies of the company. With regards to commitments, purchases, and other financial obligations, you are authorized up to the limits determined in Exhibit A~ AVI's Senior Management Signing Authorization. By signing below, you accept full responsibility for the authorization granted herein and the terms and conditions stipulated in the Signing Authorization and Delegation of Authority Policy. Signature 6/10/2020 Date JfMl. ~ COO/Board Secretary 6/10/2020 Date DocuSign Envelope ID: C23EF5D4-DD07-433B-AC8E-02489DA95C5F Exhibit A AVI Systems, Inc. Signing Authorization and Delegation of Authority Comp. Committee of Board of Directors Executive Officem Chief Executive Officer Chief Financial Officer Treasurer Chief Operating Officer RVPsNP Sales/Managing Directors C~n~l!,:r.,f~P.2,!;a,!e .!T ______ _ 1 Area VPs, Branch Manngers --------------""' Sales Managers Executive Account Managers Senior Account Managers Account Managers Corporate Directors Department Managers, TSMs Staff n/a n/a n/a nla nla n/a nla n/a n/a OGtober 2019 n/a n/a n/a n/a n/a n/a DocuSign Envelope ID: C23EF5D4-DD07-433B-AC8E-02489DA95C5F AVI SYSTEMS, INC. Corporate Resolution Authorities The undersigned, being members of the Board of Directors (the 11Company1'), a corporation organized under the provisions of the laws ofNorth Dakota, hereby adopt and approve the following resolution in writing at the annual meeting December 12, 2019: WHEREAS, the undersigned desire to authorize certain transactions on behalf of the Company; NOW, THEREFORE, the Directors of the Company hereby adopt the following resolution: 1 . Officers. RESOLVED, that the following persons are elected as the Managers of the Company and shall be known as Officers. to serve with the titles set opposite their names at the pleasure of the Board of Directors: Corporate Office Name Business Title Chainnan Joseph Stoebner Chairman President Jeffrey Stoebner Chief Executive Officer Chief Financial Officer Christopher Mounts Chief Financial Officer Treasurer Randi Borth Corporate Treasurer Secretary Joel Lehman Chief Operating Officer 2. Company Seal. RESOLVED, that the Company shall have a company seal, but its use shall not be required for any purpose and failure to use such a seal shall not affect the validity of any documents executed on behalf of the Company 3 . Fiscal Year, RESOLVED, th.at the fiscal year of the Company is fixed as April 1 to March 31 of each year. 4. Auditors, RESOLVED, that Eide Bailly LLP is appointed as the independent auditors for the Company. 5. Banking Depositm:y, RESOLVED, that Wells Fargo Bank is appointed as the depository for the funds of the Company and that the resolution is hereby adopted for such purpose and the Chairman, President, Chief Financial Officer, Treasurer and Secretary of the Company (Executive Officers) are, and each of them is, hereby DocuSign Envelope ID: C23EF5D4-DD07-433B-AC8E-02489DA95C5F authorized to execute and deliver on behalf of the Company such resolution or resolutions and such other agreements, instruments and certificates as may be necessary or appropriate to establish and confinn Wei ls Fargo Bank as the depository for the Company. 6. Legal Relationship. RESOLVED, that Hellmuth & Johnson PLLC is appointed designated legal counsel for general legal matters, and that Husch Blackwell LLP is appointed designated legal counsel for the A VI Systems, Inc. 40l(k) ESOP Planmatters. 7. Directed ESOP Trustee RESOLVED, that Alerus Financial, N.A., is appointed acting solely in its capacity as Trustee of the AVI Systems, Inc. Employee Stock Ownership Plan. 8. Qualification to Do Business. RESOLVED, that the Company is authorized to qualify, obtain authority or otherwise register to do business as a Company in all the states of the United States of America and in such other jurisdictions in which such action may be or become required or advisable, in the name of the Company or in such other fictitious or "doing business as" name as may be necessary or appropriate in the judgment of the Executive officers of the Company, the Chairman, President. Chief Financial Officer, Treasurer and Secretary of the Company are, and each of them is, hereby authorized to execute and deliver on behalf of the Company such applications, designations, appointments, agreements, instruments and certificates as may be necessary or appropriate for such purpose, including the designation of registered offices and appointment of agents for service in such jurisdictions, and any additional resolution or resolutions required by such jurisdictions to be adopted by the Board of Directors of the Company for such purpose are hereby adopted. 9. General Authorization. RESOLVED, that the Chainnan, President, Chief Financial Officer, Treasurer and Secretary of the Company are, and each of them is, hereby authorized and directed to take all such actions as such officer may deem necessary or appropriate to cany out the purposes and intent of and to consummate and implement the transactions contemplated by the foregoing resolutions, including, without limit.ation, the execution and delivery in the name of and on behalf of the Company of any and all certificates, documents, agreements and instruments including powers of attorney and other delegations of authority, as may be required or desirable therefore, all in such form and containing such tenns as such officer may approve, such approval to be conclusively evidenced by his execution and delivery thereof. IN WITNESS WHEREOF, the undersigned members of the Board of Directors of the Company have subscribed their names as of the 12th day of December, 2019. DocuSign Envelope ID: C23EF5D4-DD07-433B-AC8E-02489DA95C5F EXHIBIT B Scope of Services A. SUMMARY: City of Carlsbad has requested a conferencing solution for the Administration Offices' Fire Stations. B. SYSTEM DESCRIPTION: Fire Station 1,2,3,4,5 & 6 • Functionality Description: • Displays: o Fire Station 1 • The existing OFE Displays, and mount will be reused in this room • Contractor will provide and install a new Neat Bar below the OFE Display with a new Screen mount attached to the TV • Contractor will provide and install a new Neat Pad controller sitting on top of the shelf belowthe OFE Display o Fire Station 2 • The existing OFE Displays, and mount will be reused in this room • Contractor will provide and install a new Neat Bar Pro below the OFE Display • Contractor will provide and install a new Neat Pad controller mounted on the wall below theOFE Display o Fire Station 3 • The existing OFE Displays, and mount will be reused in this room • Contractor will provide and install a new Neat Bar Pro below the OFE Display • Contractor will provide and install a new Neat Pad controller sitting on top of the credenza below the OFE Display o Fire Station 4 • The existing OFE Displays, and mount will be reused in this room • Contractor will provide and install a new Neat Bar Pro below the OFE Display • Contractor will provide and install a new Neat Pad controller sitting on top of the credenza below the OFE Display o Fire Station 5 • The existing OFE Displays, and mount will be reused in this room • Contractor will remove the existing wall mounted soundbar and replaced with a new wall mounted Neat Bar Pro below the OFE Display • Contractor will provide and install a new Neat Pad controller wall mounted on the right side ofthe OFE Display o Fire Station 6 • Contractor will remove the old TV display and replaced with a new Samsung 43• Display using the OFE TV wall mount • Contractor will provide and install a new Neat Bar below the OFE Display with a new Screen mount attached to the TV • Contractor will provide and install a new Neat Pad controller wall mounted below the OFEDisplay • Source Devices: o Neat Bar and Neat Bar Pro with built in camera, microphones and speakers mounted below the displays. • Audio: o Video conference audio via the sound bar. • Conferencing: o Zoom conferencing via the sound bar. Dialing is accomplished via the Neat Pad. • Controls: o Neat Pad touch panel dials the conference. • Miscellaneous: Contractor will setup and tnstall the equipment and the City will provide the applicable licensing. Contractor will coordinate with the City in the connection of the Neat Bar system to the City's Zoom platform FIRE STATIONS HYBRID SET-UP Page6of 12 City Attorney Approved 2/14/2023 DocuSign Envelope ID: C23EF5D4-DD07-433B-AC8E-02489DA95C5F o . Existing power and network connections must be in place prior to AV integration. • Furnished Equipment (OFE): These are the equipment that the customer will be furnishing to Contractor for the installation. Contractor will not be responsible for the quality or functionality of OFE. Contractor Field Technician will troubleshoot functionality of OFE for a maximum of one hour. Contractor will test for funct;onality prior to the start of installation. ff Owner Furnished equipment is non-functional, a change order will be presented to customer for any required replacement equipment. OFE TV Displays • Decommission and Disposition: Contractor will decommission the following Owner Furnished components and cabling: • Fire Station 5 • Remove Crestron Soundbar 1. Decommission existing AV system except for devices listed in the OFE section C. The following work ls not included in our Scope of Work: • All conduits. high voltage, wiring panels, breakers, relays, boxes, receptacles, etc. • Concrete saw cutting and/or core drilling • Fire wall, ceiling, roof and floor penetration • Necessary gypsum board replacement and/or repair • Necessary ceiling tile or T-bar modifications, reptacements and/or repair • Structural support of equipment *Contractor not responsible for building related vibrations • Installation of ceiling mounted projection screen • All mil/work (moldings, trim, cut outs, etc.) • Patching and Painting • Permits (unless specifically provided for and identified within the contract) • Unless specifically noted lifts and scaffolding are not included D. CONSTRUCTION CONSIDERATIONS: In order to accomplish the outlined goals of this project, the Clty will be responsible for contracting with an outside entity to make the necessary modifications to the space as directed by Contractor. The costs associated with these modificatlons are not included in this proposal. E. NOTICE: THIS SCOPE OF WORK IS DELIVERED ON THE BASIS OF THE FOLLOWING: • The room(s) match(es) the drawings provided. • Site preparation by the Customer and their contractors includes electrical and data placement per Contractor specification. • Site preparation will be verified by Contractor project manager or representative before scheduling of the installation. All work areas should be clean and dust free prior to the beginning of on-site integration of electronic equipment. • City communication of readiness will be considered accurate and executable by Contractor's project manager. • In the event of any arrival to site that Contractor is not able to execute work efficiently and definably progress, the City will be charged a fee to reimburse Contractor for all lost time and inefficiencies. At this time, the City will be presented a Contract Change Order and will/may halt work until acceptance by the Customer and rescheduling of the integration effort is agreed upon. • Rescheduling and redeployment of Contractor's technicians due to unacceptable site preparation may cause scheduling delays of up to 10 business days. • There is ready access to the building/ facility and the room(s) for equipment and materlals. • There is secure storage for equipment during a multi-day integration. FIRE STATIONS HYBRID SET-UP Page 7 of 12 City Attorney Approved 2/14/2023 DocuSign Envelope ID: C23EF5D4-DD07-433B-AC8E-02489DA95C5F • If City furnished equipment and existing cabling is to be used, Contractor assumes that these items are in good working condition at this time and will integrate into the designed solution. Any repair, replacement and/or configuration of these items that may be necessary wilf be made at an additional cost. • All Network configurations including IP addresses are to be provided, operational and functional before Contractor integration begins. Contractor will not be responsible for testing the LAN connections. • Cable or Satellite drops must be in place with converter boxes operational before the completion ofintegration. Any delay resulting in extra work caused by late arrival of these items will result in a change order for time and materials. • Document review/ feedback on drawings / correspondence will be completed by the City within two business days (unless otherwise noted). • The documented Change Control process will be used to the maximum extent possible - the City will seek to have an assigned person with the authority to communicate/approve project Field Directed Change Orders and Contract Change Orders. • In developing a comprehensive proposal for equipment and integration Contractor's Sales Representatives and Engineering teams must make some assumptions regarding the physical construction of City facility, the availability of technical infrastructure and site conditions for installation. If any of the conditions Contractor has indicated in the site survey form are incorrect or have changed for City's particular project or projectsite, please let the Contractor's Sales representative know as soon as possible. Conditions of the site found during integration effort which are different from those documented may have an effect on the price of the system solution, integration or services. F. INTEGRATION PROJECT MANAGEMENT PROCESSES Contractor will follow a foundational project management process which may include the following actions/deliverables (based on the size/complexity/duration of the integration project): • Site Survey -performed prior to Retail Sales Agreement and attached • Project Welcome Notice -emailed upon receipt of Purchase Order • Project Kick-Off meeting with Customer Representative(s) -either by phone or in-person • Project Status reviews -informal or formal -either by phone or in-person (based on the size/complexity/duration of the project) • Project Change Control -comprised of Field Directed Change Order and/or Contract Change Order submittals • Notice of Substantial Completion -at City walk-through -prior to Service transitfon G. KNOWLEDGE TRANSFER (TRAINING) This is geared specifically towards the end-user/ operator. The purpose of this knowledge transfer is to provide operators with the necessary knowledge to confidently and comfortably operate all aspects of the integrated system. Areas covered include the following: • Equipment and system overview • Equipment operation and function • Equipment start up, stop, and shut down • Equipment automatic and manual operation • Discussion and documentation relating to control system operation • Discussion and documentation relating to system processor and its control applications • Powering up, powering down AV system via control system • Manual operation of display systems, audio system and all other related components • Use/operation of patch panels, when and where to be used • Who to call when help is required H. AVI SYSTEMS INTEGRATION SERVICES RESPONSIBILITIES Contractor wm provide services/work for the project as described above in the Scope of Work or per the attached separate Scope of Work document detailing the scope of work to be performed. FIRE STATIONS HYBRID SET-UP Page 8 of 12 City Attorney Approved 2/14/2023 DocuSign Envelope ID: C23EF5D4-DD07-433B-AC8E-02489DA95C5F • Provide equipment, materials and service items per the contract products and services detail. • Provide systems equipment integration and supervisory responsibility of the equipment integration. • Provide systems configuration, checkout and testing. • Provide project timeline schedules. • Provide necessary information, as requested, to the owner or other parties involved with this project to ensure that proper AC electrical power and cableways and/or conduits are provided to properly integrate the equipment within the facilities. • Provide manufacturer supplied equipment documentation. • Provide final documentation and "as built" system drawings (CAD) -if purchased. • Provide system training following integration to the designated project leader or team. I. CITY INTEGRATION SERVICES RESPONSIBILITIES • Provide for the construction or modification of the facilities for soundproofing, lighting, electrical, HVAC, structural support of equipment, and decorating as appropriate. Includes installation of ceiling mounted projection screen. • Provide for the ordering, provisioning, installation, wiring and verification of any Data Network (LAN, WAN, T1, ISDN, etc.) and Telephone Une (Analog or Digital) equipment and services prior to on-site integration. • Provide all necessary cableways and/or conduits required to facilitate AV systems wiring. • Provide an necessary conduit, wiring and devices for technical power to the AV systems equipment. • Provide reasonable accesses of Contractor personnel to the facilities during periods of integration, testing and training, including off hours and weekends. • Provide a secure area to house an integration materials and equipment. • Provide a project leader who will be available for consultation and meetings. • Provide timely review and approval of all documentation (Technical Reports, Drawings, Contracts, etc.). FIRE STATIONS HYBRID SET-UP Page 9 of 12 City Attorney Approved 2114/2023 DocuSign Envelope ID: C23EF5D4-DD07-433B-AC8E-02489DA95C5F PRODUCTS AND SERVICES DETAIL PRODUCTS: Model# NEA TBARPRO- SE NEATBAR-SE NEATPAD-SE 152G6S0005 152G6S0025 OB43B Mfg NEAT NEAT NEAT LIBERTY AV LIBERTY AV Description Fire Station Neat Bars Collaboration Bar designed for Zoom. Up to three screens, integrated camera, microphones and wall,t Collaboration Bar designed for Zoom and Microsoft Teams. Up to two screens. Integrated camera, micro Neat Pad -Controller I scheduling display. Includes 1 yearwarranty. CAT6A STP PATCH CABLE 5' BLK CAT6A STP PATCH CABLE 25' BLK Sub-Total: Fire Station Neat Bars Fire Station S Display SAMSUNG 431N COMMERCIAL 4K UHD LED LCD MNTR DISPLAY 350 NIT Recycle Fee Sub-Total: Fire Station 6 Display Installation Engineering & Drawings Project Management Cable Placement On Site Integration Testing &Acceptance Training Integration Cables & Connectors Sub-Total: Installation I2!!!;_ Shipping & Handling Tax Grand Total PRODUCTS AND SERVICES SUMMARY FIRE STATIONS HYBRID SET-UP Equipment Integration Shipping & Handling Tax Grand Total Page 10 of 12 Price 4 $4,784.15 2 $2,578.05 6 $723.17 3 $8.44 3 $22.06 1 $736.84 Extended $19,136.60 $5,156.10 $4,339.02 $25.32 $66.18 $28,723.22 $736.84 $7.00 $743.84 $1,226.28 $1,684.32 $1,098.48 $6,538.56 $525.00 $393.75 $304.88 $11,771.27 $41,238.33 $1,344.00 $2,306.78 $44,889.11 $29,460.06 $11,778.27 $1,344.00 $2,306.78 $44,889.11 City Attorney Approved 2/14/2023 DocuSign Envelope ID: C23EF5D4-DD07-433B-AC8E-02489DA95C5F March 23, 2023 City of Carlsbad 1635 Faraday Ave. Carlsbad, CA 92008-7314 Re: AV! Systems, Inc. Bond No,: 30182970 Bond Amount: $44,889.11 Project: Fire Stations Hybrid Set-Up 0 lOCKTOtf UNCOMMONLY INDEPENDENT This letter will serve as your authority to date the Bonds and the Powers of Attorney on the above captioned project. Very truly yours, Western Surety Company fJ!ut.t,/ ~{'U_ 'yvf/\_ Mar(T. Frfuiigan Attorney-in-Fact LOCKTON COMPANIES 444 West 47th Street, Suite 900, Kansas City, MO 64112-1906 816.960.9000 lockton.com DocuSign Envelope ID: C23EF5D4-DD07-433B-AC8E-02489DA95C5F EXHIBITC LABOR AND MATERIALS BOND Bond No. 30182970 WHEREAS, the City Council of the City of Carlsbad, State of California, has awarded to AVI SYSTEMS, INC., a North Dakota stock corporation (hereinafter designated as the "Principal"), a Contract for: FIRE STATIONS HYBRID SET-UP in the City of Carlsbad, in strict conformity with the drawings and specifications, and other Contract Documents now on file in the Office of the City Clerk of the City of Carlsbad and all of which are incorporated herein by this reference. WHEREAS, Principal has executed or is about to execute said Contract and the terms thereof require the furnishing of a bond, providing that if Principal or any of its subcontractors shall fail to pay for any materials, provisions, provender or other supplies or teams used in, upon or about the performance of the work agreed to be done, or for any work or labor done thereon of any kfnd, the Surety on this bond will pay the same to the extent hereinafter set forth. NOW, THEREFORE, WE, AV! Systems. Inc., 10070 Wrllow Creek Road, San Diego. CA 92131 , as Principal, (hereinafter designated as the "Contractor"), and Western Surety Company, 151 N. Franklin St, Chicago, IL 60606 (312) 822-5000 as Surety, are held firmly bound unto the City of Carlsbad in the sum of forty-four thousand, eight-hundred eighty-nine dollars and eleven cents ($44,889.11), said sum being an amount equal to: One hundred percent (100%) of the total amount payable under the terms of the Contract by the City of Carlsbad, and for which payment well and truly to be made we bind ourselves, our heirs, executors and administrators, successors, or assigns, jointly and severally, firmly by these presents. THE CONDITION OF THIS OBLIGATION IS SUCH that if the Contractor or his/her subcontractors fail to pay for any materials, provisions, provender, supplies, or teams used in, upon, for. or about the performance of the work contracted to be done. or for any other work or labor thereon of any kind, consistent with California Civil Code section 9100, or for amounts due under the Unemployment Insurance Code with respect to the work or labor performed under this Contract. or for any amounts required to be deducted, withheld, and paid over to the Employment Development Department from the wages of employees of the contractor and subcontractors pursuant to section 13020 of the Unemployment Insurance Code with respect to the work and tabor, that the Surety will pay for the same. and, also. in case suit is brought upon the bond, reasonable attorney's fees, to be fixed by the court consistent with California Civil Code section 9554. This bond shall inure to the benefit of any of the persons named in California Civil Code section 9100. so as to give a right of action to those persons or their assigns in any suit brought upon the bond. Surety stipulates and agrees that no change, extension of time, alteration or addition to the terms of the Contract, or to the work to be performed hereunder or the specifications accompanying the same shall affect its obligations on this bond, and it does hereby waive notice of any change, extension of time, alterations or addition to the terms of the contract or to the work or to the specifications. FIRE STATIONS HYBRID SET-UP Page 11 of 12 City Attorney Approved 2/14/2023 DocuSign Envelope ID: C23EF5D4-DD07-433B-AC8E-02489DA95C5F In the event that Contractor is an individual, it is agreed that the death of any such Contractor shall not exonerate the Surety from its obligations under this bond . SIGNED AND SEALED, this __ 'Z-_J ____ day of __ M_c<.k_~-------~ 20 23 -'-A'--'-V--'-1 =S"'-'ys=te=m'""s""'"'"""ln'"'"'c'-'--. ________ (SEAL} __ W_e_s_te_rn_Su_r_e__,_ty_C_o_m__,_p_a_n~y ____ (SEAL) (Surety) By: ---,,,~--=,f'-~-----.---- MA,-,,.a.. (Signature) (SEAL AND NOTARIAL ACKNOWLEDGEMENT OF SURETY-ATTACH ATTORNEY-IN-FACT CERTIFICATE) APPROVED AS TO FORM: CINDIE K. McMAHON City Attorney av: bilAA.-f-h,..wv~ Deputy City Attorney FIRE STATIONS HYBRID SET-UP Page 12 of 12 City Attorney Approved 2114/2023 DocuSign Envelope ID: C23EF5D4-DD07-433B-AC8E-02489DA95C5F CALIFORNIA ALL·PURPOSE ACKNOWLEDGMENT CIVIL CODE §1189 A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of _\{_4M.___,ytvr ______ _ County of _...,d"O'--~--'~'--vt _____ _ On M.c,Urck i;, 1,.01, 3 before me,~~ l.lq,t~ . Notary Public Here Insert Nome and Title of the Officer Date Personally appeared ___ J_~__,,,_Yl _ ___,,~,...._ __ -_V:_lMI\... ____________________ _ Name(s) of Signer(s) who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies),andthat byhis/her/theirsignature(s) on the instrumenttheperson(s), or the entity upon behalf of which the person(s) acted, executed the instrument. HANNAH KING Notary Publfc -State of l<anlllll My Appointment hpiret l h. 1 I 1.4> l I Place Notary Seal Above I certify under PENALTY OF PERJURY under the laws of the State of I<.~ that the foregoing paragraph is true and correct. WITNESS my hand and official seal. ···········-···----·-···································· OPTfONAL·········-····-············-···········--·------ Though this section is optional, completing this information can deter alteration of the document or fraudulent reattachment of this form to an unintended document. Description of Attached Document Title or Type of Document ______________ Document Date __________ _ Number of Pages ________ Signer(s) Other Than Named Above ____________ _ Capacity(ies} Claimed by Signer(sl Signer's Name _____________ _ 0 Corporate 0fficer-Tit!e{s) _______ _ D Partner O Limited D General D Individual D Attorney in Fact D Trustee D Guardian or Conservator D Other _____________ _ Signer Is Representing __________ _ Signer's Name ______________ _ 0 Corporate 0fficer-Title(s) =---------□ Partner O limited OGeneral D Individual D Attorney in Fact □Trustee D Guardian or Conservator D Other ______________ _ Signer Is Representrng ___________ _ DocuSign Envelope ID: C23EF5D4-DD07-433B-AC8E-02489DA95C5F CALIFORNIA ALL•PURPOSE ACKNOWLEDGMENT CIVIL CODE § 1189 A notary public or other officer completing thrs certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of Kansas County of J"o,0h,.,,n.,..s""on,.,_ _______ _ On March 23, 2023 before me, Veronica Lawve,.,_r ___ __,_, .,_,N.,,.ot,.,_,a""'ry;...:P__,u,,,be.:.:lic"----------- Date Here Insert Name and Title of the Officer Personally appeared __ M_a~ry,..._T._F_la"--n-'--'ig,....a_n _________________________ _ Name(s) of Signer(s) who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s} is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrumentthe person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. VERONICA LAWVER Notary Public~State of Kansas My Appt. Expires Place Notary Seal Above I certify under PENALTY OF PERJURY under the laws of the State of Kansas that the foregoing paragraph is true and correct. WITNESS my hand and official seal. s;gnatu~lk ---·-·······--·----···--···---------·---···-·----······-···········-OPTIONAL---·-····-··························-·-··------ Though this section is optionol, completing this information con deter alteration of the document or fraudulent reattachment of this form to an unintended document. Description of Attached Document Title or Type of Document ______________ Document Date __________ _ Number of Pages ________ Signer(s) Other Than Named Above ____________ _ Capacity(ies} Claimed by Signer(s) Signer's Name _____________ _ 0 Corporate 0fficer-Title(s)=--------0 Partner O Limited D General D Individual IB] Attorney in Fact O Trustee O Guardian or Conservator D Other _____________ _ Signer Is Representing __________ _ Signer's Name ______________ _ D Corporate 0fficer-Title(s} =--------□ Partner O limited OGeneral 0 Individual D Attorney in Fact L] Trustee D Guardian or Conservator Dother ______________ _ Signer Is Representing ___________ _ DocuSign Envelope ID: C23EF5D4-DD07-433B-AC8E-02489DA95C5F CALIFORNIA CERTIFICATE OF ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of SA~ "Dl e "-O ) ) before me, --~-,!'._ee£_cc_A~CS_,H_f_L8___,'1"--t--'Naf::....;_;:___.clr_lt_'."f,f--Jl.f--'u=e.t..=ac_...,___ (here insert name and tftle of the officer) personally appeared 'bltv 10 'iov11.S"\'\ N c:... ------'------""------"=---'-------------------------- who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s} on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. !ii· ii lj 'j :I !1 ';I Signature-..... ~...,....-~-------------- ::! :~~----... ············-.•:-'.'..!........:-.. ·. :-.•.::•;· .. :.,·":·:~:-.,.-.··:.· . .-, .• :""'•;,,·.·:., I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. r --... REBECCASHELBY ...... 'f o: Commission No. 2422193 > ~ NOTARY PUBLIC -CALIFORNIA J SAN DIEGO COUNTY j I Commis.sion Expires October 20, 2026 I .,..,., ....... V-w .._,..➔+-.._ .,.....,,..~.,.,..,+-+..-.,..,..,.,.,.,. ..,., • .,,_ (Seal) Although the information in this section is not required by law, it could prevent fraudulent removal and reattachment of this acknowledgment to an unauthorized document and may prove useful to persons relying on the attached document. Description of Attached Document The preceding Certificate of Acknowledgment is attached to a document titled/for the purpose of -------------------- containing ___ pages, and dated ____________ _ The signer(s) capacity or authority is/are as: D lndividual(s) D Attorney-in-Fact D Corporate Officer(s) ---------::,-,-,-,----------~ Titie(s) D Guardian/Conservator D Partner -Umited/General D Trustee(s) D Other: ______________________ _ representrng: --------------------------------N•m•(•l of Person{s) or Entit/{ie,i Signer is Representing Method of Signer Identification Proved to me on the basis of satisfactory evidence: 0 form(s) of identification O credible witness(es) Notarial event is detailed in notary journal on: Page # Entry # Notary contact: __________ _ Other D Additional Signer(s) D Signer(s) Thumbprint(s) □ --------------- © Cop,right 2007-2017 Notary lis>tar)', PO Box 41400, Des Moines, IA 50311 ·0507 .... II Rights Re<er.,ed. Item Number 101772. Please contact yow Authori2esl Re,elle< to pu1chas, copies of this form. DocuSign Envelope ID: C23EF5D4-DD07-433B-AC8E-02489DA95C5F Western Surety Company POWER OF ATTORNEY APPOINTING INDIVIDUAL ATTORNEY-IN-FACT Know All :1-fon By These Prcs1mls. Th,1t WESTERN SURETY COMPA)-[Y," S<.mlh Dukola corporation, is a duly 011iania-d and c;,;is1ing corpomlion having ito principal omcc in the City of Sioux !'alls. nnd Stale of Soulh Dakorn. and that i1 does by viriue ,1f the signmure and seal herein atlixerl hereby make. c,ms1i1u1e and npf)<)int Patrick T. Pribyl, Debra J. Scarborough, Mary T. Flanigan, Christy M. Braile, Jeffrey C. Carey, Charles R. Teter [II, Evan D. Sizemore, Charissa D. Lecuyer, Rebecca S. Leal, C. Stephens Griggs, Tahitia M. Fry, Kellie A. Meyer, Veronica Lawver, Lauren Scott, Erin C. Lavin, Hillary D. Shepard, Individually (If Kan,ms City. MO. i1s true nnd lawful ,\l!omcy(s)-in-Fa,t \\~th full power and authority hereby conforrcd lo i;ign, sc~I and .:wcurc for and on ii~ bclmlf h,mds. und,makings and other obligatory instruments of similar nature -In Unlimited Amounts - and !(1 bind it thereby~-fully :mtl lu the sa1111c extent u~ ifsllch instnimcnts were signed by a duly 3uthori~cd ofticcr of the corporation and :di the acts ofs.iid Attorney. purouant to 1hc uuthurity hcrcby gh·cn. arc hct'l!b)I rntilkd mid confirmed. This Puwcr of At1nmcy is made and executed ptm;uant to and by authority uf the By-Law printed on the rev~rsc hereof, duly adt>ptcd. as indicai.,d. by the slmrchol,krs of thi: corporati,m. In Witness Whereof, \VF.STERN SURETY COMPANY hns caused tht-sc pn:scnts to he ~igncd hy its Vice President and its ~-.:,rpornlc seal 10 he hcn:10 aflixed on this 2nd day or D,;ccmbtT, 20:! I. Slate of South Dakota Cotinty nfMirmehalia WESTERN SURETY COMPANY On this 2nd day ofDeccmlx:r, 2021, before me pcrsona!ly came Paul T. Brullal, to me know11, who. being by me duly sworn. did depose und s.1y: 1ha1 he resides in the City of Sioux Falk State of Suuth Dakota: that he is the Vice President of WESTERN SURETY COMPANY described in and which executed the a hove im1n11nco1: 1ha1 he knows the •~•I uf ,aid corporal ion: that the scnl affixed to the s<1id instnuncnl i~ such ooqmralc •eJ!: that il w·,1, so aflixcd pursuam 10 au1lwri1y gin:n by the Boord or Director:; or said corpomtiun at!d that he ,igncd his na111c thereto pur.;uanl 10 liki: authority, and acknowledges same to be !he act and deed of said corporntion . !vfy cnmmissjon cxpin.~ 11.forch 2, 2026 ................ _.... ..... -.. .... _ ................. . ! M. BENT f !~Nm'ARY PUBUC~J ~SOUTK DAKOTA~ ....................................... -.. ........... /Y/. ~ M. Bent. Notary Public CER'l'IFICA n: I, L. Nelson, ,\,sisr,mt Sccrciary of WESTERN SURETY COMPANY do hereby certify that the Power of Attorney h.:n:irmhovc sci forth is still in force. and fun her certify that the By-L.iw uf the C(Jrporatio11 printed on the reverse hereof is still in force. In lllSlimony wh.:rc,,f I ban: hereunto t<ttb;;cribcd my name and affixed the seal of the said corporation this di1yof WESTERN SURETY COMPANY Go to www.cnasurety.com >Owner/ Obligee Services> Validate Bond Coverage, if you want to verify bond authenticity. DocuSign Envelope ID: C23EF5D4-DD07-433B-AC8E-02489DA95C5F Authorizing By-Law ADOPTED BY THE SHAREHOLDERS OF WESTERN SURETY COMPANY This Power of Attorney is made and executed pursuan1 to and by authority of the folklwing By-Law duly adopted by the shareholders of the Company. Section 7. All bonds, policies. undertakings. Powers of Attorney. or other obligations or the corporation shall be executed in the corporate name of the Company by the President, Secretary. and A~sistant Secretary, Treasurer, or any Vice President. (lT by such other officers as the Board of Directors may authorize. The President. any Vice President, Secretary. any Assistant Secretary. or the Treasurer nmy uppuint Anomcys in Fact m ag,mts who shall have nuth"rity to is,ue bond~. pnlidcs, or undertakings in the name of the Company. The corporate seal is not necessary for the validity of any bonds. policies. undertakings. Powers of Attorney l'f other obligations of the corporntion. The signature of ;my such o tlicer and the corporate sc~ I may be printed by facsim ilc. DocuSign Envelope ID: C23EF5D4-DD07-433B-AC8E-02489DA95C5F STATE OF CALIFORNIA DEPARTMENT OF INSURANCE SAN FRANCISCO AMENDED Certificate of Authority Ntt 3472 Tms Is ro C:eRTn'Y, That, pursuant to tM Insurance Code of the State of CaUfornla, WESTERN SURETY CCMPANY of SIOUX FALLS, SOUTH DAKatA • organlud undtJT the • subfect to iu A.rticle.t of Incorporation or lawaof SOUTH DAKOTA other fundarnental organwtinnal document.,, 18 hereby authorized to trawract within this State, subject to all proofsfom of th!, Csrlf/icate. trn, folwwing dasae& of lnatmmce: SURETY and LIABILITY as such classes are now or may hef'eafte,-be defined in the ln.surance LafJ)IJ of tns State of Callfomla. Tms CnnF1c.,.n: is expreuly conditioned upon th8 holder hCTeof now and het'eafter being in full compliance with all, and not in molatlon-u/ any, of the applicable latv8 and lawful requirements made under authority uf the law, of the State of Callfomla a, long as BUCh law, or requirements are in effect and applicable, and as such law., and requfmrrumt, now an, or may hereafter be changed or amended. Fee Rec.No. Filed NOTICE: my hand and CtJ1#ed my official .teal to be affixed thl.r.-21Sl'.-- day of MARCH ~ 19] 5 _. By Qualification with the Sec,:etary of State must be accomplished u rcqufred by the Ca!Honrla Coi:pon1.tiom Code promptly after is.mance of this Certificate of Authority. Failure to do so wUl be a violation of Ins. Code Sec. 701 aud will be grounds for revoking this Certi.Bcate of Authority pursuant to the covenants made in the llpplicatfon therefor and the conditions conWned herein. ANY PROPRIETOR/PARTNER/EXECUTIVEOFFICER/MEMBER EXCLUDED? INSR ADDL SUBRLTRINSD WVD PRODUCER CONTACTNAME: FAXPHONE(A/C, No):(A/C, No, Ext): E-MAILADDRESS: INSURER A : INSURED INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : POLICY NUMBER POLICY EFF POLICY EXPTYPE OF INSURANCE LIMITS(MM/DD/YYYY) (MM/DD/YYYY) AUTOMOBILE LIABILITY UMBRELLA LIAB EXCESS LIAB WORKERS COMPENSATION AND EMPLOYERS' LIABILITY DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) AUTHORIZED REPRESENTATIVE EACH OCCURRENCE $ DAMAGE TO RENTEDCLAIMS-MADE OCCUR $PREMISES (Ea occurrence) MED EXP (Any one person) $ PERSONAL & ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER:GENERAL AGGREGATE $ PRO-POLICY LOC PRODUCTS - COMP/OP AGGJECT OTHER:$ COMBINED SINGLE LIMIT $(Ea accident) ANY AUTO BODILY INJURY (Per person) $ OWNED SCHEDULED BODILY INJURY (Per accident) $AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE $AUTOS ONLY AUTOS ONLY (Per accident) $ OCCUR EACH OCCURRENCE CLAIMS-MADE AGGREGATE $ DED RETENTION $ PER OTH-STATUTE ER E.L. EACH ACCIDENT E.L. DISEASE - EA EMPLOYEE $ If yes, describe under E.L. DISEASE - POLICY LIMITDESCRIPTION OF OPERATIONS below INSURER(S) AFFORDING COVERAGE NAIC # COMMERCIAL GENERAL LIABILITY Y / N N / A (Mandatory in NH) SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). COVERAGES CERTIFICATE NUMBER:REVISION NUMBER: CERTIFICATE HOLDER CANCELLATION © 1988-2015 ACORD CORPORATION. All rights reserved.ACORD 25 (2016/03) CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) $ $ $ $ $ The ACORD name and logo are registered marks of ACORD 3/17/2022 (701) 224-7047 25615 AVI Systems, Inc. 8019 Bond Street Lenexa, KS 66214 25674 A 1,000,000 630-6P418787 4/1/2022 4/1/2023 1,000,000 10,000 1,000,000 2,000,000 2,000,000 1,000,000A 810-6P420390 4/1/2022 4/1/2023 25,000,000B CUP-6P422499 4/1/2022 4/1/2023 25,000,000 0 B UB-6P809829 4/1/2022 4/1/2023 1,000,000 N 1,000,000 1,000,000 B Technology E&O ZPL-16N78588 4/1/2022 Occurrence/Aggregate 7,000,000 The City of Carlsbad/CMWD is included as an Additional Insured on a Primary/Non-contributory basis re General Liability and Auto Liability as per written contract. Waiver of Subrogation is in favor of the additional insured re General Liability as required by written contract. 30-day Notice of Cancellation applies in favor of Additional Insured. City of Carlsbad / CMWD c/o EXIGIS Insurance Compliance Services P.O. Box 947 Murrieta, CA 92564 AVISYST-01 LBENTZ Choice Insurance 207 E Front Ave Bismarck, ND 58504 Lesley Bentz l.bentz@insurewithchoice.com Charter Oak Fire Insurance Company Travelers Property Casualty Company of America X 4/1/2023 X X X X X X X DocuSign Envelope ID: C23EF5D4-DD07-433B-AC8E-02489DA95C5F~. ACORD ~ '---D □ '--- '--- f------ R □ □ ~ ~ ~ ~ f------ f------'--- f------H - I I l l l □ ~ ~ ~ - -- WORKERS COMPENSATION AND EMPLOYERS LIABILITY POLICY ENDORSEMENT WC 00 03 13 (00)- POLICY NUMBER: WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT We have the right to recover our payments from anyone liable for an injury covered by this policy.We will not enforce our right against the person or organization named in the Schedule.(This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) This agreement shall not operate directly or indirectly to benefit any one not named in the Schedule. SCHEDULE DESIGNATED PERSON: DESIGNATED ORGANIZATION: DATE OF ISSUE: 4 1 2020 ST ASSIGN: UB -6P809829 Any person or organization for which the insured has agreed by written contract executed prior to loss to furnish this waiver. DocuSign Envelope ID: C23EF5D4-DD07-433B-AC8E-02489DA95C5F ~ TRAVELERSJ Policy Number: 630 6P418787 DocuSign Envelope ID: C23EF5D4-DD07-433B-AC8E-02489DA95C5F COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. XTEND ENDORSEMENT FOR TECHNOLOGY This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART GENERAL DESCRIPTION OF COVERAGE -This endorsement broadens coverage. However, coverage for any injury, damage or medical expenses described in any of the provisions of this endorsement may be excluded or limited by another endorsement to this Coverage Part, and these coverage broadening provisions do not apply to the extent that coverage is e:xcluded or limited by such an endorsement. The following listing is a general coverage description only. Read all the provisions of this endorsement and the rest of your policy carefully to determine rights, duties, and what is and is not covered. A. Non-Owned Watercraft -75 Feet Long Or Less B. Who lsAn Insured -Unnamed Subsidiaries C. Who Is An Insured -Employees -Supervisory Positions D. Who Is An Insured -Newly Acquired Or Formed Limited Liability Companies E. Who ls An Insured-Liability For Conduct Of Unnamed Partnerships Or Joint Ventures F. Blanket Additional Insured -Persons Or Organizations For Your Ongoing Operations As Required By Written Contract Or Agreement G. Blanket Additional Insured -Broad Form Vendors H. Blanket Additional Insured -Controlling Interest PROVISIONS A. NON-OWNED WATERCRAFT -75 FEET LONG OR LESS 1. The following replaces Paragraph (2) of Exclusion g., Aircraft, Auto Or Watercraft, in Paragraph 2. of SECTION I COVERAGES -COVERAGE A -BODILY INJURY AND PROPERTY DAMAGE LIABILITY: (2) A watercraft you do not own that is: (a) 75 feet long or less; and (b) Not being used to carry any person or property for a charge; 2. The following replaces Paragraph 2.e. of SECTION II -WHO IS AN INSURED: e. Any person or organization that, with your express or implied consent, either uses or I. Blanket Additional Insured -Mortgagees, Assignees, Successors Or Receivers J. Blanket Additional Insured -Governmental Entities-Permits Or Authorizations Relating To Premises K. Blanket Additional Insured-Governmental Entities-Permits Or Authorizations Relating To Operations L. Medical Payments -Increased Limit M. Blanket Waiver Of Subrogation N. Contractual Liability -Railroads 0. Damage To Premises Rented To You is responsible for the use of a watercraft that you do not own that is: (1) 75 feet long or less; and (2) Not being used to carry any person or property for a charge. B. WHO IS AN INSURED UNNAMED SUBSIDIARIES The following is added to SECTION II -WHO IS AN INSURED: Any of your subsidiaries, other than a partnership or joint venture, that is not shown as a Named Insured in the Declarations is a Named Insured if: a. You are the sole owner of, or maintain an ownership interest of more than 50% in, such subsidiary on the first day of the policy period; and b. Such subsidiary is not an insured under similar other insurance. CG D4170219 © 2017 The Travelers Indemnity Company. All rights reseNed. Page 1 of5 lndudes copyrighted material of Insurance Services Office, Inc. with its permission. DocuSign Envelope ID: C23EF5D4-DD07-433B-AC8E-02489DA95C5F COMMERCIAL GENERAL LIABILITY No such subsidiary is an insured for "bodily injury'' or "property damage" that occurred, or "personal and advertising injury'' caused by an offense committed: a. Before you maintained an ownership interest of more than 50% in such subsidiary; or b. After the date, if any, during the policy period that you no longer maintain an ownership interest of more than 50% in such subsidiary. For purposes of Paragraph 1. of Section II -Who Is An Insured, each such subsidiary will be deemed to be designated in the Declarations as: a. A limited liability company; b. An organization other than a partnership, joint venture or limited liability company; or c. A trust; as indicated in its name or the documents that govern its structure. C. WHO IS AN INSURED -EMPLOYEES SUPERVISORY POSITIONS The following is added to Paragraph 2.a.(1) of SECTION II -WHO IS AN INSURED: Paragraphs (1)(a), (b) and (c) above do not apply to "bodily injury" to a co-"employee" while in the course of the co-"employee's" employment by you arising out of work by any of your "employees" who hold a supervisory position. D. WHO IS AN INSURED -NEWLY ACQUIRED OR FORMED LIMITED LIABILITY COMPANIES The following replaces Paragraph 3. of SECTION II-WHO ISAN INSURED: 3. Any organization you newly acquire or form, other than a partnership or joint venture, and of which you are the sole owner or in which you maintain an ownership interest of more than 50%, will qualify as a Named Insured if there is no other similar insurance available to that organization. However: a. Coverage under this provision is afforded only: (1) Until the 18oth day after you acquire or form the organization or the end of the policy period, whichever is earlier, if you do not report such organization in writing to us within 180 days after you acquire or form it; or (2) Until the end of the policy period, when that date is later than 180 days after you acquire or form such organization, if you report such organization in writing to us within 180 days after you acquire or form it; b. Coverage A does not apply to "bodily injury" or "property damage" that occurred before you acquired or formed the organization; and c. Coverage B does not apply to "personal and advertising injury'' arising out of an offense committed before you acquired or formed the organization. For the purposes of Paragraph 1. of Section II -Who Is An Insured, each such organization will be deemed to be designated in the Declarations as: a. A limited liability company; b. An organization, other than a partnership, joint venture or limited liability company; or c. A trust; as indicated in its name or the documents that govern its structure. E. WHO IS AN INSURED -LIABILITY FOR CONDUCT OF UNNAMED PARTNERSHIPS OR JOINT VENTURES The following replaces the last paragraph of SECTION II -WHO IS AN INSURED: No person or organization is an insured with respect to the conduct of any current or past partnership or joint venture that is not shown as a Named Insured in the Declarations. This paragraph does not apply to any such partnership or joint venture that otherwise qualifies as an insured under Section II -Who Is An Insured. F. BLANKET ADDITIONAL INSURED -PERSONS OR ORGANIZATIONS FOR YOUR ONGOING OPERATIONS AS REQUIRED BY WRITTEN CONTRACT OR AGREEMENT The following is added to SECTION II -WHO IS AN INSURED: Any person or organization that is not otherwise an insured under this Coverage Part and that you have agreed in a written contract or agreement to include as an additional insured on this Coverage Part is an insured, but only with respect to liability for "bodily injury" or "property damage" that: a. Occurs subsequent to the signing of that contract or agreement; and b. Is caused, in whole or in part, by your acts or omissions in the performance of your ongoing operations to which that contract or Page2 of 5 © 2017 Toe Travelers Indemnity Company. All rights reserved. CG D417 0219 lndudes copyrighted material of Insurance Services Office, Inc. with its permission. DocuSign Envelope ID: C23EF5D4-DD07-433B-AC8E-02489DA95C5F agreement applies or the acts or omissions of any person or organization performing such operations on your behalf. The limits of insurance provided to such insured will be the minimum limits that you agreed to provide in the written contract or agreement, or the limits shown in the Declarations, whichever are less. G. BLANKET ADDITIONAL INSURED -BROAD FORM VENDORS The following is added to SECTION II -WHO IS AN INSURED: Any person or organization that is a vendor and that you have agreed in a written contract or agreement to include as an additional insured on this Coverage Part is an insured, but only with respect to liability for "bodily injury" or "property damage'' that a. Occurs subsequent to the signing of that contract or agreement; and b. Arises out of "your products" that are distributed or sold in the regular course of such vendor's business. The insurance provided to such vendor is subject to the following provisions: a. The limits of insurance provided to such vendor will be the minimum limits that you agreed to provide in the written contract or agreement, or the limits shown in the Declarations, whichever are less. b. The insurance provided to such vendor does not apply to: (1) Any express warranty not authorized by you or any distribution or sale for a purpose not authorized by you; (2) Any change in "your products" made by such vendor; (3) Repackaging, unless unpacked solely for the purpose of inspection, demonstration, testing, or the substitution of parts under instructions from the manufacturer, and then repackaged in the original container; (4) Any failure to make such inspections, adjustments, tests or servicing as vendors agree to perform or normally undertake to perform in the regular course of business, in connection with the distribution or sale of "your products"; (5) Demonstration, installation, servicing or repair operations, e)(C8pt such operations COMMERCIAL GENERAL LIABILITY performed at such vendor's premises in connection with the sale of "your products"; or (6) "Your products" tha~ after distribution or sale by you, have been labeled or relabeled or used as a container, part or ingredient of any other thing or substance by or on behalf of such vendor. Coverage under this provision does not apply to: a. Any person or organization from whom you have acquired "your products", or any ingredient, part or container entering into, accompanying or containing such products; or b. Any vendor for which coverage as an additional insured specifically is scheduled by endorsement. H. BLANKET ADDITIONAL INSURED CONTROLLING INTEREST 1. The following is added to SECTION II -WHO IS AN INSURED: Any person or organization that has financial control of you is an insured with respect to liability for "bodily injury'', "property damage" or "personal and advertising injury'' that arises out of: a. Such financial control; or b. Such person's or organization's ownership, maintenance or use of premises leased to or occupied by you. The insurance provided to such person or organization does not apply to structural alterations, new construction or demolition operations performed by or on behalf of such person or organization. 2. The following is added to Paragraph 4. of SECTION II -WHO IS AN INSURED: This paragraph does not apply to any premises owner, manager or lessor that has financial control of you. I. BLANKET ADDITIONAL INSURED MORTGAGEES, ASSIGNEES, SUCCESSORS OR RECEIVERS The following is added to SECTION II -WHO IS AN INSURED: Any person or organization that is a mortgagee, assignee, successor or receiver and that you have agreed in a written contract or agreement to include as an additional insured on this Coverage Part is an insured, but only with respect to its CG D4170219 © 2017 Toe Travelers Indemnity Company. All rights reseNed. Page 3of5 lndudes copyrighted material of Insurance Services Office, Inc. with its permission. DocuSign Envelope ID: C23EF5D4-DD07-433B-AC8E-02489DA95C5F COMMERCIAL GENERAL LIABILITY liability as mortgagee, assignee, successor or receiver for "bodily injury", "property damage" or "personal and advertising injury" that: a. Is "bodily injury" or "property damage" that occurs, or is "personal and advertising injury" caused by an offense that is committed, subsequent to the signing of that contract or agreement; and b. Arises out of the ownership, maintenance or use of the premises for which that mortgagee, assignee, successor or receiver is required under that contract or agreement to be included as an additional insured on this Coverage Part The insurance provided to such mortgagee, assignee, successor or receiver is subject to the following provisions: a. The limits of insurance provided to such mortgagee, assignee, successor or receiver will be the minimum limits that you agreed to provide in the written contract or agreement, or the limits shown in the Declarations, whichever are less. b. The insurance provided to such person or organization does not apply to: (1) Any "bodily injury" or "property damage" that occurs, or any "personal and advertising injury'' caused by an offense that is committed, after such contract or agreement is no longer in effect; or (2) Any "bodily injury'', "property damage" or "personal and advertising injury'' arising out of any structural alterations, new construction or demolition operations performed by or on behalf of such mortgagee, assignee, successor or receiver. J. BLANKET ADDITIONAL INSURED GOVERNMENT AL ENTITIES -PERMITS OR AUTHORIZATIONS RELATING TO PREMISES The following is added to SECTION II -WHO IS AN INSURED: Any governmental entity that has issued a permit or authorization with respect to premises owned or occupied by, or rented or loaned to, you and that you are required by any ordinance, law, building code or written contract or agreement to include as an additional insured on this Coverage Part is an insured, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury'' arising out of the existence, ownership, use, maintenance, repair, construction, erection or removal of any of the following for which that governmental entity has issued such permit or authorization: advertising signs, awnings, canopies, cellar entrances, coal holes, driveways, manholes, marquees, hoist away openings, sidewalk vaults, elevators, street banners or decorations. K. BLANKET ADDITIONAL INSURED GOVERNMENTAL ENTITIES -PERMITS OR AUTHORIZATIONS RELATING TO OPER- ATIONS The following is added to SECTION II -WHO IS AN INSURED: Any governmental entity that has issued a permit or authorization with respect to operations performed by you or on your behalf and that you are required by any ordinance, law, building code or written contract or agreement to include as an additional insured on this Coverage Part is an insured, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" arising out of such operations. The insurance provided to such governmental entity does not apply to: a. Any "bodily injury'', "property damage" or "personal and advertising injury" arising out of operations performed for the governmental entity; or b. Any "bodily injury'' or "property damage" included in the "products-completed operations hazard". L. MEDICAL PAYMENTS -INCREASED LIMIT The following replaces Paragraph 7. of SECTION Ill -LIMITS OF INSURANCE: 7. Subject to Paragraph 5. above, the Medical Expense Limit is the most we will pay under Coverage C for all medical expenses because of "bodily injury'' sustained by any one person, and will be the higher of: a. $10,000; or b. The amount shown in the Declarations of this Coverage Part for Medical Expense Limit. M. BLANKET WAIVER OF SUBROGATION The following is added to Paragraph 8., Transfer Of Rights Of Recovery Against Others To Us, of SECTION IV -COMMERCIAL GENERAL LIABILITY CONDITIONS: If the insured has agreed in a contract or agreement to waive that insured's right of recovery against any person or organization, we Page4 of 5 © 2017 Toe Travelers Indemnity Company. All rights reserved. CG D417 0219 lndudes copyrighted material of Insurance Services Office, Inc. with its permission. DocuSign Envelope ID: C23EF5D4-DD07-433B-AC8E-02489DA95C5F waive our right of recovery against such person or organization, but only for payments we make because of: a. "Bodily injury'' or "property damage" that occurs; or b. "Personal and advertising injury" caused by an ctfense that is committed; subsequent to the execution of the contract or agreement. N. CONTRACTUAL LIABILITY -RAILROADS 1. The following replaces Paragraph c. of the definition of "insured contract" in the DEFINITIONS Section: c. Any easement or license agreement; COMMERCIAL GENERAL LIABILITY 2. Paragraph f.(1) of the definition of "insured contract" in the DEFINITIONS Section is deleted. 0. DAMAGE TO PREMISES RENTED TO YOU The following replaces the definition of "premises damage" in the DEFINITIONS Section: "Premises damage" means "property damage" to: a. Any premises while rented to you or temporarily occupied by you with permission of the owner; or b. The contents of any premises while such premises is rented to you, if you rent such premises for a period of seven or fewer consecutive days. CG D4170219 © 2017 Toe Travelers Indemnity Company. All rights reserved. Page 5of5 lndudes copyrighted material of Insurance Services Office, Inc. with its permission.