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HomeMy WebLinkAboutSafety-Kleen Systems lnc; 2023-08-10; PSA23-2143FLTDocuSign Envelope ID: 6B1E440E-719C-4BA4-9DAA-5ECCF527B0EF 10th August PSA23-2143FL T AGREEMENT FOR FLEET RELATED ENVIRONMENTAL & CLEANING SERVICES SAFETY-KLEEN SYSTEMS, INC. THIS AGREEMENT is made and entered into as of the _____ day of _______ , 2023, by and between the City of Carlsbad, California, a municipal corporation ("City") and Safety-Kleen Systems, lnc., a Wisconsin corporation ("Contractor"). RECIJAL§ A. City requires the services of a consultant that is experienced in environmental cleaning services and waste recycling. B. Contractor has the necessary experience in providing services and advice related to environmental cleaning services and waste recycling. C. Contractor has submitted a proposal to City and has affirmed its willingness and ability to perform such work. NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, City and Contractor agree as follows: 1. scopE OF WORK City retains Contractor to perform, and Contractor agrees to render, those services (the "Services") that are defined in attached Exhibit "A," which is incorporated by this reference in accordance with this Agreement's terms and conditions. 2. STANDARD OF PERFORMANCE While performing the Services, Contractor will exercise the reasonable professional care and skill customarily exercised by reputable members of Contractor's profession practicing in the Metropolitan Southern California area, and will use reasonable diligence and best judgment while exercising its professional skill and expertise. 3. ~ The term of this Agreement will be effective for a period of one (1) year from the date first above written. The City Manager may amend the Agreement to extend it for two (2) additional two (2) 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. TIME 1s QE THE ESSENCE Time is of the essence for each and every provision of this Agreement. 5. COMPENSATION The total fee payable for the Services to be performed during the initial Agreement term will be eleven thousand thirty-two dollars and forty cents ($11 ,032.40). No other compensation for the Services will be allowed except for items covered by subsequent amendments to this Agreement. If the City elects to extend the Agreement, the amount shall not exceed eleven thousand thirty- two dollars and forty cents ($11,032.40) per Agreement year. City shall make payment to Contractor within net-thirty (30) days following its receipt of Contractor's invoice. Incremental payments, if applicable, should be made as outlined in attached Exhibit "A.11 City Attorney Approved Version 12/28/2022 DocuSign Envelope ID: 6B1E440E-719C-4BA4-9DAA-5ECCF527B0EF PSA23-2143FLT 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. 7. SUBCONTRACTING Contractor will not subcontract any portion of the Services without prior written approval of City, which approval shall not be unreasonably withheld. 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. 9. INPEMNlflCAJIPN Contractor agrees to indemnify and hold harmless the City and its officers, officials, employees and volunteers from and against all claims, damages, losses and expenses including attorney's fees arising out of the performance of the work described herein caused by any negligence, recklessness, or willful misconduct of the Contractor, any subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable. The parties expressly agree that any payment, attorney's fee, costs or expense City incurs or makes to or on behalf of an injured employee under the City's self-administered workers' compensation is included as a loss, expense or cost for the purposes of this section, and that this section will survive the expiration or early termination of this Agreement. 1 o. INSURANCE Contractor will obtain and maintain for the duration of the Agreement and any and all amendments, insurance in the amounts stated in Section 10.1 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. City Attorney Approved Version 12/28/2022 2 DocuSign Envelope ID: 6B1E440E-719C-4BA4-9DAA-5ECCF527B0EF PSA23-2143FL T 10.1 Coverage and Limits. Contractor will maintain the types of coverage and limits indicated below, unless the Risk Manager or City Manager approves a lower amount. These minimum amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations under this Agreement. City, its officers, agents and employees make no representation that the limits of the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect Contractor. If Contractor believes that any required insurance coverage is inadequate, Contractor will obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense. The full limits available to the named insured shall also be available and applicable to the City as an additional insured. 10.1 .1 Commercial General Liability (CGL) Insurance. Insurance written on an "occurrence" basis, including personal & advertising injury, with limits of $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 li mit. 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. 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. Additional insured coverage shall be evidenced by and in accordance with use of ISO Endorsements Fam, No. CG 2010 12 19 "Additional Insured -Owners, Lessees or Contractors -Scheduled Person or Organization" and Form No. CG 20 37 12 19 "Additional Insured -Owners, Lessees or Contractors -Completed Operc1tions". 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 . 11. NON-CONFORMING WASTE If the work involves the transportation and disposal of waste, the City shall provide Contractor with a description of said waste ("Waste Profile"). Upon approval by Contractor, any waste not identified within the scope of work may be incorporated into and become a part of this Agreement via amendment. Contractor reserves the right to refuse transportation of any non-conforming City Attorney Approved Version 12/28/2022 3 DocuSign Envelope ID: 6B1E440E-719C-4BA4-9DAA-5ECCF527B0EF PSA23-2143FL T wastes which have not been identified within the scope of work. Waste materials shall be considered non-conforming if the waste materials are not properly packaged or labeled; or if the waste materials contain constituents or have characteristics _or properties not disclosed on the Waste Profile. 12. SITE CONDITIONS City shall provide, at Contractor's request, a site map of the location(s) being serviced. Site maps shall provide a general facility drawing and locations of hazardous waste storage areas. City shall communicate to Contractor all special hazards or risks known to the City that are related to the performance of the Services pursuant to this Agreement. 13. 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. 14. 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. Notwithstanding the foregoing, City shall only be entitled to perfom, an audit hereunder if City is in compliance with the payment terms of Section 5 and there are no outstanding amounts due under this Agreement. 15. 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. 16. 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. Ill Ill Ill Ill Ill Ill City Attorney Approved Version 12/28/2022 4 DocuSign Envelope ID: 6B1E440E-719C-4BA4-9DAA-5ECCF527B0EF PSA23-2143FL T 17. NOTICES The name of the persons who are authorized to give written notice or to receive written notice on behalf of City and on behalf of Contractor under this Agreement. For City For Contractor Name Esequiel Perez Name Daniel Ostermeier Title Public Works Supervisor Title _ Project Manager Department Public Works Address 6465 Marindustry Drive City of Carlsbad San Diego, CA 92121 Address 1635 Faraday Ave. Phone No. 619-654-1674 Daniel. ostermeier@safety- Carlsbad, CA 92008 Email _k ..... le __ e __ n ..... c .... o __ m ________ _ Phone No. 442-339-2192 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. 18. 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 D No~ 19. GENERAL COMPUANCE 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 Hffecl lhe 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. 20. DISCRIMINATION AND HARASSMENT PROHIBITED Contractor will comply with all applicable local, state and federal laws and regulations prohibiting discrimination and harassment. 21. DISPUTE RESOLUTION If a dispute should arise regarding the performance of the Services the following procedure will be used to resolve any questions of fact or interpretation not otherwise settled by agreement between the parties. Representatives of Contractor or City will reduce such questions, and their respective views, to writing. A copy of such documented dispute will be forwarded to both parties involved along with recommended methods of resolution, which would be of benefit to both parties. The representative receiving the letter will promptly reply to the letter along with a recommended method of resolution . If the resolution thus obtained is unsatisfactory to the City Attorney Approved Version 12/28/2022 5 DocuSign Envelope ID: 6B1E440E-719C-4BA4-9DAA-5ECCF527B0EF PSA23-2143FLT 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. Nothing in this procedure will prohibit the parties from seeking remedies available to them at law. 22. TERMINATION In the event of the Contractor's failure to prosecute, deliver, or perform the Services, City may terminate th is 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 shall promptly deliver any documents owned by City and all work in progress to City address contained in this Agreement. City shall compensate Contractor for all work performed prior to such termination. City may terminate this Agreement by tendering thirty (30) days written notice to Contractor. Contractor may terminate this Agreement by tendering thirty (30) days written notice to City. In the event of termination of this Agreement by either party 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. 23. 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. 24. 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 reasonable 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. 25. JURISPICJION 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. 26. SUCCESSORS AND ASSIGNS It is mutually understood and agreed that this Agreement will be binding upon City and Contractor City Attorney Approved Version 12/28/2022 6 DocuSign Envelope ID: 6B1E440E-719C-4BA4-9DAA-5ECCF527B0EF PSA23-2143FLT 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. 27. 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. {signatures on following page} City Attorney Approved Version 12/28/2022 7 DocuSign Envelope ID: 6B1E440E-719C-4BA4-9DAA-5ECCF527B0EF PSA23-2143FLT 28. 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 tenns and conditions of this Agreement. CONTRACTOR SAFETY-KLEEN SYSTEMS, INC., a Wisconsin corporation By: Antonio Jaramillo, Vtce President (print name/title} CITY OF CARLSBAD, a municipal corporation of the State of California By: Paz Gomez, Deputy City Manager, Public Works, as authorized by the City Manager ,,,---:7 2 ,// ~ By:•~~-~ (~ / Michael McDonald. Assistant Secretary (print name/title) If required by City, proper notarial acknowledgment of execution by contractor must be attached. If a corporation. Agreement must be signed by one corporate officer from each of the following two groups. GrgypA Chairmen, President, or Vice-President Group B Secretary, Assistant Seaetary, 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 bilA,t\, fh.-VYU'tt BY ___________ _ Deputy City Attorney City Attorney Approved Version 12/28fl022 8 DocuSign Envelope ID: 6B1E440E-719C-4BA4-9DAA-5ECCF527B0EF PSA23-2143FLT EXHIBIT "A" SCOPE Of SERVICES Safety-Kleen Systems, Inc. shall service the vehicle parts washer, sump tank, and used motor oil storage tanks as required and requested by the Project Manager. Contractor shall collect, transport, recycle and dispose of, and appropriately document hazardous waste associated with said services. Price per Item Product Description service # Services per year Total Cost Model 90.5 Heated Aqueous Manual Parts 1 Washer with Armelin 4 in 1 $330.08 5 $1650.40 Model 26730 Brake Parts Washer and Stand 2 with Aracely 4 in 1 $154.00 5 $770.00 3 Recovery/Security Fee $196.00 5 $980.00 4 E--Manifest Filing $20.00 5 $100.00 5 Chemistry Fee $33.00 5 $165.00 GASTEC Halogen Tube Field Test (required in California on Aqueous Parts 6 Washer Solution) 12 $7.00 5 $35.00 Estimated Sump Tank Quantity Price Per Cleaning (Units) Unit 7 Vac Service Fee-Automotive 4 $87.00 $348.00 8 Vac Fee with 20"/o Solids 5200 $1.26 $6,552.00 9 Recovery/Security Fee 2 $196.00 $392.00 10 E-Manifest Filing Fee 2 $20.00 $40.00 Estimated Non.RCRA Waste Quantity Price Per Oil (Units) Unit 11 Used Oil Stop Fee $0.00 $0.00 1?. lJ~P.rl Oil PP.r G.illon $0.00 $0.00 13 Recovery/Security Fee $0.00 w.00 14 E-Manifest Filing Fee $0.00 w.oo Estimated Total Fee $11,032.40 City Attorney Approved Version 12/28/2022 9 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. INSURER(S) AFFORDING COVERAGE INSURER F : INSURER E : INSURER D : INSURER C : INSURER B : INSURER A : NAIC # NAME:CONTACT (A/C, No):FAX E-MAILADDRESS: PRODUCER (A/C, No, Ext):PHONE INSURED REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES 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). 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. OTHER: (Per accident) (Ea accident) $ $ N / A SUBR WVD ADDL INSD 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 THISCERTIFICATE 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. $ $ $ $PROPERTY DAMAGE BODILY INJURY (Per accident) BODILY INJURY (Per person) COMBINED SINGLE LIMIT AUTOS ONLY AUTOSAUTOS ONLY NON-OWNED SCHEDULEDOWNED ANY AUTO AUTOMOBILE LIABILITY Y / N WORKERS COMPENSATION AND EMPLOYERS' LIABILITY OFFICER/MEMBER EXCLUDED?(Mandatory in NH) DESCRIPTION OF OPERATIONS belowIf yes, describe under ANY PROPRIETOR/PARTNER/EXECUTIVE $ $ $ E.L. DISEASE - POLICY LIMIT E.L. DISEASE - EA EMPLOYEE E.L. EACH ACCIDENT EROTH-STATUTEPER LIMITS(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)POLICY EFFPOLICY NUMBERTYPE OF INSURANCELTRINSR DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) EXCESS LIAB UMBRELLA LIAB $EACH OCCURRENCE $AGGREGATE $ OCCUR CLAIMS-MADE DED RETENTION $ $PRODUCTS - COMP/OP AGG $GENERAL AGGREGATE $PERSONAL & ADV INJURY $MED EXP (Any one person) $EACH OCCURRENCE DAMAGE TO RENTED $PREMISES (Ea occurrence) COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRO-JECT LOC CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) CANCELLATION AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2016 ACORD CORPORATION. All rights reserved. CERTIFICATE HOLDER The ACORD name and logo are registered marks of ACORD HIREDAUTOS ONLY Willis Towers Watson Northeast, Inc.c/o 26 Century BlvdP.O. Box 305191Nashville, TN 372305191 USA Safety-Kleen Systems Inc.and its affiliates42 Longwater DriveNorwell, MA 02061 Scope of Work: All operations of the Named Insured.SEE ATTACHED City of Carlsbad/CMWDc/o EXIGIS Insurance Compliance ServicesP.O. Box 947Murrieta, CA 92564 10/25/2022 1-877-945-7378 1-888-467-2378 certificates@willis.com Starr Indemnity & Liability Company 38318 ACE American Insurance Company 22667 W26422777 A 2,000,000 500,000 10,000XCU Contractual 2,000,000 4,000,000 4,000,000 Y 1000090736221 11/01/2022 11/01/2023 A 5,000,000 11/01/202311/01/2022 MCS-90 Y 1000679502221 A 10,000,000 1000095587221 11/01/2022 11/01/2023 10,000,000 1000005137 (AOS)A Y 2,000,000No11/01/2022 11/01/2023 2,000,000 2,000,000 A Workers Compensation & Empl Liab (AK, AZ, IA, NJ, NY NC, VT, CT) E.L. EACH ACCIDENT1000005140 11/01/2022 11/01/2023 E.L. DISEASE - EA EMP Per Statute E.L. DISEASE-POL LMT 271836123228082SR ID:BATCH: $2,000,000 $2,000,000 $2,000,000 Willis Towers Watson Certificate Center Page 1 of 3DocuSign Envelope ID: 6B1E440E-719C-4BA4-9DAA-5ECCF527B0EF ACORD® I ~ ~ I X ~ □ 0 X X ~ Fl 0 □ ~ X ~ ~ X ~ ~ X X ~ X X P1 ~ I I x i I I □ ACORD 101 (2008/01) The ACORD name and logo are registered marks of ACORD © 2008 ACORD CORPORATION. All rights reserved. THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER:FORM TITLE: ADDITIONAL REMARKS ADDITIONAL REMARKS SCHEDULE Page of AGENCY CUSTOMER ID: LOC #: AGENCY CARRIER NAIC CODE POLICY NUMBER NAMED INSURED EFFECTIVE DATE: Safety-Kleen Systems Inc.and its affiliates42 Longwater DriveNorwell, MA 02061 Re: Agreement Name : Fleet Related Environmental and Cleaning ServicesAgreement Number : PSA20-1011FLT The City of Carlsbad is named as an Additional Insured for General Liability and Auto Liability as their interests mayappear if required by written contract but only with respect to liability arising out of operations of the NamedInsured. It is understood and agreed that the company Waives its right of Subrogation in favor of City which may arise by reasonof a payment of claim under the Worker's Compensation policy as required by written contract where allowed by statelaw. INSURER AFFORDING COVERAGE: Starr Indemnity & Liability Company NAIC#: 38318POLICY NUMBER: 1000005138 (MA, FL) EFF DATE: 11/01/2022 EXP DATE: 11/01/2023 SUBROGATION WAIVED: Y TYPE OF INSURANCE: LIMIT DESCRIPTION: LIMIT AMOUNT:Workers Compensation E.L. EACH ACCIDENT $2,000,000& Employers Liability E.L. DISEASE - EA EMP $2,000,000Per Statute E.L. DISEASE-POL LMT $2,000,000 INSURER AFFORDING COVERAGE: Starr Indemnity & Liability Company NAIC#: 38318POLICY NUMBER: 1000679513221 EFF DATE: 11/01/2022 EXP DATE: 11/01/2023 TYPE OF INSURANCE: LIMIT DESCRIPTION: LIMIT AMOUNT:Auto Liability (MA) CSL (Ea accident) 5,000,000Any Auto, Owned Autos only, MCS-90 Hired Autos only, Non-owned Autos only INSURER AFFORDING COVERAGE: ACE American Insurance Company NAIC#: 22667POLICY NUMBER: COO G27416603 008 EFF DATE: 11/01/2022 EXP DATE: 11/01/2023 TYPE OF INSURANCE: LIMIT DESCRIPTION: LIMIT AMOUNT:Contractor's Pollution Liability Each Claim $10,000,000 All Claims $10,000,000 SIR $250,000 2 3 Willis Towers Watson Northeast, Inc. See Page 1 See Page 1 See Page 1 See Page 1 25 Certificate of Liability Insurance W26422777CERT:2718361BATCH:23228082SR ID: DocuSign Envelope ID: 6B1E440E-719C-4BA4-9DAA-5ECCF527B0EF I ACORD 101 (2008/01) The ACORD name and logo are registered marks of ACORD © 2008 ACORD CORPORATION. All rights reserved. THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER:FORM TITLE: ADDITIONAL REMARKS ADDITIONAL REMARKS SCHEDULE Page of AGENCY CUSTOMER ID: LOC #: AGENCY CARRIER NAIC CODE POLICY NUMBER NAMED INSURED EFFECTIVE DATE: Safety-Kleen Systems Inc.and its affiliates42 Longwater DriveNorwell, MA 02061 INSURER AFFORDING COVERAGE: ACE American Insurance Company NAIC#: 22667POLICY NUMBER: COO G27416603 008 EFF DATE: 11/01/2022 EXP DATE: 11/01/2023 TYPE OF INSURANCE: LIMIT DESCRIPTION: LIMIT AMOUNT:Professional Liability Each Claim $10,000,000 All Claims $10,000,000 SIR $250,000 3 3 Willis Towers Watson Northeast, Inc. See Page 1 See Page 1 See Page 1 See Page 1 25 Certificate of Liability Insurance W26422777CERT:2718361BATCH:23228082SR ID: DocuSign Envelope ID: 6B1E440E-719C-4BA4-9DAA-5ECCF527B0EF I Dallas, TX 1-866-519-2522 WHERE REQUIRED BY WRITTEN CONTRACT  WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY (Ed. 4-15) WC 99 06 18 AMENDMENT – 30 DAY NOTICE OF CANCELLATION FOR THIRD PARTIES We agree to give thirty (30) days’ notice of cancellation to the following certificate holder(s) in the event that we cancel the policy for any reason other than non-payment of premium: SCHEDULE We will endeavor to provide advice of cancellation (the “Advice”) to the certificate holders listed in the schedule by e-mail. Certificate holders include only those entities for which thirty (30) days’ notice of cancellation is required by an “insured contract” but only with respect to an entity for which you are directly or indirectly performing your work. This advance notification of a pending cancellation of coverage is intended as a courtesy only. Our failure to provide such Advice will neither extend the policy cancellation nor negate cancellation of the policy; nor will such failure result in obligation or liability of any kind upon us, our agents or representatives. This endorsement does not affect, in any way, coverage provided under this policy, the cancellation of this policy or the effective date of cancellation. Endorsement Effective:Policy No.:Endorsement No.: Insured:Premium: Insurance Company:Countersigned by: This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) Copyright © Starr Indemnity & Liability Company. All rights reserved. WC 99 06 18 (Ed. 4-15)Page 2 of 14 Starr Indemnity & Liability Co 11/01/2022 CLEAN HARBORS, INC. 100 0005137 DocuSign Envelope ID: 6B1E440E-719C-4BA4-9DAA-5ECCF527B0EF STARR INDEMNITY & LIABILITY COMPANY A MEMBER OF STARR COMPANIES WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY (Ed. 04-84) WC 00 03 13 Schedule 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. Any person or organization to whom you become obligated to waive your rights of recovery against, under any contract or agreement you enter into prior to the occurrence of loss. Endorsement Effective:Policy No.:Endorsement No.: Insured:Premium: Insurance Company:Countersigned by: This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) WC 00 03 13 (Ed. 04-84)Page 1 of 1 11/01/2022 100 0005137 CLEAN HARBORS,INC. Starr Indemnity &Liability Co DocuSign Envelope ID: 6B1E440E-719C-4BA4-9DAA-5ECCF527B0EF Dallas, TX 1-866-519-2522 Manuscript (1022) Page 1 of 1 Copyright © Starr Indemnity & Liability Company. All rights reserved. Includes copyrighted material of Insurance Services Office, Inc. with its permission. NOTICE OF CANCELLATION FOR THIRD PARTIES AMENDATORY ENDORSEMENT Policy Number: 1000679502221 Effective Date: 11/01/2022 Named Insured: Clean Harbors, Inc. This endorsement modifies the insurance coverage form(s) listed below that have been purchased by you and evidenced as such on the Declarations page. Please read the endorsement and respective policy(ies) carefully. Auto Dealers Coverage Form, Business Auto Coverage Form, Business Auto Physical Damage Coverage Form, Commercial General Liability Coverage Form, Contractor’s Pollution Liability Coverage Form, Electronic Data Liability Coverage Form, Excess Liability Policy Form, Garage Coverage Form, Liquor Liability Coverage Form, Motor Carrier Coverage Form, Owners And Contractors Protective Liability Coverage Form-Coverage For Operations Of Designated Contractor, Pollution Liability Coverage Form Designated Sites, Products/Completed Operations Liability Coverage Form, Product Withdrawal Coverage Form, Professional Liability Coverage Form, Railroad Protective Liability Coverage Form, Site Pollution Liability Coverage Form, Special Protective And Highway Liability Policy-New York Department Of Transportation, Truckers Coverage Form, Underground Storage Tank Policy Designated Tanks. It is agreed that in the event the “Insurer” cancels the policy for any reason other than non-payment of premium, the “First Named Insured” must, within five (5) days of receiving the notice of cancellation, provide the “Insurer”, either directly or through the retail broker, with a written list of certificate holder(s) (“Schedule”) that the “First Named Insured” is contractually obligated to notify in the event that the policy is cancelled. The “Schedule” must specify the name and current email address of a contact for each certificate holder. The “Insurer” will provide notice of cancellation to the certificate holder(s) listed in the “Schedule” by email. This notification of a pending cancellation of coverage is intended as a courtesy only. The “Insurer’s” failure to provide such notice will neither extend the policy cancellation nor negate cancellation of the policy; nor will this failure result in obligation or liability of any kind upon the “Insurer”, its agents or representatives. This endorsement does not affect, in any way, coverage provided under this policy, the cancellation of this policy or the effective date of cancellation. The following definitions apply to this endorsement: 1. “First Named Insured” means the named insured shown in the Declarations Page of this policy. 2. “Insurer” means the insurance company shown in the header on the Declarations Page of this policy. 3. “Schedule” means the written list of certificate holder(s). All other terms and conditions of this Policy remain unchanged. DocuSign Envelope ID: 5F151D97-E705-4CE0-94E4-3930AE2E38E3DocuSign Envelope ID: 6B1E440E-719C-4BA4-9DAA-5ECCF527B0EF • Starr Indemnity & Liability Company THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. COMMERCIAL GENERAL LIABILITY CG 20 26 12 19 POLICY NUMBER: 1000090736221 © Insurance Services Office, Inc., 2012 Page 1 of 1CG 20 26 12 19 ADDITIONAL INSURED – DESIGNATED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE 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 your acts or omissions or the acts or omissions of those acting on your behalf: 1.In the performance of your ongoing operations; or 2.In connection with your premises owned by or rented to you. 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 contract or agreement, the insurance afforded to such additional insured will not be broader 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 is added to Section III – 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; whichever is less. This endorsement shall not increase the applicable limits of insurance. Any person or organization whom you have agreed to include as an additional insured under a written contract, provided such contract was executed prior to the date of loss. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. Name Of Additional Insured Person(s) Or Organization(s): DocuSign Envelope ID: 6B1E440E-719C-4BA4-9DAA-5ECCF527B0EF Dallas, TX 1-866-519-2522 Manuscript (1022) Page 1 of 1 Copyright © Starr Indemnity & Liability Company. All rights reserved. Includes copyrighted material of Insurance Services Office, Inc. with its permission. NOTICE OF CANCELLATION FOR THIRD PARTIES AMENDATORY ENDORSEMENT Policy Number: 1000090736221 Effective Date: 11/01/2022 at 12:01 A.M. Named Insured: Clean Harbors, Inc. This endorsement modifies the insurance coverage form(s) listed below that have been purchased by you and evidenced as such on the Declarations page. Please read the endorsement and respective policy(ies) carefully. Commercial General Liability Coverage Form, Electronic Data Liability Coverage Form, Liquor Liability Coverage Form, Owners And Contractors Protective Liability Coverage Form-Coverage For Operations Of Designated Contractor, Pollution Liability Coverage Form Designated Sites, Products/Completed Operations Liability Coverage Form, Product Withdrawal Coverage Form, Railroad Protective Liability Coverage Form, Underground Storage Tank Policy Designated Tanks. It is agreed that in the event the “Insurer” cancels the policy for any reason other than non-payment of premium, the “First Named Insured” must, within five (5) days of receiving the notice of cancellation, provide the “Insurer”, either directly or through the retail broker, with a written list of certificate holder(s) (“Schedule”) that the “First Named Insured” is contractually obligated to notify in the event that the policy is cancelled. The “Schedule” must specify the name and current email address of a contact for each certificate holder. The “Insurer” will provide notice of cancellation to the certificate holder(s) listed in the “Schedule” by email. This notification of a pending cancellation of coverage is intended as a courtesy only. The “Insurer’s” failure to provide such notice will neither extend the policy cancellation nor negate cancellation of the policy; nor will this failure result in obligation or liability of any kind upon the “Insurer”, its agents or representatives. This endorsement does not affect, in any way, coverage provided under this policy, the cancellation of this policy or the effective date of cancellation. The following definitions apply to this endorsement: 1. “First Named Insured” means the named insured shown in the Declarations Page of this policy. 2. “Insurer” means the insurance company shown in the header on the Declarations Page of this policy. 3. “Schedule” means the written list of certificate holder(s). All other terms and conditions of this Policy remain unchanged. DocuSign Envelope ID: 5F151D97-E705-4CE0-94E4-3930AE2E38E3DocuSign Envelope ID: 6B1E440E-719C-4BA4-9DAA-5ECCF527B0EF • Starr Indemnity & Liability Company WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY (Ed. 04-84) WC 04 03 06 Where required by contract WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT - CALIFORNIA 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.) You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule. Schedule Person or Organization Job Description 2.0%The additional premium for this endorsement shall be of the California workers' compensation premium otherwise due on such remuneration. Any person or organization to whom you become obligated to waive your rights of recovery against, under any contract or agreement you enter into prior to the occurrence of loss. Endorsement Effective:Policy No.:Endorsement No.: Insured:Premium: Insurance Company:Countersigned by: This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) WC 04 03 06 (Ed. 04-84)Page 1 of 1 Included 11/01/2022 CLEAN HARBORS,INC. 100 0005137 Starr Indemnity &Liability Co DocuSign Envelope ID: 6B1E440E-719C-4BA4-9DAA-5ECCF527B0EF Dallas, TX 1-866-519-2522 WHERE REQUIRED BY WRITTEN CONTRACT  WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY (Ed. 4-15) WC 99 06 18 AMENDMENT – 30 DAY NOTICE OF CANCELLATION FOR THIRD PARTIES We agree to give thirty (30) days’ notice of cancellation to the following certificate holder(s) in the event that we cancel the policy for any reason other than non-payment of premium: SCHEDULE We will endeavor to provide advice of cancellation (the “Advice”) to the certificate holders listed in the schedule by e-mail. Certificate holders include only those entities for which thirty (30) days’ notice of cancellation is required by an “insured contract” but only with respect to an entity for which you are directly or indirectly performing your work. This advance notification of a pending cancellation of coverage is intended as a courtesy only. Our failure to provide such Advice will neither extend the policy cancellation nor negate cancellation of the policy; nor will such failure result in obligation or liability of any kind upon us, our agents or representatives. This endorsement does not affect, in any way, coverage provided under this policy, the cancellation of this policy or the effective date of cancellation. Endorsement Effective:Policy No.:Endorsement No.: Insured:Premium: Insurance Company:Countersigned by: This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) Copyright © Starr Indemnity & Liability Company. All rights reserved. WC 99 06 18 (Ed. 4-15)Page 2 of 14 Starr Indemnity & Liability Co 11/01/2022 CLEAN HARBORS, INC. 100 0005137 DocuSign Envelope ID: 6B1E440E-719C-4BA4-9DAA-5ECCF527B0EF STARR INDEMNITY & LIABILITY COMPANY A MEMBER OF STARR COMPANIES WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY (Ed. 04-84) WC 00 03 13 Schedule 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. Any person or organization to whom you become obligated to waive your rights of recovery against, under any contract or agreement you enter into prior to the occurrence of loss. Endorsement Effective:Policy No.:Endorsement No.: Insured:Premium: Insurance Company:Countersigned by: This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) WC 00 03 13 (Ed. 04-84)Page 1 of 1 11/01/2022 100 0005137 CLEAN HARBORS,INC. Starr Indemnity &Liability Co DocuSign Envelope ID: 6B1E440E-719C-4BA4-9DAA-5ECCF527B0EF Dallas, TX 1-866-519-2522 WHERE REQUIRED BY WRITTEN CONTRACT  WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY (Ed. 4-15) WC 99 06 18 AMENDMENT – 30 DAY NOTICE OF CANCELLATION FOR THIRD PARTIES We agree to give thirty (30) days’ notice of cancellation to the following certificate holder(s) in the event that we cancel the policy for any reason other than non-payment of premium: SCHEDULE We will endeavor to provide advice of cancellation (the “Advice”) to the certificate holders listed in the schedule by e-mail. Certificate holders include only those entities for which thirty (30) days’ notice of cancellation is required by an “insured contract” but only with respect to an entity for which you are directly or indirectly performing your work. This advance notification of a pending cancellation of coverage is intended as a courtesy only. Our failure to provide such Advice will neither extend the policy cancellation nor negate cancellation of the policy; nor will such failure result in obligation or liability of any kind upon us, our agents or representatives. This endorsement does not affect, in any way, coverage provided under this policy, the cancellation of this policy or the effective date of cancellation. Endorsement Effective:Policy No.:Endorsement No.: Insured:Premium: Insurance Company:Countersigned by: This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) Copyright © Starr Indemnity & Liability Company. All rights reserved. WC 99 06 18 (Ed. 4-15)Page 2 of 14 Starr Indemnity & Liability Co 11/01/2022 CLEAN HARBORS, INC. 100 0005138 DocuSign Envelope ID: 6B1E440E-719C-4BA4-9DAA-5ECCF527B0EF STARR INDEMNITY & LIABILITY COMPANY A MEMBER OF STARR COMPANIES