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HomeMy WebLinkAboutBCK Programs LLC; 2023-09-07; PSA24-2297ENVPSA24-2297ENV City Attorney Approved Version 6/30/2023 Page 1 of 8 AGREEMENT FOR WASTE DIVERSION EDUCATION SERVICES BCK PROGRAMS, LLC 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 BCK Programs, LLC, a California limited liability company ("Contractor”). RECITALS City requires the professional services of a consultant that is experienced in waste diversion education. Contractor has the necessary experience in providing these professional services, 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 Exhibit “A,” attached and incorporated by this reference in accordance with the terms and conditions set forth in this Agreement. 2. TERM This Agreement will be effective until July 1, 2024. 3. COMPENSATION The total fee payable for the Services to be performed will be nine thousand, five hundred dollars ($9,500). No other compensation for the Services will be allowed except for items covered by subsequent amendments to this Agreement. City reserves the right to withhold a ten percent (10%) retention until City has accepted the work and/or the Services specified in Exhibit “A.” 4. CONSTRUCTION MANAGEMENT SOFTWARE Procore Project Management and Collaboration System. This project may utilize the Owner’s Procore (www.procore.com) online project management and document control platform. The intent of utilizing Procore is to reduce cost and schedule risk, improve quality and safety, and maintain a healthy team dynamic by improving information flow, reducing non-productive activities, reducing rework and decreasing turnaround times. The Contractor is required to create a free web-based Procore user account(s) and utilize web-based training / tutorials (as needed) to become familiar with the system. Unless the Engineer approves otherwise, the Contractor shall process all project documents through Procore because this platform will be used to submit, track, distribute and collaborate on project. If unfamiliar or not otherwise trained with Procore, Contractor and applicable team members shall complete a free training certification course located at http://learn.procore.com/procore-certification- subcontractor. The Contractor is responsible for attaining their own Procore support, as needed, either through the online training or reaching out to the Procore support team. It will be the responsibility of the Contractor to regularly check Procore and review updated documents as they are added. There will be no cost to the Contractor for use of Procore. It is recommended that the Contractor provide mobile access for Windows, iOS located at https://apps.apple.com/us/app/procore-construction-management/id374930542 or Android devices DocuSign Envelope ID: 98E34A2B-AC9A-4719-A7C6-575F1EBE7596 September 7th PSA24-2297ENV City Attorney Approved Version 6/30/2023 Page 2 of 8 located at https://play.google.com/store/apps/details?id=com.procore.activities with the Procore App installed to at least one on-site individual to provide real-time access to current posted drawings, specifications, RFIs, submittals, schedules, change orders, project documents, as well as any deficient observations or punch list items. Providing mobile access will improve communication, efficiency, and productivity for all parties. The use of Procore for project management does not relieve the contractor of any other requirements as may be specified in the contract documents. 5. STATUS OF CONTRACTOR Contractor will perform the Services as an independent contractor and in pursuit of Contractor’s independent calling, and not as an employee of City. Contractor will be under the control of City only as to the results to be accomplished. 6. INDEMNIFICATION Contractor agrees to indemnify and hold harmless the City and its officers, officials, employees and volunteers from and against all claims, damages, losses and expenses including attorneys fees arising out of the performance of the work described herein caused by any negligence, recklessness, or willful misconduct of the Contractor, any subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable. 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. 7. INSURANCE Contractor will obtain and maintain policies of commercial general liability insurance, automobile liability insurance, a combined policy of workers' compensation, employers liability insurance, and professional liability insurance from an insurance company authorized to transact the business of insurance in the State of California which has 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, in an amount of not less than one million dollars ($1,000,000) each, unless otherwise authorized and approved by the Risk Manager or the City Manager. Contractor will obtain occurrence coverage, excluding Professional Liability, which will be written as claims-made coverage. The insurance will be in force during the life of this Agreement and will not be canceled without thirty (30) days prior written notice to the City by certified mail. City will be named as an additional insured on General Liability which shall provide primary coverage to the City. The full limits available to the named insured shall also be available and applicable to the City as an additional insured. Contractor will furnish certificates of insurance to the Contract Department, with endorsements to City prior to City’s execution of this Agreement. /// /// /// /// DocuSign Envelope ID: 98E34A2B-AC9A-4719-A7C6-575F1EBE7596 PSA24-2297ENV City Attorney Approved Version 6/30/2023 Page 3 of 8 8. 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 Avecita Jones Name Kathy Hacker Title Senior Program Manager Title Project Manager Department Environmental Sustainability Address 1283 Caminito Septimo City of Carlsbad Cardiff, CA 92007 Address 1635 Faraday Avenue Phone No. 760-822-5733 Carlsbad, CA 92008 Email kathy@bckprograms.com Phone No. 442-339-2542 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. 9. 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 as required in the City of Carlsbad Conflict of Interest Code. Yes ☐ No ☒ If yes, list the contact information below for all individuals required to file: Name Email Phone Number 10. COMPLIANCE WITH LAWS Contractor will comply with all applicable local, state and federal laws and regulations prohibiting discrimination and harassment and will obtain and maintain a City of Carlsbad Business License for the term of this Agreement. 11. TERMINATION City or Contractor may terminate this Agreement at any time after a discussion, and written notice to the other party. City will pay Contractor's costs for services delivered up to the time of termination, if the services have been delivered in accordance with the Agreement. DocuSign Envelope ID: 98E34A2B-AC9A-4719-A7C6-575F1EBE7596 PSA24-2297ENV City Attorney Approved Version 6/30/2023 Page 4 of 8 12.CLAIMS AND LAWSUITS By signing this Agreement, Contractor agrees it may be subject to civil penalties for the filing of false claims as set forth in the California False Claims Act, Government Code sections 12650, et seq., and Carlsbad Municipal Code Sections 3.32.025, et seq. Contractor further acknowledges that debarment by another jurisdiction is grounds for the City of Carlsbad to terminate this Agreement. 13.JURISDICTIONS AND VENUE Contractor agrees and stipulates that the proper venue and jurisdiction for resolution of any disputes between the parties arising out of this Agreement is the State Superior Court, San Diego County, California. 14.ASSIGNMENT Contractor may assign neither this Agreement nor any part of it, nor any monies due or to become due under it, without the prior written consent of City. 15.AMENDMENTS This Agreement may be amended by mutual consent of City and Contractor. Any amendment will be in writing, signed by both parties, with a statement of estimated changes in charges or time schedule. [signatures on following page] DocuSign Envelope ID: 98E34A2B-AC9A-4719-A7C6-575F1EBE7596 PSA24-2297ENV City Attorney Approved Version 6/30/2023 Page 5 of 8 16. 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 BCK PROGRAMS, a California limited liability company CITY OF CARLSBAD, a municipal corporation of the State of California By: By: (sign here) Paz Gomez, Deputy City Manager, Public Works, as authorized by the City Manager Kathleen Hacker, Managing Member (print name/title) By: (sign here) (print name/title) If required by City, proper notarial acknowledgment of execution by contractor must be attached. If a corporation, Agreement must be signed by one corporate officer from each of the following two groups: Group A. Group B. Chairman, Secretary, President, or Assistant Secretary, Vice-President CFO or Assistant Treasurer Otherwise, the corporation must attach a resolution certified by the secretary or assistant secretary under corporate seal empowering the officer(s) signing to bind the corporation. APPROVED AS TO FORM: CINDIE K. McMAHON, City Attorney By: Deputy City Attorney DocuSign Envelope ID: 98E34A2B-AC9A-4719-A7C6-575F1EBE7596 Mealtime Waste Diversion Education Program La Costa Canyon High School Task Detail BCK aims to facilitate the establishment of a sustainable program that fosters a school culture where waste stream sorting becomes the standard practice. Task 1: Establish a partnership with a teacher(s) to host the mealtime waste diversion education program throughout the school year a. BCK staff will work in coordination with the principal and vice principal to identify environmentally conscious teachers, casting a wide net to multiple teachers with diverse responsibilities and disciplines, then reach out to these teachers to propose a collaborative partnership to launch a mealtime waste diversion program that will be carried out throughout the school year. The goal is to establish a sustainable program that can be continued and supervised by the teacher(s) year after year. b. Partner teacher(s) will identify a student group to implement the mealtime education program. i. Various student groups could be formed to participate in the program. One option is to involve the teacher's own students by incorporating the initiative into their class time. Alternatively, a new club could be established, encompassing students from different classes or grade levels, to actively engage in the program. Task 2: Establish a schedule with partner teacher(s) to meet with students throughout the school year a.BCK will work with the collaborating teacher to create an appropriate schedule that suits their requirements. One potential scenario involves bi-weekly meetings during the initial semester and transitioning to monthly meetings for the next semester. BCK aims to retain the option of adjusting the schedule according to the preferences and needs of the teachers. Task 3a: Facilitate student meetings during the Fall Semester (up to 7 meetings max) a. Establish the goals of the project and guide students through the process of creating, implementing, and refining best practices for mealtime waste stream sorting. Proposal for Mealtime Waste Diversion Education Program at La Costa Canyon High SchoolPage 6 of 8 PSA24-2297ENV Exhibit "A" DocuSign Envelope ID: 98E34A2B-AC9A-4719-A7C6-575F1EBE7596 ~ltl I O,cl.C:programs· ENVIRONMENTAL EDUCATION b. Meeting topics can include those listed below for the Fall Semester. Subject to City approval, any task not fully addressed may be completed in the next term/semester. i. Establish the connection between climate change and organics disposal. Discuss current mealtime waste disposal practices and conduct a visual audit of mealtime waste bins to determine the existing contamination rate. This assessment will serve as a foundation to develop viable solutions aimed at reducing contamination and encouraging better "recycling right" habits and participation as well as possible food recovery practices. ii. Conduct an open-ended brainstorming session to generate possible solutions, also known as BMPs (Best Management Practices). iii. Encourage student-driven ideas and discussions. Analyze the waste streams with the highest contamination and devise specific strategies to address them effectively. iv. Guide the formation of Action Teams that empower students to take charge of creating and implementing their innovative ideas. Task 3b: Facilitate student meetings and oversee implementation of BMPs during the Spring Semester (estimated 6 meetings 1 for a total of 13 meetings max) a. Meeting topics can include the following: i. Action Teams will collaborate to develop, refine, and execute their BMPs. BCK staff will provide guidance and support to students, assisting with logistics such as timing, obtaining necessary permissions, and sourcing required supplies for successful implementation. The cost of basic consumables purchased by BCK for student BMPs is included in the overall budget of this proposal (printing costs, posters, paint, etc.). ii. Carry out a follow-up visual audit of the mealtime waste bins to assess the impact of the implemented BMPs. iii. Engage in discussions to evaluate the effectiveness of the BMPs and identify areas where improvements can be made. iv. Brainstorm potential enhancements to the BMPs to further optimize their performance. v. Refine and implement new and/or improved BMPs based on the findings from the follow-up audits. vi. Assess the progress and effectiveness of the BMPs. Task 4: Culminating Presentation 1 For example, if 6 meetings occurred in the fall, then 7 meetings could take place in the Spring for a total of 13 meetings. Proposal for Mealtime Waste Diversion Education Program at La Costa Canyon High SchoolPage 7 of 8 PSA24-2297ENV Exhibit "A" (Cont.) DocuSign Envelope ID: 98E34A2B-AC9A-4719-A7C6-575F1EBE7596 ~ltl I O,cl.C:programs· ENVIRONMENTAL EDUCATION a. BCK will organize a culminating presentation to be delivered to stakeholders to showcase the students' initiatives and their impact on sustainability. Based on previous projects, potential stakeholders include school and district staff and administrators such as the principal, vice principal(s), custodian(s), facilities director or representative from the district office, as well as City personnel. b. BCK will collaborate with students to provide support and guidance as they prepare their final presentations on their projects. Task 5: Reporting a.BCK will provide a progress report with an estimated date of completion by January 5, 2024 and a final report with an estimated date of completion by July 1, 2024, including metrics and a summary of program outcomes. The City of Carlsbad will identify the relevant metrics, such as student club participation, overall student body involvement, diversion rates, BMPs implemented and their effectiveness, and any other student projects/marketing/communications ideas that were implemented, to be tracked throughout the program's implementation. Proposed Budget Tasks Cost Task 1: Establish a partnership with a teacher to host the mealtime waste diversion education program throughout the school year $500 Task 2: Establish a schedule with the partner teacher to meet with students throughout the school year. $500 Tasks 3a: Facilitate student meetings during the Fall Semester (up to 7 meetings max) $7,000 Task 3b: Facilitate student meetings and oversee implementation of BMPs during the Spring Semester (estimated 6 meetings for a total of 13 meetings max) Task 3: Culminating Presentation $1,000 Task 4: Reporting $500 TOTAL PROPOSED BUDGET $9,500 Proposal for Mealtime Waste Diversion Education Program at La Costa Canyon High SchoolPage 8 of 8 PSA24-2297ENV Exhibit "A" (Cont.) DocuSign Envelope ID: 98E34A2B-AC9A-4719-A7C6-575F1EBE7596 ~ltl I O,cl.C:programs· ENVIRONMENTAL EDUCATION 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 COMPENSATIONAND 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 BCKPR-1 OP ID: LS 06/09/2023 Leigh Shelton Springbrook Insurance Agency 10650 Treena Street Suite 101 San Diego, CA 92131.2435 Russell Lail 858-391-3001 858-391-3010 leigh@springbrookins.com Sentinel Insurance Company LTD Property & Casualty Ins of BCK Programs LLC3115 Verde Avenue Carlsbad, CA 92009 United States Liability Ins A X 2,000,000 X Y 72SBABF2753 06/19/2023 06/19/2024 1,000,000 10,000 2,000,000 4,000,000 X 4,000,000 2,000,000A 72SBABF2753 06/19/2023 06/19/2024 X X XX 1,000,000A 72SBABF2753-FORM FOLLOW 06/19/2023 06/19/2024 1,000,000 10000X XB Y 72WECAT0ZW5 06/19/2023 06/19/2024 1,000,000 1,000,000 1,000,000 C SP1577661A 06/19/2023 06/19/2024 occ 2,000,000 deductible $1,000 agg 2,000,000 City of Carlsbad is named as additional insured per the attached. CITYCAR City of Carlsbad/CMWD c/o EXIGIS Ins Compliance Svcs P. O. Box 947 Murrieta, CA 92564 858-391-3001 11000 34690 25895 Professional Liab DocuSign Envelope ID: 98E34A2B-AC9A-4719-A7C6-575F1EBE7596 ACORD" I ~ I ~ □ □ ~ ~ Fl □ □ ~ ~ ~ ~ ~ ~ ~ ~ H I I I I I □ I THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Form SS 12 23 06 11 Page 1 of 1 © 2011, The Hartford NOTICE OF CANCELLATION TO CERTIFICATE HOLDER(S) This policy is subject to the following additional Conditions: A. If this policy is cancelled by the Company, other than for non-payment of premium, notice of such cancellation will be provided at least thirty (30) days in advance of the cancellation effective date to the certificate holder(s) with mailing addresses on file with the agent of record or the Company. B. If this policy is cancelled by the company for non- payment of premium, or by the insured, notice of such cancellation will be provided within ten (10) days of the cancellation effective date to the certificate holder(s) with mailing addresses on file with the agent of record or the Company. If notice is mailed, proof of mailing to the last known mailing address of the certificate holder(s) on file with the agent of record or the Company will be sufficient proof of notice. Any notification rights provided by this endorsement apply only to active certificate holder(s) who were issued a certificate of insurance applicable to this policy’s term. Failure to provide such notice to the certificate holder(s) will not amend or extend the date the cancellation becomes effective, nor will it negate cancellation of the policy. Failure to send notice shall impose no liability of any kind upon the Company or its agents or representatives. NAMED INSURED: BCK Programs LLCPOLICY NUMBER: 72SBABF2753 DocuSign Envelope ID: 98E34A2B-AC9A-4719-A7C6-575F1EBE7596 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Form SS 12 23 06 11 Page 1 of 1 © 2011, The Hartford NOTICE OF CANCELLATION TO CERTIFICATE HOLDER(S) This policy is subject to the following additional Conditions: A. If this policy is cancelled by the Company, other than for non-payment of premium, notice of such cancellation will be provided at least thirty (30) days in advance of the cancellation effective date to the certificate holder(s) with mailing addresses on file with the agent of record or the Company. B. If this policy is cancelled by the company for non- payment of premium, or by the insured, notice of such cancellation will be provided within ten (10) days of the cancellation effective date to the certificate holder(s) with mailing addresses on file with the agent of record or the Company. If notice is mailed, proof of mailing to the last known mailing address of the certificate holder(s) on file with the agent of record or the Company will be sufficient proof of notice. Any notification rights provided by this endorsement apply only to active certificate holder(s) who were issued a certificate of insurance applicable to this policy’s term. Failure to provide such notice to the certificate holder(s) will not amend or extend the date the cancellation becomes effective, nor will it negate cancellation of the policy. Failure to send notice shall impose no liability of any kind upon the Company or its agents or representatives. NAMED INSURED: BCK Programs LLCPOLICY NUMBER: 72SBABF2753 DocuSign Envelope ID: 98E34A2B-AC9A-4719-A7C6-575F1EBE7596 72SBABF2753 WAIVER OF SUBROGATION CITY OF ENCINITAS, ITS OFFICERS, ELECTED OFFICIALS, EMPLOYEES, AGENTS AND VOLUNTEERS ATENTION: BILL WILSON 505 S VULCAN AVENUE ENCINITAS CA 92024 LOC001 BLDG001 NATIONAL SCHOOL DISTRICT 1500 N AVENUE NATIONAL CITY, CA 91950 SAN DIEGUITO UNION HIGH SCHOOL DISTRICT DOUGLAS GILBERT DIRECTOR OF PURCHASING 684 REQUEZA ST ENCINITAS CA 92024 CITY OF CARLSBAD/CMWD C/O EXIGIS INSURANCE COMPLIANCE SERVICE PO BOX 4668 / ECM # 35050 NEW YORK, NY 10163 SAN DIEGUITO UNION HIGH SCHOOL DISTRICT ITS BOARD, OFFICERS, AGENTS AND EMPLOYEES 710 ENCINITAS BLVD ENCINITAS, CA 92024 CITY OF OCEANSIDE 300 N COAST HWY OCEAN SIDE, CA 92054 003 001 (CONTINUED ON NEXT PAGE) 03/30/22 06/19/23 POLICY NUMBER: THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Form IH 12 00 11 85 T SEQ. NO. Printed in U.S.A. Page Process Date:Expiration Date: DocuSign Envelope ID: 98E34A2B-AC9A-4719-A7C6-575F1EBE7596 ? THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Countersigned by Authorized Representative Form WC 04 03 06 (1) Printed in U.S.A. Process Date:05/10/22 Policy Expiration Date:06/19/23 WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT - CALIFORNIA Endorsement Number:Policy Number: 72WECAT0ZW5 Effective Date: 06/19/22 Effective hour is the same as stated on the Information Page of the policy. Named Insured and Address:BCK PROGRAMS, LLC. 3115 VERDE AVE CARLSBAD CA 92009 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. The additional premium for this endorsement shall be 2 % of the California workers' compensation premium otherwise due on such remuneration. SCHEDULE Person or Organization Job Description Any person or organization for whom you are required by written contract or agreement to obtain this waiver of rights from us DocuSign Envelope ID: 98E34A2B-AC9A-4719-A7C6-575F1EBE7596 ? THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Form SS 04 38 09 09 Page 1 of 3 © 2009, The Hartford (Includes copyrighted material of ISO Properties, Inc., with its permission) HIRED AUTO AND NON-OWNED AUTO This endorsement modifies insurance provided under the following: BUSINESS LIABILITY COVERAGE FORM This coverage is subject to all provisions in the BUSINESS LIABILITY COVERAGE FORM not expressly modified herein: A. Amended Coverage: Coverage is extended to "bodily injury" and "property damage" arising out of the use of a "hired auto" and "non-owned auto". B. Paragraph B. EXCLUSIONS is amended as follows: 1.Exclusion g. Aircraft, Auto or Watercraft does not apply to a "hired auto" or a "non-owned auto". 2.Exclusion e. Employers Liability does not apply to "bodily injury" to domestic "employees" not entitled to workers’ compensation benefits or to liability assumed by the "insured" under an "insured contract". 3.Exclusion f. Pollution is replaced by the following: "Bodily injury" or "property damage" arising out of the actual, alleged or threatened discharge, dispersal, seepage, migration, release or escape of "pollutants": a.That are, or that are contained in any property that is: (1)Being transported or towed by, handled, or handled for movement into, onto or from, the covered "auto"; (2)Otherwise in the course of transit by or on behalf of the "insured"; or (3)Being stored, disposed of, treated or processed in or upon the covered "auto". b.Before the "pollutants" or any property in which the "pollutants" are contained are moved from the place where they are accepted by the "insured" for movement into or onto the covered "auto"; or c.After the "pollutants" or any property in which the "pollutants" are contained are moved from the covered "auto" to the place where they are finally delivered, disposed of or abandoned by the "insured". Paragraph a.above does not apply to fuels, lubricants, fluids, exhaust gases or other similar "pollutants" that are needed for or result from the normal electrical, hydraulic or mechanical functioning of the covered "auto" or its parts, if: (1)The "pollutants" escape, seep, migrate, or are discharged or released directly from an "auto" part designed by its manufacturer to hold, store, receive, or dispose of such "pollutants"; and (2) The "bodily injury" and "property damage" does not arise out of the operation of any equipment listed in paragraphs 15.b.and 15.c.of the definition of "mobile equipment". Paragraphs b.and c.above do not apply to "accidents" that occur away from premises owned by or rented to an "insured" with respect to "pollutants" not in or upon a covered "auto" if: (1)The "pollutants" or any property in which the "pollutants" are contained are upset, overturned or damaged as a result of the maintenance or use of a covered "auto"; and NAMED INSURED: BCK Programs LLCPOLICY NUMBER: 72SBABF2753 DocuSign Envelope ID: 98E34A2B-AC9A-4719-A7C6-575F1EBE7596 Page 2 of 3 Form SS 04 38 09 09 (2)The discharge, dispersal, seepage, migration, release or escape of the "pollutants" is caused directly by such upset, overturn or damage as a result of the maintenance or use of a covered "auto". 4.With respect to this coverage, the following additional exclusions apply: a. Fellow employee Coverage does not apply to "bodily injury" to any fellow "employee" of the "insured" arising out of the operation of an "auto" owned by the "insured" in the course of the fellow "employee’s" employment. b. Care, custody or control Coverage does not apply to "property damage" involving property owned or transported by the "insured" or in the "insured’s" care, custody or control. C.With respect to "hired auto" and "non-owned auto" coverage, Paragraph C. WHO IS AN INSURED is deleted and replaced by the following: The following are "insureds": a.You. b.Your "employee" while using with your permission: (1)An "auto" you hire or borrow; or (2)An "auto" you don’t own, hire or borrow in your business or personal affairs; or (3)An "auto" hired or rented by your "employee" on your behalf and at your direction. c.Anyone else while using a "hired auto" or "non- owned auto" with your permission except: (1)The owner or anyone else from whom you hire or borrow an "auto". (2)Someone using an auto while he or she is working in a business of selling, servicing, repairing, parking or storing "autos" unless that business is yours. (3)Anyone other than your "employees", partners (if you are a partnership), members (if you are a limited liability company), or a lessee or borrower or any of their "employees", while moving property to or from an "auto". (4)A partner (if you are a partnership), or a member (if you are a limited liability company) for an "auto" owned by him or her or a member of his or her household. d.Anyone liable for the conduct of an "insured" described above but only to the extent of that liability. D.With respect to the operation of a "hired auto" and "non-owned auto", the following additional conditions apply: 1. OTHER INSURANCE a.Except for any liability assumed under an "insured contract" the insurance provided by this Coverage Form is excess over any other collectible insurance. However, if your business is the selling, servicing, repairing, parking or storage of "autos", the insurance provided by this endorsement is primary when covered "bodily injury" or "property damage" arises out of the operation of a customer’s "auto" by you or your "employee". b.When this Coverage Form and any other Coverage Form or policy covers on the same basis, either excess or primary, we will pay only our share. Our share is the proportion that the Limit of Insurance of our Coverage Form bears to the total of the limits of all the Coverage Forms and policies covering on the same basis. 2. TWO OR MORE COVERAGE FORMS OR POLICIES ISSUED BY US If the Coverage Form and any other Coverage Form or policy issued to you by us or any company affiliated with us apply to the same "accident", the aggregate maximum Limit of Insurance under all the Coverage Forms or policies shall not exceed the highest applicable Limit of Insurance under any one Coverage Form or policy. This condition does not apply to any Coverage Form or policy issued by us or an affiliated company specifically to apply as excess insurance over this Coverage Form. E.The following definitions are added: G. LIABILITY AND MEDICAL EXPENSES DEFINITIONS: 1."Hired auto" means any "auto" you lease, hire, rent or borrow. This does not include any auto you lease, hire, rent or borrow from any of your "employees", your partners (if you are a partnership), members (if you are a limited liability company), DocuSign Envelope ID: 98E34A2B-AC9A-4719-A7C6-575F1EBE7596 Form SS 04 38 09 09 Page 3 of 3 or your "executive officers" or members of their households. This does not include a long-term leased "auto" that you insure as an owned "auto" under any other auto liability insurance policy or a temporary substitute for an "auto" you own that is out of service because of its breakdown, repair, servicing or destruction. 2."Non-owned auto " means any "auto" you do not own, lease, hire, rent or borrow which is used in connection with your business. This includes: a."Autos" owned by your "employees" your partners (if you are a partnership), members (if you are a limited liability company), or your "executive officers", or members of their households, but only while used in your business or your personal affairs. b.Customer’s "auto" that is in your care, custody or control for service. DocuSign Envelope ID: 98E34A2B-AC9A-4719-A7C6-575F1EBE7596 03/30/22 06/19/23 SENTINEL INSURANCE COMPANY, LIMITED 72SBABF2753 06/19/22 TO 06/19/23 $2,000,000 $4,000,000 $1,000,000 X $2,000,000 X $4,000,000 X $2,000,000 THE HARTFORD INS CO OF THE MIDWEST 72WECAT0ZW5 06/19/22 TO 06/19/23 X $1,000,000 $1,000,000 $1,000,000 Form SX 80 04 10 08 Page 1 of 2 Process Date:Policy Expiration Date: EXTENSION SCHEDULE OF UNDERLYING INSURANCE POLICIES This extension schedule forms a part of the policy designated in the Declarations. Carrier, Policy Number and Policy Period: A. Type of Coverage Applicable Limits ( X ) Business Liability - including:Bodily Injury and Property Damage Liability Combined each occurrence general aggregate Employees as Additional Insureds Contractual Liability Limited Non-Owned Watercraft Additional Insureds Damages To Premises Rented To You Property Damage Liability each occurrence ( ) Personal and Advertising Injury ( ) Products/Completed Operations Prod./Comp. Ops. aggregate ( ) Hired Auto and Non-Owned Auto Limit of Liability B. ( ) Comprehensive Automobile Liability -Bodily Injury Liability Owned Automobiles each person each accident Property Damage Liability ( ) Non-Owned Automobiles each accident Bodily Injury and Property Damage ( ) Hired Automobiles Liability Combined each accident ( ) Uninsured Motorist each occurrence C. ( ) Employer’s Liability each accident* each employee by disease* total policy by disease* D. ( ) Liquor Liability An "X" marked in the box indicates the coverage is provided in the Underlying Policies. (Note Maintenance of Underlying Insurance Condition SX 80 02 or SX 80 03) *Except that in any jurisdiction where the amount of Employers Liability Coverage afforded by the underlying insurer is by law unlimited, the limit stated does not apply and the policy of which this extension schedule forms a part shall afford no insurance with respect to Employers Liability in such jurisdiction. NAMED INSURED: BCK Programs LLC DocuSign Envelope ID: 98E34A2B-AC9A-4719-A7C6-575F1EBE7596 03/30/22 06/19/23 72SBABF2753 Form SX 80 04 10 08 Page 2 of 2 Process Date:Policy Expiration Date: EXTENSION SCHEDULE OF UNDERLYING INSURANCE POLICIES (Continued) POLICY NUMBER: Carrier, Policy Number and Policy Period: E. Type of Coverage Applicable Limits ( ) Foreign Commercial General Liability- including:each occurrence Personal and Advertising Injury Personal and Advertising Injury aggregate Products/Completed Operations Products/Completed Operations aggregate ( ) Foreign Contingent Auto Liability each accident ( ) Foreign Employer’s Liability each accident * each employee by disease* total policy by disease* An "X" marked in the box indicates the coverage is provided in the Underlying Policies. (Note Maintenance of Underlying Insurance Condition SX 80 02 or SX 80 03) *Except that in any jurisdiction where the amount of Employers Liability Coverage afforded by the underlying insurer is by law unlimited, the limit stated does not apply and the policy of which this extension schedule forms a part shall afford no insurance with respect to Employers Liability in such jurisdiction. DocuSign Envelope ID: 98E34A2B-AC9A-4719-A7C6-575F1EBE7596