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Spacesaver Intermountain LLC; 2024-03-14; PWM24-2382FAC
PWM24-2382FAC Gym Locker Reconfiguration - Cont. No. 4715 Page 1 City Attorney Approved 8/15/2023 CITY OF CARLSBAD MINOR PUBLIC WORKS CONTRACT POLICE AND FIRE HEADQUARTERS GYM LOCKER RECONFIGURATION; CONT. NO. 4715 This agreement is made on the ______________ day of _________________________, 2024, by the City of Carlsbad, California, a municipal corporation (hereinafter called "City") and Spacesaver Intermountain, LLC, a Utah limited liability company whose principal place of business is 8969 Kenamar Drive, Suite 101, San Diego, California 92121 (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 MATERIALS. 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 Steven Stewart (City Project Manager). PAYMENT. The City shall withhold retention as required by Public Contract Code Section 9203. WAGE RATES. 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 1770, 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. DocuSign Envelope ID: BFBB5D1A-FCE2-44E1-A8D4-D648BC8014E4 14th March PWM24-2382FAC Gym Locker Reconfiguration - Cont. No. 4715 Page 2 City Attorney Approved 8/15/2023 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. 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 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. 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. 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. DocuSign Envelope ID: BFBB5D1A-FCE2-44E1-A8D4-D648BC8014E4 PWM24-2382FAC Gym Locker Reconfiguration - Cont. No. 4715 Page 3 City Attorney Approved 8/15/2023 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 (5) 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: ___________________________________ Print Name: ________Sunday Pearl_________________ 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 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. 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 policy 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 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. DocuSign Envelope ID: BFBB5D1A-FCE2-44E1-A8D4-D648BC8014E4 PWM24-2382FAC Gym Locker Reconfiguration - Cont. No. 4715 Page 4 City Attorney Approved 8/15/2023 INDEMNITY. The Contractor shall assume the defense of, pay all expenses of defense, and indemnify and hold harmless the City, and its officers 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. 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 five (5) working days after receipt of Notice to Proceed. Completion: Contractor agrees to complete work within two hundred fifty (250) working days after receipt of Notice to Proceed. CONTRACTOR’S INFORMATION. Spacesaver Intermountain, LLC 8969 Kenamar Drive, Ste. 101 (name of Contractor) 981328 (street address) San Diego, CA 92121 (Contractor’s license number) C-61 / D34 – 2/28/2025 (city/state/zip) 844-800-6014 (license class. and exp. date) 1000010315/ 6/30/2025 (telephone no.) spearl@SpacesaverIM.com (DIR registration number/exp. date) (e-mail address) 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. [signatures on following page] DocuSign Envelope ID: BFBB5D1A-FCE2-44E1-A8D4-D648BC8014E4 PWM24-2382FAC Gym Locker Reconfiguration - Cont. No. 4715 Page 5 City Attorney Approved 8/15/2023 CITY OF CARLSBAD, a municipal corporation of the State of California CONTRACTOR SPACESAVER INTERMOUNTAIN, LLC, a Utah limited liability company By: By: (sign here) Russ Rowberry, Controller Paz Gomez, Deputy City Manager, Public Works, as authorized by the City Manager (print name/title) By: (sign here) Sunday Pearl, Vice President of Sales, Principal (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, President, or Vice-President 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: _____________________________ Assistant City Attorney DocuSign Envelope ID: BFBB5D1A-FCE2-44E1-A8D4-D648BC8014E4 PWM24-2382FAC Gym Locker Reconfiguration - Cont. No. 4715 Page 6 City Attorney Approved 8/15/2023 EXHIBIT A LISTING OF SUBCONTRACTORS BY GENERAL CONTRACTOR Set forth below is the full name and location of the place of business of each subcontractor 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 subcontractor for each subcontract. NOTE: The Contractor understands that if it fails to specify a subcontractor 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 Subcontracted Business Name and Address DIR Registration No. License No., Classification & Expiration Date % of Total Contract Total % Subcontracted: _______________ The Contractor must perform no less than 20% of the work with its own forces. DocuSign Envelope ID: BFBB5D1A-FCE2-44E1-A8D4-D648BC8014E4 factory certified installation PW-LR-1001024344RBK 18501 Colier Ave, Suite B-105 Lake Elsinore, CA 92350 1091867 Exp 3/31/25 80 80 PWM24-2382FAC Gym Locker Reconfiguration - Cont. No. 4715 Page 7 City Attorney Approved 8/15/2023 EXHIBIT B Gym Locker Reconfiguration Remove existing Spacesaver Intermountain lockers in the mens locker room at the Police and Fire Headquarters and receive 88 new lockers, modify 5 existing lockers, relocate and install lockers all as shown in the attached quote dated February 12, 2024, Exhibit “C.” JOB QUOTATION ITEM NO. UNIT QTY DESCRIPTION PRICE 1 Lot 1 Labor to install and reconfigure men’s lockers $24,075.39 TOTAL* $24,075.39 *Includes taxes, fees, expenses and all other costs. DocuSign Envelope ID: BFBB5D1A-FCE2-44E1-A8D4-D648BC8014E4 Proposal Spacesaver Intermountain, LLC 8969 Kenamar Drive Suite 101 San Diego, CA 92121 Quote/Order No 124419 Date 02/12/2024 Customer PO No Customer Account CARLSBAD POLICE DEPARTMENT Sales Associate CASEY COLE Project Number Page 1 of 4 T O CARLSBAD POLICE DEPARTMENT 2560 ORION WAY CARLSBAD, CA 92010 ATTN: ACCOUNTS PAYABLE S H I P T O CARLSBAD POLICE DEPARTMENT 2560 ORION WAY CARLSBAD, CA 92010 ATTN: STEVEN STEWART Phone: 760-317-3508 Prepared for : CASEY COLE Group Quantity Description Unit Price Extended Amount 3. Men's Locker Rm 1.0 Installation and Reconfiguration. Installation to be performed using prevailing wages and assumes standard install hours of M-F 7am - 5pm. Does not include electrical connections which will need to be made by a licensed electrician. 22,343.75 22,343.75 Bank Details: Wells Fargo Bank 420 Montgomery St. San Franscisco CA 94104 Bank Account:……..5762873718 Routing Number….124002971 SWIFT Code…………WFBIUS6S Please send remittance statement to: AR@HBWorkplaces.com SUB TOTAL:$22,343.75 SALES TAX:1,731.64 GRAND TOTAL:24,075.39 Exhibit C PWM24-2382FACDocuSign Envelope ID: BFBB5D1A-FCE2-44E1-A8D4-D648BC8014E4 !" " #$ %& !'() *+,-##". !! " # $ % & ' ( $ ) * ) + * & # & $ # & ) # , ) ! ! & ' ( & * * & + * - '#$!-, PWM24-2382FAC Exhibit "C" (Cont.) DocuSign Envelope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xhibit "C" (Cont.) DocuSign Envelope ID: BFBB5D1A-FCE2-44E1-A8D4-D648BC8014E4 /2 !" " #$ %& !'() *+,-##". !! " # $ % & ' ( $ ) * ) + * & # & $ # & ) # , ) ! ! & ' ( & * * & + * - !" 2 = !" 2 = !" 2 = 2 7# ='7 !# , =2 '#$1 ", @)>-A =<=< ;- + C 2 < 7777777777# #####=''777777777777777777 !############ ;;;;;;;;;;;;;;;;; PWM24-2382FAC Exhibit "C" (Cont.) DocuSign Envelope ID: BFBB5D1A-FCE2-44E1-A8D4-D648BC8014E4 PWM24-2382FAC City Attorney Approved Version 12/14/2023 CALIFORNIA AIR RESOURCES BOARD. The California Air Resources Board (“CARB”) implemented amendments to the In-Use Off-Road Diesel- Fueled Fleets Regulations (“Regulation”) which are effective on January 1, 2024, and apply broadly to all self-propelled off-road diesel vehicles 25 horsepower or greater and other forms of equipment used in California. A copy of the Regulation is available at: https://ww2.arb.ca.gov/sites/default/files/barcu/regact/2022/off-roaddiesel/appa-1.pdf. Bidders are required to comply with all CARB and Regulation requirements, including, without limitation, all applicable sections of the Regulation, as codified in Title 13 of the California Code of Regulations section 2449 et seq. throughout the term of the Project. Bidders must provide, with their Bid, copies of Bidder’s and all listed subcontractors the most recent, valid Certificate of Reported Compliance (“CRC”) issued by CARB. Failure to provide valid CRCs as required herein may render the Bid non-responsive. The City of Carlsbad is a Public Works Awarding Body, as that term is defined under Title 13 California Code of Regulations section 2449(c)(46). Accordingly, Bidders must submit, with their Bids, valid Certificates of Reported Compliance (“CRC”) for the Bidder’s fleet, and for the fleets of any listed subcontractors (including any applicable leased equipment or vehicles). Bidders must complete and submit the Fleet Compliance Certification, on the form provided. Failure to provide a CRC for the Bidder, and for all listed subcontractors, or failure to complete the Fleet Compliance Certification, may render the Bid non-responsive. COMPLIANCE WITH CALIFORNIA AIR RESOURCES BOARD REGULATIONS. Contractor shall comply, and shall ensure all subcontractors comply, with all applicable requirements of the most current version of the California Air Resources Board (“CARB”) regulations including, without limitation, all applicable terms of Title 13, California Code of Regulations Division 3, Chapter 9 and all pending amendments (“Regulation”). Throughout the Project, and for three (3) years thereafter, Contractor shall make available for inspection and copying any and all documents or information associated with Contractor’s and subcontractors’ fleet including, without limitation, Certificates of Reported Compliance (“CRC”), fuel/refueling records, maintenance records, emissions records, and any other information the Contractor is required to produce, keep or maintain pursuant to the Regulation upon two (2) calendar days’ notice from the City of Carlsbad. Contractor shall be solely liable for any and all costs associated with complying with the Regulation as well as for any and all penalties, fines, damages, or costs associated with any and all violations, or failures to comply with the Regulation. Contractor shall defend, indemnify and hold harmless the City of Carlsbad, its officials (appointed and elected), officers, and employees from any claims, liabilities, costs, penalties or interest arising out of any failure or alleged failure to comply with the Regulation. Exhibit "D" DocuSign Envelope ID: BFBB5D1A-FCE2-44E1-A8D4-D648BC8014E4 PWM24-2382FAC City Attorney Approved Version 12/14/2023 FLEET COMPLIANCE CERTIFICATION. Bidder hereby acknowledges that they have reviewed the CARB’s policies, rules and regulations and are familiar with the requirements of Title 13, California Code of Regulations, Division 3, Chapter 9, effective on January 1, 2024 (the “Regulation”). Bidder hereby certifies, subject to the penalty of perjury, that the option checked below relating to the Bidder’s fleet, and/or that of their subcontractor(s) (“Fleet”) is true and correct: ☐The Fleet is subject to the requirements of the Regulation, and the appropriate Certificate(s) of Reported Compliance have been attached hereto. ☐The Fleet is exempt from the Regulation under Section 2449.1(f)(2), and a signed description of the subject vehicles, and reasoning for exemption has been attached hereto. ☐Bidder and/or their subcontractor is unable to procure R99 or R100 renewable diesel fuel as defined in the Regulation pursuant to Section 2449.1(f)(3). Bidder shall keep detailed records describing the normal refueling methods, their attempts to procure renewable diesel fuel and proof that shows they were not able to procure renewable diesel (i.e., third party correspondence or vendor bids). ☐The Fleet is exempt from the requirements of the Regulation pursuant to Section 2449(i)(4) because this Project has been deemed an “emergency”, as that term is defined in Section 2449(c)(18). Bidder shall only operate the exempted vehicles in the emergency situation and records of the exempted vehicles must be maintained, pursuant to Section 2449(i)(4). ☐The Fleet does not fall under the Regulation or are otherwise exempt and a detailed reasoning is attached to this certification. Name of Bidder: Spacesaver Intermountain, LLC Signature: Name: Sunday Pearl Title: Vice President of Sales, Principal Date: Exhibit "D" (cont.) DocuSign Envelope ID: BFBB5D1A-FCE2-44E1-A8D4-D648BC8014E4 2/27/2024 X 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) © 1988-2015 ACORD CORPORATION. All rights reserved. CERTIFICATE HOLDER The ACORD name and logo are registered marks of ACORD HIREDAUTOS ONLY 2/21/2024 IMA, Inc. - Salt Lake City95 S State StreetSuite 1300Salt Lake City UT 84111 Rachel Tueller 801-325-5000 Rachel.Tueller@imacorp.com License#: PC-1210733 Federal Insurance Company 20281 HENRBUT-01 Great Northern Insurance Company 20303Spacesaver Intermountain, LLC249 South 400 EastSalt Lake City, UT 84111 *WCF Mutual Insurance Company 10033 WCF National Insurance Company 40517 1618469823 A X 1,000,000 X 1,000,000 10,000 1,000,000 2,000,000 X X Y Y 36054513DEN 9/1/2023 9/1/2024 Included Combined Aggregate 10,000,000 B 1,000,000 X X X Y Y 73605042 9/1/2023 9/1/2024 A X X 8,000,000Y781889069/1/2023Y 9/1/2024 8,000,000 X 0 CD X Y Y 12536632211730 9/1/20239/1/2023 9/1/20249/1/2024 1,000,000 1,000,000 1,000,000 A Professional LiabilityRetroactive Date: 10/7/2008 82507722 12/6/2023 12/6/2024 Each ClaimAggregateRetention $2,000,000$2,000,000$10,000 States of Alabama, Arizona, California, Idaho, Mississippi, Nevada, Oklahoma, and Oregon are included in the Workers Compensation Policy #2211730 andWorkers Compensation Policy #1253663 includes coverage for State of Utah, subject to the policy terms, conditions, exclusions and limitations.Workers Compensation Information: Proprietors/Partners/Executive Officers/Members Excluded: subject to the policy terms and conditions. Named Insured Includes:HB Workplaces, LLCHenriksen Butler Design Group, LLCHB Intermountain Holdings, LLCSee Attached... City of CarlsbadPublic Works1635 Faraday Ave.Carlsbad CA 92008 DocuSign Envelope ID: BFBB5D1A-FCE2-44E1-A8D4-D648BC8014E4 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: HENRBUT-01 1 1 IMA, Inc. - Salt Lake City Spacesaver Intermountain, LLC249 South 400 EastSalt Lake City, UT 84111 25 CERTIFICATE OF LIABILITY INSURANCE HB Real Properties, LLCHenriksen Butler Installation, LLCHenriksen/Butler Nevada, LLCSpaceSaver Intermountain, LLCHenriksen Butler Services, LLCHenriken Butler Investments, LLCMozaik Surface Concepts, LLC dba H/B Flooring SolutionsMozaik Holdings, LLCHenriksen Butler Installation, LLC dba Henriksen Butler Services, LLCHB Sprague LLC Certificate Holder and all other parties required by the contract are included as Additional Insured including Ongoing and Completed Operations on the GeneralLiability Policy, if required by written contract or agreement, subject to the policy terms and conditions.Certificate Holder and all other parties required by the contract are included as Additional Insured on the Automobile Liability and Umbrella Liability Policies, ifrequired by written contract or agreement, subject to the policy terms and conditions. This Insurance is Primary & Non-Contributory on the General Liability andAutomobile Liability Policies, if required by written contract or agreement, subject to the policy terms and conditions.A Waiver of Subrogation is provided in favor of the Certificate Holder and all other parties required by the contract on the General Liability, Automobile Liability,Umbrella Liability and Workers Compensation Policies, if required by written contract or agreement, subject to the policy terms and conditions.Umbrella Liability policy is in excess of the General Liability, Automobile Liability and Employers Liability (#1253663 and #211730) Policies, subject to the policyterms and conditions.General Liability Coverage includes 30 day notice of cancellation, subject to the terms and conditions of the policy.RE: Gym Locker Procurement. DocuSign Envelope ID: BFBB5D1A-FCE2-44E1-A8D4-D648BC8014E4 DocuSign Envelope ID: BFBB5D1A-FCE2-44E1-A8D4-D648BC8014E4 DocuSign Envelope ID: BFBB5D1A-FCE2-44E1-A8D4-D648BC8014E4 DocuSign Envelope ID: BFBB5D1A-FCE2-44E1-A8D4-D648BC8014E4 DocuSign Envelope ID: BFBB5D1A-FCE2-44E1-A8D4-D648BC8014E4 DocuSign Envelope ID: BFBB5D1A-FCE2-44E1-A8D4-D648BC8014E4 DocuSign Envelope ID: BFBB5D1A-FCE2-44E1-A8D4-D648BC8014E4 DocuSign Envelope ID: BFBB5D1A-FCE2-44E1-A8D4-D648BC8014E4 DocuSign Envelope ID: BFBB5D1A-FCE2-44E1-A8D4-D648BC8014E4 DocuSign Envelope ID: BFBB5D1A-FCE2-44E1-A8D4-D648BC8014E4 DocuSign Envelope ID: BFBB5D1A-FCE2-44E1-A8D4-D648BC8014E4 DocuSign Envelope ID: BFBB5D1A-FCE2-44E1-A8D4-D648BC8014E4 DocuSign Envelope ID: BFBB5D1A-FCE2-44E1-A8D4-D648BC8014E4 Form: 16-02-0292 (Rev. 11-16)Page 1 of 3 "Includes copyrighted material of Insurance Services Office, Inc. with its permission" COMMERCIAL AUTOMOBILE THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. COMMERCIAL AUTOMOBILE BROAD FORM ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM This endorsement modifies the Business Auto Coverage Form. 1. EXTENDED CANCELLATION CONDITION Paragraph A.2.b. – CANCELLATION - of the COMMON POLICY CONDITIONS form IL 00 17 is deleted and replaced with the following: b. 60 days before the effective date of cancellation if we cancel for any other reason. 2. BROAD FORM INSURED A. Subsidiaries and Newly Acquired or Formed Organizations As Insureds The Named Insured shown in the Declarations is amended to include: 1. Any legally incorporated subsidiary in which you own more than 50% of the voting stock on the effective date of the Coverage Form. However, the Named Insured does not include any subsidiary that is an “insured” under any other automobile policy or would be an “insured” under such a policy but for its termination or the exhaustion of its Limit of Insurance. 2. Any organization that is acquired or formed by you and over which you maintain majority ownership. However, the Named Insured does not include any newly formed or acquired organization: (a) That is an “insured” under any other automobile policy; (b) That has exhausted its Limit of Insurance under any other policy; or (c) 180 days or more after its acquisition or formation by you, unless you have given us written notice of the acquisition or formation. Coverage does not apply to “bodily injury” or “property damage” that results from an “accident” that occurred before you formed or acquired the organization. B. Employees as Insureds Paragraph A.1. – WHO IS AN INSURED – of SECTION II – LIABILITY COVERAGE is amended to add the following: d. Any “employee” of yours while using a covered “auto” you don’t own, hire or borrow in your business or your personal affairs. C. Lessors as Insureds Paragraph A.1. – WHO IS AN INSURED – of SECTION II – LIABILITY COVERAGE is amended to add the following: e. The lessor of a covered “auto” while the “auto” is leased to you under a written agreement if: (1) The agreement requires you to provide direct primary insurance for the lessor; and (2) The “auto” is leased without a driver. Such leased “auto” will be considered a covered “auto” you own and not a covered “auto” you hire. However, the lessor is an “insured” only for “bodily injury” or “property damage” resulting from the acts or omissions by: 1. You; 2. Any of your “employees” or agents; or 3. Any person, except the lessor or any “employee” or agent of the lessor, operating an “auto” with the permission of any of 1. and/or 2. above. D. Persons And Organizations As Insureds Under A Written Insured Contract Paragraph A.1 – WHO IS AN INSURED – of SECTION II – LIABILITY COVERAGE is amended to add the following: f. Any person or organization with respect to the operation, maintenance or use of a covered “auto”, provided that you and such person or organization have agreed under an express provision in a written “insured contract”, written agreement or a written permit issued to you by a governmental or public authority to add such person or organization to this policy as an “insured”. However, such person or organization is an “insured” only: DocuSign Envelope ID: BFBB5D1A-FCE2-44E1-A8D4-D648BC8014E4 Form: 16-02-0292 (Rev. 11-16)Page 2 of 3 "Includes copyrighted material of Insurance Services Office, Inc. with its permission" (1) with respect to the operation, maintenance or use of a covered “auto”; and (2) for “bodily injury” or “property damage” caused by an “accident” which takes place after: (a) You executed the “insured contract” or written agreement; or (b) The permit has been issued to you. 3.FELLOW EMPLOYEE COVERAGE EXCLUSION B.5. - FELLOW EMPLOYEE – of SECTION II – LIABILITY COVERAGE does not apply. 4.PHYSICAL DAMAGE – ADDITIONAL TEMPORARY TRANSPORTATION EXPENSE COVERAGE Paragraph A.4.a. – TRANSPORTATION EXPENSES – of SECTION III – PHYSICAL DAMAGE COVERAGE is amended to provide a limit of $50 per day for temporary transportation expense, subject to a maximum limit of $1,000. 5. AUTO LOAN/LEASE GAP COVERAGE Paragraph A. 4. – COVERAGE EXTENSIONS - of SECTION III – PHYSICAL DAMAGE COVERAGE is amended to add the following: c. Unpaid Loan or Lease Amounts In the event of a total “loss” to a covered “auto”, we will pay any unpaid amount due on the loan or lease for a covered “auto” minus: 1. The amount paid under the Physical Damage Coverage Section of the policy; and 2. Any: a. Overdue loan/lease payments at the time of the “loss”; b. Financial penalties imposed under a lease for excessive use, abnormal wear and tear or high mileage; c. Security deposits not returned by the lessor: d. Costs for extended warranties, Credit Life Insurance, Health, Accident or Disability Insurance purchased with the loan or lease; and e. Carry-over balances from previous loans or leases. We will pay for any unpaid amount due on the loan or lease if caused by: 1. Other than Collision Coverage only if the Declarations indicate that Comprehensive Coverage is provided for any covered “auto”; 2. Specified Causes of Loss Coverage only if the Declarations indicate that Specified Causes of Loss Coverage is provided for any covered “auto”; or 3. Collision Coverage only if the Declarations indicate that Collision Coverage is provided for any covered “auto. 6. RENTAL AGENCY EXPENSE Paragraph A. 4. – COVERAGE EXTENSIONS – of SECTION III – PHYSICAL DAMAGE COVERAGE is amended to add the following: d.Rental Expense We will pay the following expenses that you or any of your “employees” are legally obligated to pay because of a written contract or agreement entered into for use of a rental vehicle in the conduct of your business: MAXIMUM WE WILL PAY FOR ANY ONE CONTRACT OR AGREEMENT: 1. $2,500 for loss of income incurred by the rental agency during the period of time that vehicle is out of use because of actual damage to, or “loss” of, that vehicle, including income lost due to absence of that vehicle for use as a replacement; 2. $2,500 for decrease in trade-in value of the rental vehicle because of actual damage to that vehicle arising out of a covered “loss”; and 3. $2,500 for administrative expenses incurred by the rental agency, as stated in the contract or agreement. 4. $7,500 maximum total amount for paragraphs 1., 2. and 3. combined. 7. EXTRA EXPENSE – BROADENED COVERAGE Paragraph A.4. – COVERAGE EXTENSIONS – of SECTION III – PHYSICAL DAMAGE COVERAGE is amended to add the following: e.Recovery Expense We will pay for the expense of returning a stolen covered “auto” to you. 8. AIRBAG COVERAGE Paragraph B.3.a. - EXCLUSIONS – of SECTION III – PHYSICAL DAMAGE COVERAGE does not apply to the accidental or unintended discharge of an airbag. Coverage is excess over any other collectible insurance or warranty specifically designed to provide this coverage. 9. AUDIO, VISUAL AND DATA ELECTRONIC EQUIPMENT - BROADENED COVERAGE Paragraph C.1.b. – LIMIT OF INSURANCE - of SECTION III - PHYSICAL DAMAGE is deleted and replaced with the following: b. $2,000 is the most we will pay for "loss" in any one "accident" to all electronic equipment that reproduces, receives or transmits audio, visual or data signals which, at the time of "loss", is: (1) Permanently installed in or upon the covered "auto" in a housing, opening or other location that is not normally used by the "auto" manufacturer for the installation of such equipment; (2) Removable from a permanently installed housing unit as described in Paragraph 2.a. above or is an integral part of that equipment; or (3) An integral part of such equipment. 10. GLASS REPAIR – WAIVER OF DEDUCTIBLE DocuSign Envelope ID: BFBB5D1A-FCE2-44E1-A8D4-D648BC8014E4 Form: 16-02-0292 (Rev. 11-16)Page 3 of 3 "Includes copyrighted material of Insurance Services Office, Inc. with its permission" Under Paragraph D. - DEDUCTIBLE – of SECTION III – PHYSICAL DAMAGE COVERAGE the following is added: No deductible applies to glass damage if the glass is repaired rather than replaced. 11. TWO OR MORE DEDUCTIBLES Paragraph D.- DEDUCTIBLE – of SECTION III – PHYSICAL DAMAGE COVERAGE is amended to add the following: If this Coverage Form and any other Coverage Form or policy issued to you by us that is not an automobile policy or Coverage Form applies to the same “accident”, the following applies: 1. If the deductible under this Business Auto Coverage Form is the smaller (or smallest) deductible, it will be waived; or 2. If the deductible under this Business Auto Coverage Form is not the smaller (or smallest) deductible, it will be reduced by the amount of the smaller (or smallest) deductible. 12. AMENDED DUTIES IN THE EVENT OF ACCIDENT, CLAIM, SUIT OR LOSS Paragraph A.2.a. - DUTIES IN THE EVENT OF AN ACCIDENT, CLAIM, SUIT OR LOSS of SECTION IV - BUSINESS AUTO CONDITIONS is deleted and replaced with the following: a. In the event of “accident”, claim, “suit” or “loss”, you must promptly notify us when the “accident” is known to: (1) You or your authorized representative, if you are an individual; (2) A partner, or any authorized representative, if you are a partnership; (3) A member, if you are a limited liability company; or (4) An executive officer, insurance manager, or authorized representative, if you are an organization other than a partnership or limited liability company. Knowledge of an “accident”, claim, “suit” or “loss” by other persons does not imply that the persons listed above have such knowledge. Notice to us should include: (1) How, when and where the “accident” or “loss” occurred; (2) The “insured’s” name and address; and (3) To the extent possible, the names and addresses of any injured persons or witnesses. 13. WAIVER OF SUBROGATION Paragraph A.5. - TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US of SECTION IV – BUSINESS AUTO CONDITIONS is deleted and replaced with the following: 5. We will waive the right of recovery we would otherwise have against another person or organization for “loss” to which this insurance applies, provided the “insured” has waived their rights of recovery against such person or organization under a contract or agreement that is entered into before such “loss”. To the extent that the “insured’s” rights to recover damages for all or part of any payment made under this insurance has not been waived, those rights are transferred to us. That person or organization must do everything necessary to secure our rights and must do nothing after “accident” or “loss” to impair them. At our request, the insured will bring suit or transfer those rights to us and help us enforce them. 14.UNINTENTIONAL FAILURE TO DISCLOSE HAZARDS Paragraph B.2. – CONCEALMENT, MISREPRESENTATION or FRAUD of SECTION IV – BUSINESS AUTO CONDITIONS - is deleted and replaced with the following: If you unintentionally fail to disclose any hazards existing at the inception date of your policy, we will not void coverage under this Coverage Form because of such failure. 15. AUTOS RENTED BY EMPLOYEES Paragraph B.5. - OTHER INSURANCE of SECTION IV – BUSINESS AUTO CONDITIONS - is amended to add the following: e. Any “auto” hired or rented by your “employee” on your behalf and at your direction will be considered an “auto” you hire. If an “employee’s” personal insurance also applies on an excess basis to a covered “auto” hired or rented by your “employee” on your behalf and at your direction, this insurance will be primary to the “employee’s” personal insurance. 16. HIRED AUTO – COVERAGE TERRITORY Paragraph B.7.b.(5). - POLICY PERIOD, COVERAGE TERRITORY of SECTION IV – BUSINESS AUTO CONDITIONS is deleted and replaced with the following: (5) A covered “auto” of the private passenger type is leased, hired, rented or borrowed without a driver for a period of 45 days or less; and 17.RESULTANT MENTAL ANGUISH COVERAGE Paragraph C. of - SECTION V – DEFINITIONS is deleted and replaced by the following: “Bodily injury” means bodily injury, sickness or disease sustained by any person, including mental anguish or death as a result of the “bodily injury” sustained by that person. DocuSign Envelope ID: BFBB5D1A-FCE2-44E1-A8D4-D648BC8014E4 Policy #7818-8906 effective 9/1/2023 to 9/1/2024 Federal Insurance Co. DocuSign Envelope ID: BFBB5D1A-FCE2-44E1-A8D4-D648BC8014E4 Policy #7818-8906 effective 9/1/2023 to 9/1/2024 Federal Insurance CompanyDocuSign Envelope ID: BFBB5D1A-FCE2-44E1-A8D4-D648BC8014E4 Conditions Transfer Or Waiver Of Rights Of Recovery Against Others (continued) When We Do Not Renew Any amount recovered will be apportioned as follows: •first, we shall receive all amounts recovered until we have been fully reimbursed for allamounts we have incurred, including costs or expenses of such recovery proceedings. •Then, you are entitled to claim for any further amount recovered. Ifwe decide not to renew this policy, we will mail or deliver to the first named insured stated in the Declarations written notice of the nonrenewal not less than sixty (60) days before the expiration date. If notice of nonrenewal is mailed, proof of mailing will be sufficient proof of notice. Chubb Commercial Excess And Umbrella Insurance Form 07-02-0815 (Rev. 7-01) Contract Page 24 of32 Policy #7818-8906 effective 9/1/2023 to 9/1/2024 Federal Insurance Company DocuSign Envelope ID: BFBB5D1A-FCE2-44E1-A8D4-D648BC8014E4 WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 43 03 05 (Ed. 7-00) WC 43 03 05 (Ed. 7-00) © Copyright 2000 National Council on Compensation Insurance, Inc. All Rights Reserved. Policy No.1253663 This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. Insured HENRIKSEN BUTLER DESIGN GROUP LLC Endorsement No. Premium Endorsement Effective 09/01/2023 249 S 400 E Salt Lake City, UT 84111-2631 WCF Mutual Insurance CompanyInsurance Company Countersigned by UTAH WAIVER OF SUBROGATION ENDORSEMENT This endorsement applies only to the insurance provided by the policy because Utah is shown in Item 3.A. of the InformationPage. We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce ourright against the person or organization named in the Schedule. (This agreement applies only to the extent that you performwork 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. Our waiver of rights doesnot release your employees' rights against third parties and does not release our authority as trustee of claims against thirdparties. Schedule 1. WWaiver Type Blanket Any person or organization for whom the named insured has agreed by written contract to furnish this waiver. DocuSign Envelope ID: BFBB5D1A-FCE2-44E1-A8D4-D648BC8014E4 WC 00 03 13 (Ed. 4-84) © Copyright 1983–2006 National Council on Compensation Insurance, Inc. All Rights Reserved. WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 00 03 13 (Ed. 4-84) Policy No.2211730 This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. Insured HENRIKSEN BUTLER DESIGN GROUP LLC Endorsement No. Premium Endorsement Effective 09/01/2023 249 S 400 E Salt Lake City, UT 84111-2631 WCF National Insurance CompanyInsurance Company Countersigned by WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule. Schedule 1. Waiver Type Blanket A blanket waiver of subrogation is granted for all projects and contracts for the below named insured and its subsidiaries for all jobs requiring such a waiver in writing in all states excluding Texas listed under section 3A of your information page. DocuSign Envelope ID: BFBB5D1A-FCE2-44E1-A8D4-D648BC8014E4 DocuSign Envelope ID: BFBB5D1A-FCE2-44E1-A8D4-D648BC8014E4 DocuSign Envelope ID: BFBB5D1A-FCE2-44E1-A8D4-D648BC8014E4