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Narc Destroyer; 2024-10-15;
City Attorney Approved Version 6/5/2024 Page 1 AGREEMENT FOR NARCOTIC DESTRUCTION SERVICES NARC DESTROYER, LLC THIS AGREEMENT is made and entered into as of the ______________ day of ___________________, 20__, by and between the City of Carlsbad, California, a municipal corporation ("City") and Narc Destroyer, a limited liability company ("Contractor”). RECITALS City requires the professional services of a consultant that is experienced in the destruction of narcotics and making them non-retrievable per Drug Enforcement Administration standards. 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 for a period of one (1) year from the date first above written. 3. COMPENSATION The total fee payable for the Services to be performed during the initial Agreement term shall not exceed ten thousand dollars ($10,000.00). 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. 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. 5. INDEMNIFICATION Contractor agrees to defend (with counsel approved by the City), indemnify, and hold harmless the City and its officers, elected and appointed officials, employees and volunteers from and against all claims, damages, losses and expenses including attorneys fees arising out of the performance of the work described herein caused by any willful misconduct or negligent act or omission of the Contractor, any subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable. If Contractor’s obligation to defend, indemnify, and/or hold harmless arises out of Contractor’s performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then, and only to the extent required by Civil Code Section 2782.8, which is fully incorporated herein, Contractor’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to Docusign Envelope ID: 07BA988F-4C6A-4C08-AB34-7DD728441D16 October 24 15th City Attorney Approved Version 6/5/2024 Page 2 the negligence, recklessness, or willful misconduct of the Contractor, and, upon Contractor obtaining a final adjudication by a court of competent jurisdiction. Contractor’s liability for such claim, including the cost to defend, shall not exceed the Contractor’s proportionate percentage of fault. 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. 6. 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. 7. 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 Darbie Ernst Name Garrett Rodewald Title Lieutenant Title Chief Operating Officer Department Police Address P.O. Box 188 City of Carlsbad Gonzales, CA 93926 Address 2560 Orion Way Phone No. 831-225-0530 Carlsbad, CA 92010 Email grodewald@gaiaca.com Phone No. 442-339-2139 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. Docusign Envelope ID: 07BA988F-4C6A-4C08-AB34-7DD728441D16 City Attorney Approved Version 6/5/2024 Page 3 8. 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 9. 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. 10. CALIFORNIA AIR RESOURCES BOARD (CARB) ADVANCED CLEAN FLEETS REGULATIONS Contractor’s vehicles with a gross vehicle weight rating greater than 8,500 lbs. and light-duty package delivery vehicles operated in California may be subject to the California Air Resources Board (CARB) Advanced Clean Fleets regulations. Such vehicles may therefore be subject to requirements to reduce emissions of air pollutants. For more information, please visit the CARB Advanced Clean Fleets webpage at https://ww2.arb.ca.gov/our-work/programs/advanced-clean-fleets. 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. 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 This Agreement shall be interpreted in accordance with the laws of the State of California. 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 Docusign Envelope ID: 07BA988F-4C6A-4C08-AB34-7DD728441D16 City Attorney Approved Version 6/5/2024 Page 4 under it, without the prior written consent of City. 15. THIRD PARTY RIGHTS Nothing in this Agreement should be construed to give any rights or benefits to any party other than the City and Contractor. 16. 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. 17. 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. This Agreement may be executed in counterparts. 18. 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 CITY OF CARLSBAD, a municipal corporation of the State of California Narc Destroyer, a limited liability company By: By: (sign here) Police Chief Garrett Rodewald / Chief Operating Officer and Co- Founder (print name/title) ATTEST: By: SHERRY FREISINGER, City Clerk (sign here) By: Deputy City Clerk (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: Docusign Envelope ID: 07BA988F-4C6A-4C08-AB34-7DD728441D16 City Attorney Approved Version 6/5/2024 Page 5 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: _____________________________ Assistant City Attorney Docusign Envelope ID: 07BA988F-4C6A-4C08-AB34-7DD728441D16 City Attorney Approved Version 6/5/2024 Page 6 EXHIBIT A SCOPE OF SERVICES AND FEE Narc Destroyer will perform on-site destruction of approximately two-hundred fifty (250) pounds of illicit narcotics, controlled substances, schedule I-V from the Carlsbad Police Department. Services are to be conducted on as needed basis and scheduled through the Property and Evidence Division of the Carlsbad Police Department. Narcotics shall be destroyed on-site by pulverization via ARV and full chemical dissolution until determined non-retrievable. Narcotics can remain in their packaging, wrapped, baled, etc. Narc Destroyer shall provide a complete Form-41 Certification of Destruction (COD) and Axon Body Worn Camera video clip at the completion of the project. • A standard service is comprised of a mobilization charge, operation/labor charge, straight cost of consumables and materials, and a final disposal charge. Narc Destroyer shall only utilize NarcX+ as a consumable good for narcotics destruction. • Per Title 21 CFR, Chapter II (Drug Enforcement Administration, Department of Justice), Part 1317 - Disposal, controlled substances shall be rendered non-retrievable. All rendered waste material shall be transported to the appropriate permitted solid waste facility for further treatment and/or disposal. • A Certificate of Destruction (CoD), Bill of Lading (BoL), or Waste Manifest/Tracking Document shall be provided at the completion of each project, at no additional cost. Video surveillance is available upon request. Additional fees may apply. • Prior to scheduled pickups, Narc Destroyer will provide a 30-minute courtesy call to confirm appointment. If unanswered, Narc Destroyer will assume confirmation. Onsite cancellation, denied access to facility, extended wait time (greater than 15 minutes), and waste not present for pickup, all constitute a “Late/ No Cancellation” event, and is subject to fees. Docusign Envelope ID: 07BA988F-4C6A-4C08-AB34-7DD728441D16 ITEM DESCRIPTION QUANTITY UNIT PRICE TOTAL AR11 ARV; Mobilization; Portal to Portal 4.00 $500.00 $2,000.00 AR21 ARV; Operation Charge; Hourly 1.50 $350.00 $ 525.00 CM71 Consumables; Rendering; NarcX Plus Solution 5.00 $250.00 $1,250.00 MD01 Material; Drum; 55 Gal Drum 1.00 $100.00 $100.00 ON55 Disposal; Non-Hazardous; 55 Gal Drum 1.00 $300.00 $ 300.00 FE24 Fee; Recovery; Energy, Environmental, Fuel (20%) 1.00 $835.00 $ 835.00 PROPOSAL TOTAL: ___ $_5 __ ,0_10_._o_o ... City Attorney Approved Version 6/5/2024 Page 7 • Weight limit, per 55 Gal Drum, is 300 lbs. It is estimated that approximately 200 - 300 lbs of narcotics shall fit into one (1) 55 Gal Drum. Narc Destroyer shall use, at a minimum, two (2) 5 Gal Drums of NarcX+ per one (1) 55 Gal Drum of narcotics. • A 20% Energy, Environmental, and Fuel Surcharge is applied to each invoice. Additional surcharges and fees are outlined in Narc Destroyer’s Professional Rate Sheet. • If smaller police agencies schedule a narcotic destruction day, the mobilization and labor charges will be divided amongst the number of participating agencies. • If the Carlsbad Police Department seizes more than 250 lbs of narcotics and requires an additional destruction date, the services will be quoted on a case-by-case basis. • Invoices are dated with the service date and provided following the review of work orders. Invoices are due upon receipt. Docusign Envelope ID: 07BA988F-4C6A-4C08-AB34-7DD728441D16 09/26/2024 Leavitt Central Coast Insurance Services, Inc. License #0G39781 950 East Blanco Rd, Suite 103 Salinas CA 93901 Melissa Langley (831) 424-6404 (831) 424-0140 melissa-langley@leavitt.com GAIACA LLC & GWR CA LLC, DBA: GAIACA WASTE REVITALIZATIONNARC DESTROYER LLC PO BOX 188 Gonzales CA 93926 Nautilus Insurance Company 17370 Key Insurance Company 12966 UCPM Environmental Insurance B2104 State Compensation Insurance Fund 35076 CL2421212730 A Y ECP2042588-10 02/07/2024 02/07/2025 1,000,000 1,000,000 10,000 1,000,000 2,000,000 2,000,000 B Y BAP204259810 02/07/2024 02/07/2025 1,000,000 C Y FFX2042589-10 02/07/2024 02/07/2025 4,000,000 4,000,000 D Y Y 9330644-2024 01/08/2024 01/08/2025 1,000,000 1,000,000 1,000,000 A Professional Liability POLLUTION LIABILITY Y ECP2042588-10 02/07/2024 02/07/2025 Each Claim $1,000,000 Aggregate Claims Expense $2,000,000 Each Claims Expense $1,000,000 Certificate Holder is included as Additional Insured with respects to General Liability, Automobile Liability and Excess Liability as per written contract. City of Carlsbad 2560 Orion Way Carlsbad CA 92010 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 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. $ $ $ $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 OCCURRENCEDAMAGE 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 Docusign Envelope ID: 07BA988F-4C6A-4C08-AB34-7DD728441D16 ACORD® I ~ I X I [8] - - ~ □ □ - -X - - - - X H I I XI I I □ I GAIACA WASTE REVITALIZATION GARIACA WASTE REVITA Doing Business As Doing Business As Additional Named Insureds Other Named Insureds OFAPPINF (02/2007)COPYRIGHT 2007, AMS SERVICES INC Docusign Envelope ID: 07BA988F-4C6A-4C08-AB34-7DD728441D16 Business Auto ADDITIONAL COVERAGES Ref #Description Edition DateForm No.Coverage Code Limit 1 Limit 2 Limit 3 Deductible Amount Deductible Type Premium Ref #Description Coverage Code Form No.Edition Date Limit 1 Limit 2 Limit 3 Deductible Amount Deductible Type Premium Ref #Description Coverage Code Form No.Edition Date Limit 1 Limit 2 Limit 3 Deductible Amount Deductible Type Premium Ref #Description Coverage Code Form No.Edition Date Limit 1 Limit 2 Limit 3 Deductible Amount Deductible Type Premium Ref #Description Coverage Code Form No.Edition Date Limit 1 Limit 2 Limit 3 Deductible Amount Deductible Type Premium Ref #Description Coverage Code Form No.Edition Date Limit 1 Limit 2 Limit 3 Deductible Amount Deductible Type Premium Ref #Description Coverage Code Form No.Edition Date Limit 1 Limit 2 Limit 3 Deductible Amount Deductible Type Premium Ref #Description Coverage Code Form No.Edition Date Limit 1 Limit 2 Limit 3 Deductible Amount Deductible Type Premium Ref #Description Coverage Code Form No.Edition Date Limit 1 Limit 2 Limit 3 Deductible Amount Deductible Type Premium Ref #Description Coverage Code Form No.Edition Date Limit 1 Limit 2 Limit 3 Deductible Amount Deductible Type Premium Ref #Description Coverage Code Form No.Edition Date Limit 1 Limit 2 Limit 3 Deductible Amount Deductible Type Premium Copyright 2001, AMS Services, Inc.OFADTLCV Docusign Envelope ID: 07BA988F-4C6A-4C08-AB34-7DD728441D16 I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED --OWNERS, LESSEES OR CONTRACTORS AUTOMATIC STATUS -ONGOING OPERATIONS -COVERAGE A, B, D.1 & D.4 Policy Number Policy Effective Date Policy Expiration Date Endorsement Effective ECP2042588-10 2/7/2024 2/7/2025 This endorsement modifies insurance provided under the following: ENVIRONMENTAL COMBINED POLICY I.SECTION Ill -WHO IS AN INSURED is amended to include as an additional insured: Date 2/7/2024 1.Any person or organization for whom you are performing operations when you and such person or organizationhave agreed in writing in a contract or agreement, in effect during this policy period, that such person ororganization be added as an additional insured on this policy; and 2.Any other person or organization you are explicitly required to add as an additional insured under the contract oragreement described in Paragraph 1. above. Such contract or agreement must be executed and in effect prior to the performance of your work which is thesubject of such contract or agreement. Such person(s) or organization(s) is an additional insured only with respect to liability for bodily injury or property damage under SECTION I -COVERAGE A -BODILY INJURY AND PROPERTY DAMAGE LIABILITY,Coverage D.1 -Contractors Pollution Legal Liability and Coverage D.4 -Microbial Substance Contractors Pollution Liability, or personal injury or advertising injury under SECTION I -COVERAGE B -PERSONAL ANDADVERTISING INJURY LIABILITY directly caused by: a.Your acts or omissions; orb.The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional insured described in Paragraph 1. or 2. above. However, the insurance afforded to such additional insured described above: a.Only applies to the extent permitted by law; andb.Will not be broader than that which you are required by the contract or agreement to provide for such additional insured, andc.Will not extend beyond that which is provided to you in this policy. A person's or organization's status as an additional insured under this endorsement ends when your operations for the person or organization described in Paragraph 1. above are completed. II.With respect to the insurance afforded to these additional insureds, the following additional exclusions apply: This insurance does not apply to: a.Bodily injury, property damage or personal and advertising injury arising out of the rendering of, or the failureto render, any professional architectural, engineering or surveying services, including: (1)The preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys,field orders, change orders or drawings and specifications; or (2)Supervisory, inspection, architectural or engineering activities. This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that insured, if the occurrence which caused the bodily injury or property damage, or the offense which caused the personal and advertising injury, involved the rendering of, or the failure to render any professional architectural, engineering or surveying services. b.Bodily injury or property damage occurring after: (1)All work, including materials, parts or equipment furnished in connection with such work, on the project (otherthan service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the locationof the covered operations has been completed; or ECP 1246 01 21 Includes copyrighted material of Insurance Services Office, Inc., used with its permission. Page 1 of 2 Docusign Envelope ID: 07BA988F-4C6A-4C08-AB34-7DD728441D16 Docusign Envelope ID: 07BA988F-4C6A-4C08-AB34-7DD728441D16 (2) That portion of your work out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. Ill. With respect to the insurance afforded to these additional insureds, the following is added to SECTION V -LIMITS OF INSURANCE: The most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement described in Paragraph 1.1.; or 2. Available under the applicable limits of insurance; whichever is less. This endorsement shall not increase the applicable limits of insurance. IV. With respect to the insurance afforded to these additional insureds, the following is added to SECTION VI - REPORTING, DEFENSE, SETTLEMENT & COOPERATION: 1. Duties --Additional Insured An additional insured must see to it that: a. We are notified in writing as soon as practicable of an occurrence or offense which may result in a claim or suit; b. We receive written notice of a claim or suit as soon as practicable; and c. A request for defense and indemnity of the claim or suit will promptly be brought against any policy issued by another insurer under which the additional insured may be an insured in any capacity. This provision does not apply to insurance on which the additional insured is a Named Insured, if the contract or agreement requires that this coverage be primary and noncontributory. V. SECTION VII -CONDITION 10. -Other Insurance is amended by the addition of the following which supersedes any provision to the contrary: Primary And Noncontributory Insurance This insurance is primary to and will not seek contribution from any other insurance available to a person(s) or organization(s) included as an additional insured under this endorsement provided that: 1. The additional insured person(s) or organization(s) is a Named Insured under such other insurance; and 2. You have agreed in writing in a contract or agreement, in effect during this policy period, that this insurance would be primary and would not seek contribution from any other insurance available to the additional insured person(s) or organization(s). Such contract or agreement must be executed and in effect prior to the performance of your work which is the subject of such contract or agreement. However, this provision does not apply if the other insurance available to the person(s) or organization(s) included as an additional insured is Owners and Contractors Protective Liability, Railroad Protective Liability, or similar project- specific, primary insurance. VI. This endorsement does not apply to an additional insured which has been added to this policy by an endorsement showing the additional insured in a SCHEDULE of additional insureds, and which endorsement applies to that designated additional insured. ALL OTHER TERMS AND CONDITIONS OF THE POLICY SHALL APPLY AND REMAIN UNCHANGED. ECP 1246 01 21 Includes copyrighted material of Insurance Services Office, Inc., used with its permission. Page 2 of 2 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED --OWNERS, LESSEES OR CONTRACTORS AUTOMATIC STATUS -COMPLETED OPERATIONS -COVERAGE A, D.1 & D.4 Policy Effective Date Policy Expiration Date Endorsement Effective Policy Number ECP2042588-10 2/7/2024 2/7/2025 This endorsement modifies insurance provided under the following: ENVIRONMENTAL COMBINED POLICY I.SECTION Ill -WHO IS AN INSURED is amended to include as an additional insured: Date 2/7/2024 1.Any person or organization for whom you have performed operations when you and such person or organization have agreed in writing in a contract or agreement, in effect during this policy period, that such person or organization be added as an additional insured on this policy; and 2.Any other person or organization you are explicitly required to add as an additional insured under the contract oragreement described in Paragraph 1. above. Such contract or agreement must be executed and in effect prior to the performance of your work included in theproducts-completed operations hazard which is the subject of such contract or agreement. Such person(s) or organization(s) is an additional insured only with respect to liability for bodily injury or propertydamage under SECTION I -COVERAGE A -BODILY INJURY AND PROPERTY DAMAGE LIABILITY,Coverage D.1 -Contractors Pollution Legal Liability and Coverage D.4 -Microbial Substance ContractorsPollution Liability, directly caused by your work performed for the additional insured described in Paragraph 1.or 2. above, and included in the products-completed operations hazard. However, the insurance afforded to such additional insured described above: a.Only applies to the extent permitted by law; andb.Will not be broader than that which you are required by the contract or agreement to provide for such additionalinsured; and c.Will not extend beyond that which is provided to you in this policy. II.With respect to the insurance afforded to these additional insureds, the following additional exclusions apply: This insurance does not apply to: a.Bodily injury or property damage arising out of the rendering of, or the failure to render, any professionalarchitectural, engineering or surveying services, including: (1)The preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; or(2)Supervisory, inspection, architectural or engineering activities. This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that insured, if the occurrence which caused the bodily injury or property damage involved the rendering of, or the failure to render any professional architectural, engineering or surveying services. Ill. With respect to the insurance afforded to these additional insureds, the following is added to SECTION V -LIMITS OF INSURANCE: The most we will pay on behalf of the additional insured is the amount of insurance: 1.Required by the contract or agreement described in Paragraph 1.1.; or 2.Available under the applicable limits of insurance; whichever is less. This endorsement shall not increase the applicable limits of insurance. IV.With respect to the insurance afforded to these additional insureds, the following is added to SECTION VI - ECP 1248 01 21 Includes copyrighted material of Insurance Services Office, Inc., used with its permission. Page 1 of 2 Docusign Envelope ID: 07BA988F-4C6A-4C08-AB34-7DD728441D16 Docusign Envelope ID: 07BA988F-4C6A-4C08-AB34-7DD728441D16 REPORTING, DEFENSE, SETTLEMENT & COOPERATION: 1. Duties --Additional Insured An additional insured must see to it that: a. We are notified in writing as soon as practicable of an occurrence which may result in a claim or suit; b. We receive written notice of a claim or suit as soon as practicable; and c. A request for defense and indemnity of the claim or suit will promptly be brought against any policy issued by another insurer under which the additional insured may be an insured in any capacity. This provision does not apply to insurance on which the additional insured is a Named Insured, if the contract or agreement requires that this coverage be primary and noncontributory. V. SECTION VII -CONDITION 10. -Other Insurance is amended by the addition of the following which supersedes any provision to the contrary: Primary And Noncontributory Insurance This insurance is primary to and will not seek contribution from any other insurance available to a person(s) or organization(s) included as an additional insured under this endorsement provided that: 1. The additional insured person(s) or organization(s) is a Named Insured under such other insurance; and 2. You have agreed in writing in a contract or agreement, in effect during this policy period, that this insurance would be primary and would not seek contribution from any other insurance available to the additional insured person(s) or organization(s). Such contract or agreement must be executed and in effect prior to the performance of your work included in the products-completed operations hazard which is the subject of such contract or agreement. However, this provision does not apply if the other insurance available to the person(s) or organization(s) included as an additional insured is Owners and Contractors Protective Liability, Railroad Protective Liability, or similar project- specific, primary insurance. VI. This endorsement does not apply to an additional insured which has been added to this policy by an endorsement showing the additional insured in a SCHEDULE of additional insureds, and which endorsement applies to that designated additional insured. ALL OTHER TERMS AND CONDITIONS OF THE POLICY SHALL APPLY AND REMAIN UNCHANGED. ECP 1248 01 21 Includes copyrighted material of Insurance Services Office, Inc., used with its permission. Page 2 of 2