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HomeMy WebLinkAboutValley CM Inc dba Valley Construction Management; 2020-11-19; PSA21-1281CMIDocuSign Envelope ID: 981718FA-915E-42E2-9A06-4B7EA4BB307A PSA21-1281CMI AGREEMENT FOR CONSTRUCTION MANAGEMENT AND INSPECTION SERVICES FOR VALVE REPLACEMENT PHASE II PROJECT VALLEY CM, INC. dba VALLEY CONSTRUCTION MANAGEMENT THIS AGREEMENT is made and entered into as of the day of , 2020, by and between the CARLSBAD MUNICIPAL WATER DISTRICT, a Public Agency organized under the Municipal Water Act of 1911, and a Subsidiary District of the City of Carlsbad, ("CMWD"), and VALLEY CM, INC., a California corporation, dba VALLEY CONSTRUCTION MANAGEMENT ("Contractor"). RECITALS A. CMWD requires the professional services of a consultant that is experienced in construction management and inspection. B. Contractor has the necessary experience in providing professional services and advice related to construction management and inspection. C. Contractor has submitted a proposal to CMWD under RFQ21-1228CMI and has affirmed its willingness and ability to perform such work. NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, CMWD and Contractor agree as follows: 1. SCOPE OF WORK CMWD retains Contractor to perform, and Contractor agrees to render, those services (the "Services") that are defined in attached Exhibit "A", which is incorporated by this reference in accordance with this Agreement's terms and conditions. 2. STANDARD OF PERFORMANCE While performing the Services, Contractor will exercise the reasonable professional care and skill customarily exercised by reputable members of Contractor's profession practicing in the Metropolitan Southern California Area, and will use reasonable diligence and best judgment while exercising its professional skill and expertise. 3. TERM The term of this Agreement will be effective for a period of two (2) years from the date first above written. The Executive Manager may amend the Agreement to extend it for one (1) additional one (1) year period or parts thereof. Extensions will be based upon a satisfactory review of Contractor's performance, CMWD needs, and appropriation of funds by the CMWD Board of Directors. The parties will prepare a written amendment indicating the effective date and length of the extended Agreement. 4. TIME IS OF THE ESSENCE Time is of the essence for each and every provision of this Agreement. 5. COMPENSATION The total fee payable for the Services to be performed during the initial Agreement term will be two hundred fifty-six thousand two hundred twenty dollars ($256,220.00). No other compensation for the Services will be allowed except for items covered by subsequent amendments to this Agreement. CMWD reserves the right to withhold a ten percent (10%) retention until CMWD has accepted the work and/or Services specified in Exhibit "A". Incremental payments, if applicable, should be made as outlined in attached Exhibit "A". General Counsel Approved Version 6/12/18 1 19thNovember DocuSign Envelope ID: 981718FA-915E-42E2-9A06-4B7EA4BB307A PSA21-1281CMI 6. PREVAILING WAGE RATES Any construction, alteration, demolition, repair, and maintenance work, including work performed during design and preconstruction such as inspection and land surveying work, cumulatively exceeding $1,000 and performed under this Agreement are subject to state prevailing wage laws. 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 the Section 1770, 1773 and 1773.1 of the California Labor Code. Pursuant to Section 1773.2 of the California Labor code, a current copy of 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 such workers employed by him or her in the execution of the Agreement. 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. 7. STATUS OF CONTRACTOR Contractor will perform the Services in Contractor's own way as an independent contractor and in pursuit of Contractor's independent calling, and not as an employee of CMWD. Contractor will be under control of CMWD only as to the result to be accomplished, but will consult with CMWD as necessary. The persons used by Contractor to provide services under this Agreement will not be considered employees of CMWD for any purposes. The payment made to Contractor pursuant to the Agreement will be the full and complete compensation to which Contractor is entitled. CMWD will not make any federal or state tax withholdings on behalf of Contractor or its agents, employees or subcontractors. CMWD will not be required to pay any workers' compensation insurance or unemployment contributions on behalf of Contractor or its employees or subcontractors. Contractor agrees to indemnify CMWD and the City of Carlsbad within thirty (30) days for any tax, retirement contribution, social security, overtime payment, unemployment payment or workers' compensation payment which CMWD may be required to make on behalf of Contractor or any agent, employee, or subcontractor of Contractor for work done under this Agreement. At CMWD's election, CMWD may deduct the indemnification amount from any balance owing to Contractor. 8. SUBCONTRACTING Contractor will not subcontract any portion of the Services without prior written approval of CMWD. If Contractor subcontracts any of the Services, Contractor will be fully responsible to CMWD for the acts and omissions of Contractor's subcontractor and of the persons either directly or indirectly employed by the subcontractor, as Contractor is for the acts and omissions of persons directly employed by Contractor. Nothing contained in this Agreement will create any contractual relationship between any subcontractor of Contractor and CMWD. Contractor will be responsible for payment of subcontractors. Contractor will bind every subcontractor and every subcontractor of a subcontractor by the terms of this Agreement applicable to Contractor's work unless specifically noted to the contrary in the subcontract and approved in writing by CMWD. 9. OTHER CONTRACTORS CMWD reserves the right to employ other Contractors in connection with the Services. General Counsel Approved Version 6/12/18 2 DocuSign Envelope ID: 981718FA-915E-42E2-9A06-4B7EA4BB307A PSA21-1281CM1 10. INDEMNIFICATION Contractor agrees to indemnify and hold harmless CMWD and the City of Carlsbad, their 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 CMWD or the City of Carlsbad incurs or makes to or on behalf of an injured employee under the their 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. 11. INSURANCE Contractor will obtain and maintain for the duration of the Agreement and any and all amendments, insurance against claims for injuries to persons or damage to property which may arise out of or in connection with performance of the services by Contractor or Contractor's agents, representatives, employees or subcontractors. The insurance will be obtained from an insurance carrier admitted and authorized to do business in the State of California. The insurance carrier is required to have a current Best's Key Rating of not less than "A-:VI I"; 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. 11.1 Coverages and Limits. Contractor will maintain the types of coverages and minimum limits indicated below, unless the Risk Manager or Executive Manager approves a lower amount. These minimum amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations under this Agreement. CMWD, its officers, agents and employees make no representation that the limits of the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect Contractor. If Contractor believes that any required insurance coverage is inadequate, Contractor will obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense. The full limits available to the named insured shall also be available and applicable to CMWD as an additional insured. 11.1.1 Commercial General Liability (CGL) Insurance. Insurance written on an "occurrence" basis, including personal & advertising injury, with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. 11.1.2 Automobile Liability (if the use of an automobile is involved for Contractor's work for CMWD). $2,000,000 combined single-limit per accident for bodily injury and property damage. 11.1.3 Workers' Compensation and Employer's Liability. Workers' Compensation limits as required by the California Labor Code. Workers' Compensation will not be required if Contractor has no employees and provides, to CMWD's satisfaction, a declaration stating this. 11.1.4 Professional Liability. Errors and omissions liability appropriate to Contractor's profession with limits of not less than $1,000,000 per claim. Coverage must be maintained for a period of five years following the date of completion of the work. General Counsel Approved Version 6/12/18 3 DocuSign Envelope ID: 981718FA-915E-42E2-9A06-4B7EA4BB307A PSA21-1281CMI 11.2. Additional Provisions. Contractor will ensure that the policies of insurance required under this Agreement contain, or are endorsed to contain, the following provisions: 11.2.1 CMWD will be named as an additional insured on Commercial General Liability which shall provide primary coverage to CMWD. 11.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be written as claims-made coverage. 11.2.3 This insurance will be in force during the life of the Agreement and any extensions of it and will not be canceled without thirty (30) days prior written notice to CMWD sent by certified mail pursuant to the Notice provisions of this Agreement. 11.3 Providing Certificates of Insurance and Endorsements. Prior to CMWD's execution of this Agreement, Contractor will furnish certificates of insurance and endorsements to CMWD. 11.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance coverages, then CMWD will have the option to declare Contractor in breach, or may purchase replacement insurance or pay the premiums that are due on existing policies in order to maintain the required coverages. Contractor is responsible for any payments made by CMWD to obtain or maintain insurance and CMWD may collect these payments from Contractor or deduct the amount paid from any sums due Contractor under this Agreement. 11.5 Submission of Insurance Policies. CMWD reserves the right to require, at anytime, complete and certified copies of any or all required insurance policies and endorsements. 12. BUSINESS LICENSE Contractor will obtain and maintain a City of Carlsbad Business License for the term of the Agreement, as may be amended from time-to-time. 13. ACCOUNTING RECORDS Contractor will maintain complete and accurate records with respect to costs incurred under this Agreement. All records will be clearly identifiable. Contractor will allow a representative of CMWD during normal business hours to examine, audit, and make transcripts or copies of records and any other documents created pursuant to this Agreement. Contractor will allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement. 14. OWNERSHIP OF DOCUMENTS All work product produced by Contractor or its agents, employees, and subcontractors pursuant to this Agreement is the property of CMWD. In the event this Agreement is terminated, all work product produced by Contractor or its agents, employees and subcontractors pursuant to this Agreement will be delivered at once to CMWD. Contractor will have the right to make one (1) copy of the work product for Contractor's records. 15. COPYRIGHTS Contractor agrees that all copyrights that arise from the services will be vested in CMWD and Contractor relinquishes all claims to the copyrights in favor of CMWD. General Counsel Approved Version 6/12/18 4 DocuSign Envelope ID: 981718FA-915E-42E2-9A06-4B7EA4BB307A PSA21-1281CM1 16. NOTICES The name of the persons who are authorized to give written notices or to receive written notice on behalf of CMWD and on behalf of Contractor under this Agreement. For CMWD For Contractor Name Valerie Airey Name Paul Mochel Title Municipal Projects Manager Title Project Manager Carlsbad Municipal Water District Address 3525 Del Mar Heights Road #192 Address 1635 Faraday Avenue San Diego, CA 92130 Carlsbad, CA 92008 Phone 866-966-2720 Phone 760-450-4101 E-mail paul.mochel@valleycm.com 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. 17. CONFLICT OF INTEREST Contractor shall file a Conflict of Interest Statement with the City Clerk in accordance with the requirements of the City of Carlsbad Conflict of Interest Code. The Contractor shall report investments or interests in all categories. Yes El No El 18. GENERAL COMPLIANCE WITH LAWS Contractor will keep fully informed of federal, state and local laws and ordinances and regulations which in any manner affect those employed by Contractor, or in any way affect the performance of the Services by Contractor. Contractor will at all times observe and comply with these laws, ordinances, and regulations and will be responsible for the compliance of Contractor's services with all applicable laws, ordinances and regulations. Contractor will be aware of the requirements of the Immigration Reform and Control Act of 1986 and will comply with those requirements, including, but not limited to, verifying the eligibility for employment of all agents, employees, subcontractors and consultants that the services required by this Agreement. 19. DISCRIMINATION AND HARASSMENT PROHIBITED Contractor will comply with all applicable local, state and federal laws and regulations prohibiting discrimination and harassment. 20. DISPUTE RESOLUTION If a dispute should arise regarding the performance of the Services the following procedure will be used to resolve any questions of fact or interpretation not otherwise settled by agreement between the parties. Representatives of Contractor or CMWD will reduce such questions, and their respective views, to writing. A copy of such documented dispute will be forwarded to both parties involved along with recommended methods of resolution, which would be of benefit to both parties. The representative receiving the letter will reply to the letter along with a recommended method of resolution within ten (10) business days. If the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the disputes will be forwarded to the Executive Manager. The Executive Manager will consider the facts and solutions recommended General Counsel Approved Version 6/12/18 5 DocuSign Envelope ID: 981718FA-915E-42E2-9A06-4B7EA4BB307A PSA21-1281CM1 by each party and may then opt to direct a solution to the problem. In such cases, the action of the Executive Manager will be binding upon the parties involved, although nothing in this procedure will prohibit the parties from seeking remedies available to them at law. 21. TERMINATION In the event of the Contractor's failure to prosecute, deliver, or perform the Services, CMWD may terminate this Agreement for nonperformance by notifying Contractor by certified mail of the termination. If CMWD decides to abandon or indefinitely postpone the work or services contemplated by this Agreement, CMWD may terminate this Agreement upon written notice to Contractor. Upon notification of termination, Contractor has five (5) business days to deliver any documents owned by CMWD and all work in progress to CMWD address contained in this Agreement. CMWD will make a determination of fact based upon the work product delivered to CMWD and of the percentage of work that Contractor has performed which is usable and of worth to CMWD in having the Agreement completed. Based upon that finding CMWD will determine the final payment of the Agreement. Either party upon tendering thirty (30) days written notice to the other party may terminate this Agreement. In this event and upon request of CMWD, Contractor will assemble the work product and put it in order for proper filing and closing and deliver it to CMWD. Contractor will be paid for work performed to the termination date; however, the total will not exceed the lump sum fee payable under this Agreement. CMWD will make the final determination as to the portions of tasks completed and the compensation to be made. 22. COVENANTS AGAINST CONTINGENT FEES Contractor warrants that Contractor has not employed or retained any company or person, other than a bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award or making of this Agreement. For breach or violation of this warranty, CMWD will have the right to annul this Agreement without liability, or, in its discretion, to deduct from the Agreement price or consideration, or otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent fee. 23. CLAIMS AND LAWSUITS By signing this Agreement, Contractor agrees that any agreement claim submitted to CMWD must be asserted as part of the agreement process as set forth in this Agreement and not in anticipation of litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is submitted to CMWD, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor acknowledges that California Government Code sections 12650 et seq., the False Claims Act applies to this Agreement and, provides for civil penalties where a person knowingly submits a false claim to a public entity. These provisions include false claims made with deliberate ignorance of the false information or in reckless disregard of the truth or falsity of information. If CMWD seeks to recover penalties pursuant to the False Claims Act, it is entitled to recover its litigation costs, including attorney's fees. Contractor acknowledges that the filing of a false claim may subject Contractor to an administrative debarment proceeding as the result of which Contractor may be prevented to act as a Contractor on any public work or improvement for a period of up to five (5) years. Contractor acknowledges debarment by another jurisdiction is grounds for CMWD to terminate this Agreement. General Counsel Approved Version 6/12/18 6 DocuSign Envelope ID: 981718FA-915E-42E2-9A06-4B7EA4BB307A PSA21-1281CMI 24. JURISDICTION AND VENUE Any action at law or in equity brought by either of the parties for the purpose of enforcing a right or rights provided for by this Agreement will be tried in a court of competent jurisdiction in the County of San Diego, State of California, and the parties waive all provisions of law providing for a change of venue in these proceedings to any other county. 25. SUCCESSORS AND ASSIGNS It is mutually understood and agreed that this Agreement will be binding upon CMWD and Contractor and their respective successors. Neither this Agreement nor any part of it nor any monies due or to become due under it may be assigned by Contractor without the prior consent of CMWD, which shall not be unreasonably withheld. 26. 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. /// /// /// /// /// /// /// /// /// /// /// /// III /// /// /// General Counsel Approved Version 6/12/18 7 DocuSign Envelope ID: 981718FA-915E-42E2-9A06-4B7EA4BB307A PSA21-1281CMI 27. 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 VALLEY CM, INC. a California corporation, dba VALLEY CONSTRUCTION MANAGEMENT By: e.d., Audut (sign here) Paul Mochel, Secretary (print name/title) By: aoliutzt nuctui, CARLSBAD MUNICIPAL WATER DISTRICT, a Public Agency organized under the Municipal Water Act of 1911, and a Subsidiary District of the City of Carlsbad 7 By: •Matt Hall, President ATTEST: (sign here) Galina R. Mochel, President 1B01414 cr7f) (print name/title) for Barbara Engleson, Se etary If required by CMWD, 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: CELIA A. BREWER, General Counsel By: Assistant General Counsel General Counsel Approved Version 6/12/18 8 DocuSign Envelope ID: 981718FA-915E-42E2-9A06-4B7EA4BB307A VALLEY Uanstruction Monagonent PSA21-1281CMI Exhibit A City of Carlsbad Valve Replacement Phase II Project Field Staff Resource Plan and Level Of Effort (Hours Per Month( Based on Project Specification Schedule 12 Month Construction Duration Position Name 1 2 3 4 5 6 7 8 9 10 11 12 13 14 Hours Rate Total Project Executive Paul Mocha!, PE, CCM 2 2 2 2 2 2 2 2 2 2 2 2 2 2 28 $165 $4,620 Senior Construction Manager Lisa Craig, CCM 50 50 50 50 50 50 50 50 50 50 50 50 50 50 700 $155 $108,500 Project Inspector James Gaddis 70 70 70 70 70 70 70 70 70 70 70 70 70 70 980 $135 $132,300 As-Needed Inspection Support Matt Luttrell As-Needed 80 $135 $10,800 1,788 ' $256,220 All costs are included in the hourly rate (auto, laptop, cell phone, etc.) Rates are based on current prevailing wage rates The intermittent nature of the shutdowns will require periodic part-time inspection during the potholing, preliminary excavation and paving restoration stages. Full-time inspection will be provided during the actual shutdown and tie-in work. Valley CM estimates 10 hours per week for periodic inspection of non-shutdown items (i.e. potholing, pre-excavaiton, paving, striping, etc.) and 12 hours per shutdown (Valley CM assumes 20 separate shutdowns even though several are requierd to be completed concurrently in case they must be handled independtly or addiitiona inspection is neede for multiple sites. DocuSign Envelope ID: 981718FA-915E-42E2-9A06-4B7EA4BB307A PSA21-1281CMI Exhibit A (continued) VALLEY CONSTRUCTION MANAGEMENT FEE SCHEDULE VALLEY Construction Management City of Carlsbad Valve Replacement Phase II Project ESTIMATED STAFF HOURS FOR EACH TASK AND STAFF MEMBER Task Task Description Paul Mochel Lisa Craig James Gaddis Matt Luttrell Principal Construction Manager inspector Inspection Support 1 PRECONSTRUCTION SERVICES 1.1 Constructability Review 8 8 0 0 1.2 Project Management 0 0 0 0 1.3 Preconstruction Conference 4 8 6 0 Task 1 Total Hours 12 16 6 0 Hourly Rate $165 $155 $135 $135 Task 1 Total Cost $1,980 $2,480 $810 $0 2 CONSTRUCTION SERVICES 2.1 Contract Administration 16 500 0 0 2.2 Reports and Communications 0 16 0 0 2.3 Photo Documentation 0 8 0 0 2.4 Construction Progress Meetings 0 40 0 0 2.5 Shop Drawings and Submittal Review 0 16 0 0 2.6 Plans and Specifications Interpretation 0 16 0 0 2.7 Construction Inspection Services 0 8 924 80 2.8 Progress Payments 0 24 0 0 2.9 Contractor's Claims & Change Orders 0 8 0 0 2.10 Stormwater Inspection Services 0 8 0 0 Task 2 Total Hours 16 644 924 80 Hourly Rate $165 $155 $135 $135 Task 2 Total Cost $2,640 $99,820 $124,740 $10,800 3 PROJECT CLOSEOUT 3.1 Closeout 0 40 50 0 Task 3 Total Hours 0 40 50 0 Hourly Rate $165 $155 $135 $135 Task 3 Total Cost $0 $6,200 $6,750 $0 PROJECT TOTAL HOURS 28 700 980 80 Hourly Rate $165 $155 $135 $135 PROJECT TOTAL COST $4,620 $108,500 $132,300 $10,800 TOTAL COST I. $256,220 ------ --1 0 AC7RE1 CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DDNYYY) 04/13/2020 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). PRODUCER Webster Insurance Agency, Inc. 8315 La Mesa Blvd. La Mesa, CA 91942 License #: 0M08728 CONTACT NAME: Daniel Webster PHONE FAX (A/C, No, Ext1: 619 433-3801 (A/C, No): 619 741-1047 E-MAIL ADDRESS: dan@websterinsur.com INSURER(S) AFFORDING COVERAGE NAIC # INSURER A : CRUM & FORSTER SPEC INS CO 44520 INSURED VALLEY CONSTRUCTION MANAGEMENT GALINA MOCHEL 3525 Del Mar Heights Rd #192 San Diego, CA 92130 INSURER B: California Auto Ins Co (MIC) 38342 INSURER C: CRUM & FORSTER SPEC INS CO INSURER 0: STATE COMPENSATION INSURANCE FUND INSURER E : INSURER F: • 4 - 25368 REVISION NUMBER: 150 - - - — - ---- 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 SHOVVN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE ADDL INSD SUBR INVD POLICY NUMBER POLICY EFF (MM/DDNYYY) POLICY EXP (MWDD/YYYY) LIMITS A x comMERCIAL GENERAL LIABILITY EPK-129075 11/24/2019 11/24/2020 EACH OCCURRENCE $ 1,000,000 DAMAGE TO RENTED PREMISES (Ea occurrence) $ 50,000 CLAIMS-MADE X OCCUR MED EXP (Any one person) 5,000 PERSONAL & ADV INJURY $ 1,000,000 GENERAL AGGREGATE $ 2,000,000 $ 2,000,000 GEN'L AGGREGATE POLICY OTHER: LIMIT APPLIES x I gar PER: LOC PRODUCTS - COMP/OP AGG $ B x AUTOMOBILE LIABILITY ANY AUTO OWNED AUTOS ONLY HIRED AUTOS ONLY SCHEDULED AUTOS NON-OVVNED AUTOS ONLY BA040000051349 03/18/2020 03/18/2021 C(E0aMaBecINidEeDnt)SINGLE LIMIT $ 1,000,000 BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ PROPERTY DAMAGE (Per accident) $ DEDUCTIBLE $ $1000 C X UMBRELLA LIAB EXCESS LIAB X OCCUR CLAIMS-MADE EFX-114039 11/24/2019 11/24/2020 EACH OCCURRENCE $ 4,000,000 AGGREGATE $ 4,000,000 $ DED 1 RETENTIONS n '''' WORKERS COMPENSATION AND EMPLOYERSLIABILITY ' ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below Y / N s.. T N/A 9087247-2020 04/15/2020 04/15/2021 X ;MUTE OTH- ER EL EACH ACCIDENT $ 1,000,000 EL. DISEASE- EA EMPLOYEE $ 1,000,000 EL DISEASE - POLICY LIMIT $ 1,000,000 A A PROFESSIONAL Professional EPK-129075 EPK-129075 11/24/2019 11/24/2019 11/24/2020 11/24/2020 Per claim Aggregate 1,000,000 2,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS /VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) AS PER CONTRACT 30 DAYS NOTICE OF CANCELLATION THE CERTIFICATE HOLDER IS NAMED AS ADDITIONAL INSURED AS RESPECTS OPERATIONS OF THE NAMED INSURED PERFORMED UNDER CONTRACT WITH THE CITY. CANCELLATION City of Carlsbad/CMWD 1200 CARLSBAD VILLAGE DRIVE. CARLSBAD, CA 92008 1 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHOR!? REPRESENTATIVE ,- (DLW) © 1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD Printed by DLW on April 13, 2020 at 11:12AM VALLEY CONSTRUCTION MANAGEMENT EPK-129075 THISfg4DOISEMENT CHANGES THE POLICY. PLEASE R "AD T CAREFULLY. LIMITED NOTICE OF CANCELLATION ENDORSEMENT This endorsement modifies insurance provided under the following: SERVICE PROVIDERS ENVIRONMENTAL COVERAGE FORM In consideration of the premium charged and sOlelY with respect to the coverage parts shown above, it is hereby agreed that the Common Provisions, Section IV — Conditions is amended by the addition of the following: Limited Notice Of Cancellation In the event that we cancel this Policy for any reason other than non-payment of premium and; a. The effective date of cancellation is prior to the expiration date of this Policy; and b. You are under an existing written contractual obligation to notify a certificate holder when this Policy is canceled and have provided to us, either directly or through your broker of record, the enutil address of a contact at each such certificate holder: and. c. We received this information after you received notice of cancellation of this Policy and prior to the effective date of cancellation, via an electronic spreadsheet that is acceptable to us, We will provide notice of cancellation via email to each such certificate holder within thirty C30) days of your providing such information to us. Proof of our emailing the notice of cancellation, using the information provided by you, will serve at .evidence:thatwe- have satisfied our obligations under this condition;. ALL OTHER TERMS AND CONDITIONS OF THE POLICY REMAIN UNCHANGED. SPE0118 - 0117 Page 1 of 1 POLICY NUMBER: EpK-129075 COMMERCIAL GENERAL LIABILITY CG 20 37 07 04 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organize- Location And Description Of Completed tion(s) Operations Any person or organization when you have agreed in writing n a contract or agreement that such person or organization be added as an Additional Insured for Completed Opera ions Coverage. Where specified by written contract. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. Section II — Who Is An insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury" or "property damage" caused, in whole or in part, by 'Your work" at the location designated and described in the schedule of this endorsement performed for that additional insured and included in the "products-. completed operations hazard". CG 20 37 07 04 © ISO Properties, Inc., 2004 Page 1 of 1 0 POLICY NUMBER: COMMERCIAL GENERAL LIABILITY EPK-129075 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name of Person or Organization: Any person or organization when you have agreed in writing in a contract or agreement to waive your right of recovery against such person or organization. (If no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to this endorsement.) The TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US Condition (Section IV — COMMER- CIAL GENERAL LIABILITY CONDITIONS) is amended by the addition of the following: We waive any right of recovery we may have against the person or organization shown in the Schedule above because of payments we make for injury or damage arising out of your ongoing operations or your wolf(' done under a contract with that person or organization and included in the "products-completed operations hazard". This waiver applies only to the person or organization shown in the Schedule above. CG 24 04 10 93 CG 24 04 10 93 Copyright, Insurance Services Office, Inc., 1992 Page 1 of 1 Policy #1:13A040000051349 Policy if: BA040000051349 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET WAIVER OF .SUBRUGATION This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement. SECTION IV — BUSINESSS AUTO CONDITIONS, A. Loss Conditions, 5. Transfer of Rights Of Recovery Against Others To Us, the following is added: We waive any right of recovery we may have against any person or organization to the extent required of you by a written contract executed prior to any "accident'. or loss', provided that the 'accident' or loss" arises out of the operations contemplated by such contract. The waiver applies only to the person or organization designated in such contract. MCA04440913 BUSINESS AUTO COVERAGE FORM NEWLY ACQUIRED OR FORMED ENTITY (Broad Form Named Insured) SECTION II - LIABILITY COVERAGE, A. Coverage, 1. Who Is An Insured, the following is added: d_ Any business entity newly acquired or formed by you during the policy period provided you own 50% or more of the business entity and the business entity is not separately insured for Business Auto Coverage. Coverage is extended up to a maximum of 180 days following acquisition or formation of the business entity. Coverage under this provision is afforded only until the end of the policy period. Coverage does not apply to an "accident" which occurred before you acquired or formed the organization. EMPLOYEES AS INSUREDS SECTION ll - LIABILITY COVERAGE, A. Coverage, 1. Who Is An Insured, the following is added: e. Any "employee" of yours is an "insured" while using a covered "auto" you don't own, hire or borrow in your business or your personal affairs. III. AUTOMATIC ADDITIONAL INSURED SECTION II - LIABILITY COVERAGE, A. Coverage, 1. Who Is An Insured, the following is added: f. Any person or organization that you are required to include as additional insured on the Coverage Form in a written contract or agreement that is signed and executed by you before the ''bodily injury" or "property damage" occurs and that is in effect during the policy period is an 'Insured" for Liability Coverage, but only for damages to which this insurance applies and only to the extent that person or organization qualifies as an Insured" under the Who Is An Insured provision contained in Section II. IV. EMPLOYEE HIRED AUTO LIABILITY SECTION II - LIABILITY COVERAGE, A. Coverage, 1. Who Is An Insured, the following is added: g. An "employee of yours is an "insured' while operating an "auto" hired or rented under a contract or agreement in that "employee's" name, with your permission, while performing duties related to the conduct of your business. V. SUPPLEMENTARY PAYMENTS SECTION II — LIABILITY COVERAGE, A. Coverage, 2. Coverage Extensions, a. Supplementary Payments, Subparagraphs (2) and (4) are replaced by the following: (2) Up to $3,000 for cost of bail bonds (including bonds for related traffic law violations) required because of an "accident" we cover. We are not obligated to furnish these bonds. (4) All reasonable expenses incurred by the "insured" at our request, including actual loss of earnings up to 5500 a day because of time off from work. Copyriert 2017 Mercury Insurance Services, [IC. All rights reserved. MCM5100817-CA Includes copyrighted material of Insurance Services Office, Inc., with its Permission Page 2 of 6 X. LOAN/LEASE GAP COVERAGE SECTION III - PHYSICAL DAMAGE COVERAGE C. Limit of Insurance, the following is added: 4. In the event of a ''total loss" to a covered "auto" shown in the schedule or declarations for which Collision and Comprehensive Coverage apply, we will pay any unpaid amount due on the lease or loan for that covered "auto; less: a. The amount paid under the Physical Damage Coverage Section of the policy; and b. Any: (1) Overdue lease/loan payments at the time of the "loss'; (2), Financial penalties imposed under a lease for excessive use, abnormal wear and tear or high mileage_ (3) Security deposits not returned by the lessor; (4) Costs for extended warranties, Credit Life Insurance, Health, Accident or Disability Insurance purchased with the loan or lease; and (5) Carry-over balances from previous loans or leases. The most we will pay under Auto Loan/Lease Gap Coverage for an insured auto is 25% of the actual cash value of that insured auto at the time of the loss. XI. GLASS REPAIR — DEDUCTIBLE WAIVER SECTION III - PHYSICAL DAMAGE COVERAGE, D. Deductible, the following is added: No deductible applies to glass damage if the glass is repaired rather than replaced. XII. TWO OR MORE DEDUCTIBLES SECTION III --PHYSICAL DAMAGE COVERAGE, D. Deductible, the following is added; If two or more "company" policies or coverage forms apply to the Same accident: 1_ If the applicable Business Auto deductible is the smallest, it will be waived; or 2. If the applicable Business Auto deductible is not the smallest, it will be reduced by the amount of the smallest deductible; or 3. If the loss involves two or more Business Auto coverage forms or policies the smallest deductible will be waived. For the purpose of this endorsement "company' means the company providing this insurance and any of the affiliated members of the Mercury Insurance Group of companies, XIII. AMENDED DUTIES IN EVENT OF ACCIDENT, CLAIM, SUIT OR LOSS The requirement in SECTION IV, BUSINESS AUTO CONDITIONS, A. Loss Conditions, 2. Duties In The Event Of Accident, Claim, Suit, Or toss, a., In the event of "accident'', you must notify us of an accident" applies only when the "accident" is known to: 11.) You, if you are an individual; (2.) A partner, if you are a partnership; (3) A member, if you area limited liability company; or (4) An executive officer or insurance manager, if you are a corporation. Copyright 2017 Mercury Insurance Services, LLC. All rights reserved. MCA85100817-CA Includes copyrighted material or Insurance Services Office, Inc., with its Permissien Page 4 016 XVIII. HIRED AUTO - COVERAGE TERRITORY SECTION IV - BUSINESS AUTO CONDITIONS, B. General Conditions, 7. Policy Period, Coverage Territory, e Anywhere in the world if:, is replaced by the following: e. Anywhere in the world if: 11.) A covered "auto" is leased, hired, rented or borrowed without a driver for a period of 30 days or less; and (2) The "insured's" responsibility to pay damages is determined in a "suit on the merits, in the United States of America, the territories and possessions of the United States of America, Puerto Rico, or Canada or in a settlement we agree to. XIX. BODILY INJURY REDEFINED TO INCLUDE RESULTANT MENTAL ANGUISH SECTION V — DEFINITIONS, C. "Bodily Injury" is amended by adding the following: "Bodily injury" also includes mental anguish but only when the mental anguish arises from other bodily injury, sickness, or disease Copyright 2017 Mercury Insurance Services, LLC. All rights reserved. MCA85100817-CA Includes copyrighted material of risurance Services Office, Inc., with its Permission Page 6 of 6