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HomeMy WebLinkAbout24S123 - Architectural Resources Group, Inc.Page 1 of 3 Revised: 10.31.23 AMENDMENT NO. 3 TO THE CONTRACT SERVICES AGREEMENT 24S123 SECTION 14 HISTORICAL CONTEXT STUDY BETWEEN THE CITY PALM SPRINGS AND ARCHITECTURAL RESOURCES GROUP, INC. 1.Parties and Date. This Amendment No. 3 to the Section 14 Historical Context Study is made and entered into as of this 29th day of April 2025, by and between the City of Palm Springs (“City”) and Architectural Resources Group, Inc., a California Corporation with its principal place of business at 360 E. 2nd Street, Suite 225, Los Angeles, CA 92262 (“Contractor”). City and Contractor are sometimes individually referred to as “Party” and collectively as “Parties.” 2.Recitals. 2.1 Agreement. The City and Contractor have entered into an agreement entitled “Section 14 Historical Context Study” dated June 10, 2024 (“Agreement”) for the purpose of retaining the services of Contractor to provide a historical context study for Section 14 in Palm Springs for an amount not to exceed $74,990 and a term of June 10, 2024, to December 31, 2024. 2.2 Amendment No. 1. The City and Contractor entered into Amendment No. 1 to amend the Agreement scope to add a peer review process for the completed document, add an additional $32,500 for a revised contract amount not to exceed $107,490, and to extend the term through May 5, 2025. 2.3 Amendment No. 2. The City and Contractor entered into Amendment No. 2 to amend the Agreement scope to modify the tasks added by Amendment No. 1 to clarify the peer review process. 2.4 Amendment No. 3. The City and Contractor desire to amend the Agreement term to extend the term through August 31, 2025. 2.5 Amendment Authority. This Amendment No. 3 is authorized pursuant to Section 3.3 of the Agreement. 3.Terms. 3.1 4.4 Term. Section 4.4 of the Agreement is hereby amended and replaced in its entirety as follows: “4.4 Term. Unless earlier terminated in accordance with Section 4.5 of this Agreement, this Agreement shall continue in full force and effect for a period of approximately one Docusign Envelope ID: 85E809D6-0EFE-4C30-A393-5F738C4820E2 Page 2 of 3 Revised: 10.31.23 year and two months and 21 days, commencing on June 10, 2024, and ending on August 31, 2025, unless extended by mutual written agreement of the Parties.” 3.2 Continuing Effect of Agreement. Except as amended by this Amendment No. 3, all other provisions of the Agreement remain in full force and effect and shall govern the actions of the parties under this Amendment No. 3. From and after the date of this Amendment No. 3, whenever the term “Agreement” or “Contract” appears in the Agreement, it shall mean the Agreement as amended by this Amendment No. 3. 3.3 Adequate Consideration. The Parties hereto irrevocably stipulate and agree that they have each received adequate and independent consideration for the performance of the obligations they have undertaken pursuant to this Amendment No. 3. 3.4 Severability. If any portion of this Amendment No. 3 is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect. 3.5 Counterparts. This Amendment No. 3 may be executed in duplicate originals, each of which is deemed to be an original, but when taken together shall constitute but one and the same instrument. [SIGNATURES ON FOLLOWING PAGE] Docusign Envelope ID: 85E809D6-0EFE-4C30-A393-5F738C4820E2 Page 3 of 3 Revised: 10.31.23 SIGNATURE PAGE TO AGREEMENT BY AND BETWEEN THE CITY OF PALM SPRINGS AND ARCHITECTURAL RESOURCES GROUP, INC. IN WITNESS WHEREOF, the Parties have executed this Agreement as of the dates stated below. CONTRACTOR: By: _______________________________________ By: _________________________________________ Signature Signature (2nd signature required for Corporations) Date: Date: CITY OF PALM SPRINGS: APPROVED BY CITY COUNCIL: Date: _N/A______ Item No. N/A APPROVED AS TO FORM: ATTEST: By: ___________________________ By: _______________________________ City Attorney City Clerk APPROVED: By: _______________________________ Date: City Manager – over $50,000 Deputy/Assistant City Manager – up to $50,000 Director – up to $25,000 Manager – up to $5,000 Docusign Envelope ID: 85E809D6-0EFE-4C30-A393-5F738C4820E2 4/29/2025 4/29/2025 4/29/2025 Page 1 of 3 Revised: 10.31.23 AMENDMENT NO. 2 TO THE CONTRACT SERVICES AGREEMENT 24S123 SECTION 14 HISTORICAL CONTEXT STUDY BETWEEN THE CITY PALM SPRINGS AND ARCHITECTURAL RESOURCES GROUP, INC. 1. Parties and Date. This Amendment No. 2 to the Section 14 Historical Context Study is made and entered into as of this 5th day of February, 2025, by and between the City of Palm Springs (“City”) and Architectural Resources Group, Inc., a California Corporation with its principal place of business at 360 E. 2nd Street, Suite 225, Los Angeles, CA 92262 ( “Contractor”). City and Contractor are sometimes individually referred to as “Party” and collectively as “Parties.” 2. Recitals. 2.1 Agreement. The City and Contractor have entered into an agreement entitled “Section 14 Historical Context Study” dated June 10, 2024 (“Agreement”) for the purpose of retaining the services of Contractor to provide a historical context study for Section 14 in Palm Springs for an amount not to exceed $74,990 and a term of June 10, 2024, to December 31, 2024. 2.2 Amendment No. 1. The Parties entered into Amendment No. 1 to amend the Agreement scope to add a peer review process for the completed document, provide additional funding the amount of $32,500 for a revised contract amount not to exceed $107,490, and to extend the term through May 5, 2025. 2.3 Amendment No. 2. The City and Contractor desire to amend the Agreement scope to modify the tasks added by Amendment No. 1 to clarify the peer review process. 2.4 Amendment Authority. This Amendment No. 2 is authorized pursuant to Section 4.4 of the Agreement. 3. Terms. 3.1 Section 1.1 Scope of Services. Section 1.1 of the Agreement is hereby amended to replace the additive scope of work incorporated by Amendment No. 1 and replace with the following scope of work for the peer review: Task 1. Management and Meetings ARG will continue working closely with the City of Palm Springs to initiate and complete the peer review. We anticipate ongoing communication and remote meetings with City planning staff as needed. Docusign Envelope ID: 6313E360-242C-4776-95D3-E03E529DF72FDocusign Envelope ID: 85E809D6-0EFE-4C30-A393-5F738C4820E2 Page 2 of 3 Revised: 10.31.23 Task 2. First Revision ARG will review comments provided to the City by Ms. Conrad and three additional reviewers selected by the City, conduct supplemental research as needed, and revise the existing Study as appropriate. The revised Study will be submitted to the City and peer reviewers in Word format to allow markup within the document if desired. Task 3. Peer Review The peer reviewers will review the revised Study and provide comments for revision, in markup within the Word document, in a separate Word/Excel/PDF table, or both. Reviewers will convey all feedback via comments for ARG to use in revision, rather than making edits to the text directly. After receipt of all comments, ARG and reviewers will discuss questions and make clarifications in no more than three remote meetings (one with each peer reviewer, understanding that two reviewers have requested a joint meeting). Task 4. Second Revision Following receipt of peer reviewer comments, ARG will review all, conduct supplemental research as needed, and revise the existing Study as appropriate. The revised Study will be submitted to the City in Word format for review. Task 5. Final Revision Following receipt of City comments, ARG will revise accordingly and submit the final Study in PDF format. 3.2 Continuing Effect of Agreement. Except as amended by this Amendment No. 2, all other provisions of the Agreement remain in full force and effect and shall govern the actions of the parties under this Amendment No. 2. From and after the date of this Amendment No. 2, whenever the term “Agreement” or “Contract” appears in the Agreement, it shall mean the Agreement as amended by this Amendment No. 2. 3.3 Adequate Consideration. The Parties hereto irrevocably stipulate and agree that they have each received adequate and independent consideration for the performance of the obligations they have undertaken pursuant to this Amendment No. 2. 3.4 Severability. If any portion of this Amendment No. 2 is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect. 3.5 Counterparts. This Amendment No. 2 may be executed in duplicate originals, each of which is deemed to be an original, but when taken together shall constitute but one and the same instrument. [SIGNATURES ON FOLLOWING PAGE] Docusign Envelope ID: 6313E360-242C-4776-95D3-E03E529DF72FDocusign Envelope ID: 85E809D6-0EFE-4C30-A393-5F738C4820E2 Page 3 of 3 Revised: 10.31.23 SIGNATURE PAGE TO AGREEMENT BY AND BETWEEN THE CITY OF PALM SPRINGS AND ARCHITECTURAL RESOURCES GROUP, INC. IN WITNESS WHEREOF, the Parties have executed this Agreement as of the dates stated below. CONTRACTOR: By: _______________________________________ By: _________________________________________ Signature Signature (2nd signature required for Corporations) Date: Date: CITY OF PALM SPRINGS: APPROVED BY CITY COUNCIL: Date: _N/A______ Item No. N/A APPROVED AS TO FORM: ATTEST: By: ___________________________ By: _______________________________ City Attorney City Clerk APPROVED: By: _______________________________ Date: City Manager – over $50,000 Deputy/Assistant City Manager – up to $50,000 Director – up to $25,000 Manager – up to $5,000 Docusign Envelope ID: 6313E360-242C-4776-95D3-E03E529DF72F 2/5/2025 2/5/2025 2/6/2025 Docusign Envelope ID: 85E809D6-0EFE-4C30-A393-5F738C4820E2 CONTRACT ABSTRACT Contract/Amendment Name of Contract: Company Name: Company Contact: Email: Summary of Services: Contract Price: Contract Term: Public Integrity/ Business Disclosure Forms: Contract Administration Lead Department: Contract Administrator/ Ext: Contract Approvals Council/City Manager Approval Date: Agreement Number: Amendment Number: Contract Compliance Exhibits: Insurance: Routed By: Bonds: Business License: Sole Source Co-Op CoOp Agmt #: Sole Source Documents: CoOp Name: CoOp Pricing: By: Submitted on: Contract Abstract Form Rev 8.16.23 Authorized Signers: Name, Email (Corporations require 2 signatures) Section 14 Historical Context Study - Amendment 1 Architectural Resources Group, Inc. Katie Horak, Principal K.Horak@ARGCREATE.com Provide a peer review of historical context study related to the Section 14 area of Palm Springs $74,990 + 32,500 = $107,490 five months n/a Katie Horak K.Horak@ARGCREATE.com Lisa Yergovich lisa@argcreate.com Procurement and Contracting Kim Baker 8368 n/a 24S123 - Amendment 1 Yes Yes Yes Procurement N/A No January 7, 2025 Kim Baker Docusign Envelope ID: 40C3DEEA-8734-4F2A-A571-8B12DFBE16D7 Page 1 of 4 Revised: 10.31.23 AMENDMENT NO. 1 TO THE CONTRACT SERVICES AGREEMENT 24S123 SECTION 14 HISTORICAL CONTEXT STUDY BETWEEN THE CITY PALM SPRINGS AND ARCHITECTURAL RESOURCES GROUP, INC. 1. Parties and Date. This Amendment No. 1 to the Section 14 Historical Context Study is made and entered into as of this 13th day of January, 2025, by and between the City of Palm Springs (“City”) and Architectural Resources Group, Inc., a California Corporation with its principal place of business at 360 E. 2nd Street, Suite 225, Los Angeles, CA 92262 ( “Contractor”). City and Contractor are sometimes individually referred to as “Party” and collectively as “Parties.” 2. Recitals. 2.1 Agreement. The City and Contractor have entered into an agreement entitled “Section 14 Historical Context Study” dated June 10, 2024 (“Agreement”) for the purpose of retaining the services of Contractor to provide a historical context study for Section 14 in Palm Springs for an amount not to exceed $74,990 and a term of June 10, 2024 to December 31, 2024. 2.2 Amendment. The City and Contractor desire to amend the Agreement scope to add a peer review process for the completed document, increase the compensation accordingly, and to extend the term of the contract for this work to take place. 2.3 Amendment Authority. This Amendment No. 1 is authorized pursuant to Section 4.4 of the Agreement. 3. Terms. 3.1 Section 1.1 Scope of Services. Section 1.1 of the Agreement is hereby amended to add the following scope of work for a peer review: Task 1. Management and Meetings The Contractor will continue working closely with the City of Palm Springs to initiate and complete the peer review, to include ongoing communication and remote meetings with City staff as needed. The Contractor will participate in a maximum of one remote meeting with the peer reviewers and will maintain email communication with them on an ongoing, as-needed basis. Task 2. First Revision The Contractor will review preliminary comments already provided, conduct supplemental research as needed, and revise the existing Study as appropriate. The Docusign Envelope ID: 40C3DEEA-8734-4F2A-A571-8B12DFBE16D7 Page 2 of 4 Revised: 10.31.23 revised Study shall be submitted to the City and peer reviewers in Word format to allow markup within the document if desired. Task 3. Peer Review The peer reviewers will review the revised Study and provide comments for revision, in markup within the Word document, in a separate Word/Excel/PDF table, or both. Reviewers will convey all feedback via comments for the Contractor to use in revision, rather than making edits to the text directly. After receipt of all comments, the Contractor and reviewers will discuss questions and make clarifications in a remote meeting as needed. Task 4. Second Revision Following receipt of peer reviewer comments, the Contractor will review all, conduct supplemental research as needed, and revise the existing Study as appropriate. The revised Study will be submitted to the City in Word format for review. Task 5. Final Revision Following receipt of City comments, the Contractor will revise accordingly and submit the final Study in PDF format. The Contractor will also revise the Key Findings document to reflect the final Study findings and submit it in PDF format. 3.2 Section 3.1 Compensation of Contractor. Section 3.1 of the Agreement is hereby amended to add the additional cost for this peer review of a not to exceed $32,500 and a revised contract amount not to exceed $107,490. 3.3 Section 4.4 Term. Section 4.4 of the Agreement is hereby amended to add the additional time for this peer review and therefore revising the term of the contract to commencing on June 10, 2024 and ending on May 5, 2025 3.4 Continuing Effect of Agreement. Except as amended by this Amendment No. 1, all other provisions of the Agreement remain in full force and effect and shall govern the actions of the parties under this Amendment No. 1. From and after the date of this Amendment No. 1, whenever the term “Agreement” or “Contract” appears in the Agreement, it shall mean the Agreement as amended by this Amendment No. 1. 3.5 Adequate Consideration. The Parties hereto irrevocably stipulate and agree that they have each received adequate and independent consideration for the performance of the obligations they have undertaken pursuant to this Amendment No. 1. 3.6 Severability. If any portion of this Amendment No. 1 is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect. 3.7 Counterparts. This Amendment No. 1 may be executed in duplicate originals, each of which is deemed to be an original, but when taken together shall constitute but one and the same instrument. Docusign Envelope ID: 40C3DEEA-8734-4F2A-A571-8B12DFBE16D7 Page 3 of 4 Revised: 10.31.23 [SIGNATURES ON FOLLOWING PAGE] Docusign Envelope ID: 40C3DEEA-8734-4F2A-A571-8B12DFBE16D7 Page 4 of 4 Revised: 10.31.23 SIGNATURE PAGE TO AGREEMENT BY AND BETWEEN THE CITY OF PALM SPRINGS AND [***INSERT NAME***] IN WITNESS WHEREOF, the Parties have executed this Agreement as of the dates stated below. CONTRACTOR: By: _______________________________________ By: _________________________________________ Signature Signature (2nd signature required for Corporations) Date: Date: CITY OF PALM SPRINGS: APPROVED BY CITY COUNCIL: Date: _______ Item No. APPROVED AS TO FORM: ATTEST: By: ___________________________ By: _______________________________ City Attorney City Clerk APPROVED: By: _______________________________ Date: City Manager – over $50,000 Deputy/Assistant City Manager – up to $50,000 Director – up to $25,000 Manager – up to $5,000 Docusign Envelope ID: 40C3DEEA-8734-4F2A-A571-8B12DFBE16D7 1/7/2025 1/7/2025 1/9/2025 1U 1/9/2025 CITY OF PALM SPRINGS 3200 E TAHQUITZ CANYON WAY, PALM SPRINGS, CA 92262 (760) 322-8328 BUSINESS LICENSE CERTIFICATE Fees Paid:$227.00 ISSUANCE OF THIS LICENSE DOES NOT ENTITLE THE LICENSEE TO OPERATE OR MAINTAIN A BUSINESS IN VIOLATION OF ANY OTHER LAW OR ORDINANCE. THIS IS NOT AN ENDORSEMENT OF THE ACTIVITY NOR OF THE APPLICANT'S QUALIFICATIONS. Business Name:ARCHITECTUAL RESOURCES GROUP, INC DBA: Owner:Architectural Resources Group, Inc Mailing Address: License Number:OC-000743-2023 Expiration Date:07/31/2025 PLEASE NOTE THAT IT IS YOUR RESPONSIBILITY TO RENEW AND UPDATE THIS LICENSE ANNUALLY. Business Location:PIER 9 THE EMBARCADERO SUITE 107, SAN FRANCISCO, CA 94111 Business Description:ARCHITECTUAL SERVICES TO BE POSTED IN A CONSPICUOUS PLACE Docusign Envelope ID: 40C3DEEA-8734-4F2A-A571-8B12DFBE16D7 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 below If 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 HIRED AUTOS ONLY 8/14/2024 AssuredPartners Design Professionals Insurance Services,LLC 3697 Mt.Diablo Blvd.,Suite 230 Lafayette CA 94549 Jennifer Aguirre 626-381-9091 CertsDesignPro@AssuredPartners.com License#:6003745 XL Speciality Insurance Company 37885 ARCHRES-04 The Travelers Indemnity Company of Connecticut 25682ArchitecturalResourcesGroup,Inc. Pier 9,The Embarcadero,Suite 107 San Francisco CA 94111 Travelers Casualty and Surety Co of America 31194 97230461 B X 2,000,000 X 1,000,000 X Contractual Liab 10,000 Included 2,000,000 4,000,000 X Y Y 6802H186591 9/1/2024 9/1/2025 4,000,000 B 1,000,000 X X Y Y BA1S985277 9/1/2024 9/1/2025 C XYUB6Y2649149/1/2024 9/1/2025 1,000,000 1,000,000 1,000,000 A Professional Liability & Contractors Pollution Legal Liability DPR5032672 9/1/2024 9/1/2025 Per Claim/$2,000,000 Included $2,000,000/Agg lmt Insured owns no company vehicles;therefore,hired/non-owned auto is the maximum coverage that applies. RE:ARG Project #17015,Case #3.4001 MAA Demo,401 West Merito Historic Resources Report -The City of Palm Springs,its officials,employees and agents are named Additional Insureds for General and Auto Liability.Severability of Interest applies to the General Liability policy.Insurance is primary and non contributory per policy form.Waiver of Subrogation applies to Workers'Compensation.CANCELLATION:30 day notice will be sent to the certificate holder. 30 Day Notice of Cancellation City of Palm Springs Attn:City Manager/City Clerk 3200 E.Tahquitz Canyon Way Palm Springs CA 92262 Docusign Envelope ID: 40C3DEEA-8734-4F2A-A571-8B12DFBE16D7 WORKERS COMPENSATION AND EMPLOYERS LIABILITY POLICY ENDORSEMENT WC 99 03 76 (A) POLICY NUMBER: WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT CALIFORNIA (BLANKET WAIVER) 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. The additional premium for this endorsement shall be %of the California workers'compensation pre- mium. Schedule Person or Organization Job Description This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) Insurance Company Countersigned by DATE OF ISSUE:Page 1 of 1 Any Person or organization for which the insured has agreed by written contract executed prior to loss to furnish this waiver. UB6Y264914 Travelers Casualty and Surety Co of America 8/14/2024 Docusign Envelope ID: 40C3DEEA-8734-4F2A-A571-8B12DFBE16D7 COMMERCIAL GENERAL LIABILITY c. Method Of Sharing If all of the other insurance permits contribution by equal shares, we will follow this method also. Under this approach each insurer contributes equal amounts until it has paid its applicable limit of insurance or none of the loss remains, whichever comes first. If any of the other insurance does not permit contribution by equal shares, we will contribute by limits. Under this methoo, each insurer's share is based on the ratio of its applicable limit of insurance to the total applicable limits of insurance of all insurers. d. Primary And Non-Contributory Insurance If Required By Written Contract If you specifically agree in a written contract or agreement that the insurance afforded to an insured under this Coverage Part must apply on a primary basis, or a primary and non- contributory basis. this insurance is primary to other insurance that is available to such insured which covers such insured as a named insured, and we will not share with that other insurance, provided that: (1) The "bodily injury'' or "property damage" for which coverage is sought occurs; and (2) The "personal and advertising injury" for which coverage is sought is caused by an offense that is committed; subsequent to the signing of that contract or agreement by you. 5. Premium Audit a. We will compute all premiums for this Coverage Part in accordance with our rules and rates. b. Premium shown in this Coverage Part as advance premium is a deposit premium only. At the close of each audit perioo we will compute the earned premium for that period and send notice to the first Named Insured. The due date for audit and retrospective premiums is the date shown as the due date on the bill. If the sum of the advance and audit premiums paid for the policy period is greater than the earned premium, we will return the excess to the first Named Insured. c. The first Named Insured must keep records of the information we need for premium computation , and send us copies at such times as we may request. 6. Representations By accepting this policy, you agree: a. The statements in the Declarations are accurate and complete; b. Those statements are based upon representations you made to us; and c. We have issued this policy in reliance upon your representations. The unintentional omission of, or unintentional error in, any information provided by you which we relied upon in issuing this policy will not prejudice your rights under this insurance. However, this provision does not affect our right to collect additional premium or to exercise our rights of cancellation or nonrenewal in accordance with applicable insurance laws or regulations. 7. Separation Of Insureds Except with respect to the Limits of Insurance, and any rights or duties specifically assigned in this Coverage Part to the first Named Insured, this insurance applies: a. As if each Named Insured were the only Named Insured; and b. Separately to each insured against whom claim is made or "suit" is brought. 8. Transfer Of Rights Of Recovery Against Others To Us If the insured has rights to recover all or part of any payment we have made under this Coverage Part, those rights are transferred to us. The insured must do nothing after loss to impair them. At our request, the insured will bring "suit" or transfer those rights to us and help us enforce them. 9. When We Do Not Renew If we decide not to renew this Coverage Part, we will mail or deliver to the first Named Insured shown in the Declarations written not ice of the nonrenewal not less than 30 days before the expiration date. If notice is mailed, proof of mailing will be sufficient proof of notice. SECTION V -DEFINITIONS 1. "Advertisement" means a notice that is broadcast or published to the general public or specific market segments about your goods, products or services for the purpose of attracting customers or supporters. For the purposes of this definition: a. Notices that are published include material placed on the Internet or on similar electronic means of communication; and b. Regarding websites, only that part of a website that is about your goods, prooucts or services for the purposes of attracting customers or supporters is considered an advertisement. Page 16 of 21 © 2017 The Travelers Indemnity Company. All rights reserved. CG T1000219 Includes copyrighted material of Insurance Services Office, Inc. with its permiss ion. Policy #6802H186591Docusign Envelope ID: 40C3DEEA-8734-4F2A-A571-8B12DFBE16D7 COMMERCIAL GENERAL LIABILITY that is available to any of your "employees"occupational therapist or occupational for "bodily injury" that arises out of providingtherapy assistant, physical therapist or or failing to provide "incidental medicalspeech-language pathologist; or services" to any person to the extent not(b)First aid or "Good Samaritan services"subject to Paragraph 2.a.(1)of Section II –by any of your "employees" or "volunteer Who Is An Insured.workers", other than an employed or volunteer doctor. Any such "employees"K. MEDICAL PAYMENTS – INCREASED LIMIT or "volunteer workers" providing or failing The following replaces Paragraph 7.ofto provide first aid or "Good Samaritan SECTION III – LIMITS OF INSURANCE:services" during their work hours for you 7.Subject to Paragraph 5.above, the Medicalwill be deemed to be acting within the scope of their employment by you or Expense Limit is the most we will pay under performing duties related to the conduct Coverage C for all medical expenses of your business.because of "bodily injury" sustained by any one person, and will be the higher of:3.The following replaces the last sentence of Paragraph 5.of SECTION III – LIMITS OF a.$10,000; orINSURANCE: b.The amount shown in the Declarations ofFor the purposes of determining the this Coverage Part for Medical Expenseapplicable Each Occurrence Limit, all related Limit.acts or omissions committed in providing or failing to provide "incidental medical L. AMENDMENT OF EXCESS INSURANCE services", first aid or "Good Samaritan CONDITION – PROFESSIONAL LIABILITYservices" to any one person will be deemed The following is added to Paragraph 4.b.,to be one "occurrence".Excess Insurance, of SECTION IV –4.The following exclusion is added to COMMERCIAL GENERAL LIABILITYParagraph2.,Exclusions, of SECTION I –CONDITIONS: COVERAGES – COVERAGE A – BODILY This insurance is excess over any of the otherINJURY AND PROPERTY DAMAGE insurance, whether primary, excess, contingentLIABILITY:or on any other basis, that is ProfessionalSale Of Pharmaceuticals Liability or similar coverage, to the extent the "Bodily injury" or "property damage" arising loss is not subject to the professional services out of the violation of a penal statute or exclusion of Coverage A or Coverage B. ordinance relating to the sale of M. BLANKET WAIVER OF SUBROGATION –pharmaceuticals committed by, or with the WHEN REQUIRED BY WRITTEN CONTRACTknowledge or consent of the insured.OR AGREEMENT5.The following is added to the DEFINITIONS The following is added to Paragraph 8.,TransferSection: Of Rights Of Recovery Against Others To Us,"Incidental medical services" means:of SECTION IV – COMMERCIAL GENERAL a.Medical, surgical, dental, laboratory, x-LIABILITY CONDITIONS: ray or nursing service or treatment,If the insured has agreed in a written contract oradvice or instruction, or the related agreement to waive that insured's right offurnishing of food or beverages; or recovery against any person or organization, we b.The furnishing or dispensing of drugs or waive our right of recovery against such personmedical, dental, or surgical supplies or or organization, but only for payments we makeappliances.because of: 6.The following is added to Paragraph 4.b.,a."Bodily injury" or "property damage" thatExcess Insurance, of SECTION IV –occurs; orCOMMERCIAL GENERAL LIABILITY b."Personal and advertising injury" caused byCONDITIONS: an offense that is committed;This insurance is excess over any valid and subsequent to the signing of that contract orcollectible other insurance, whether primary, excess, contingent or on any other basis,agreement. CG D3 79 02 19 ú 2017 The Travelers Indemnity Company. All rights reserved.Page 5 of 6 Includes copyrighted material of Insurance Services Office, Inc. with its permission. Policy #6802H186591 Docusign Envelope ID: 40C3DEEA-8734-4F2A-A571-8B12DFBE16D7 Policy Number: BA1S985277 Docusign Envelope ID: 40C3DEEA-8734-4F2A-A571-8B12DFBE16D7 Docusign Envelope ID: 40C3DEEA-8734-4F2A-A571-8B12DFBE16D7 Docusign Envelope ID: 40C3DEEA-8734-4F2A-A571-8B12DFBE16D7 COMM RCI L AUTOE A T IS ENDORSEMENT CHANGES T E POLICY.PL ASE READ IT CAREFULLY.H H E BLANKET ADDITIONAL INSURED Thi e dorseme t m d fie i surance prov ded under he f l o ing:s n n o i s n i t o l w BUS NE S A TO OV RAGE F RMI S U C E O M TO CA RI R COV RA E F RMO R R E E G O The fo lo ing i added to Parag aphl w s r c.in A.1.,Who be ween you and that pe son or organiza ion,that istrt Is An Insu edr,of SECTION II CO E ED AU OV R T S si ned by yo be o e the "bodi y injury or "prope tyg u f r l " r L ABI I Y CO E AGEI L T V R in the BUSIN SS AUTE O dam ge occur and that is in ef e t during the pol cya " s f c i CO ERAGE FO MVR and Pa agraphr e.in A.1.,Who Is pe iod,to nam as an addi ional insured fo Cov redretr e An Insu edr,of SECT ON II CO ERED AU OIV T S Auto Liabil ty Cov rage,but o ly fo dam ges tos i e n r a L ABI I Y CO ERAGEI L T V in the MOT R CARRIEOR whi h this insurance applie an only to the ex ent ocs d t f CO ERAGE FO MVR,whichev r Co erage Form i that perso 's o o ganizat o 'se v s n r r i n lia il ty fo the co ductb i r n pa t o y ur poli y o anot er "in ured".r f o c :f h s Thi i cl de any perso or organi ation who you ares n u s n z re ui ed unde a written cont a t o ag ee entq r r r c r r m CA 4 37 2 16T 0 ©2016 The Travelers Indemnity Company.All rights reserved.Page 1 of 1 Includes copyrighted material of nsurance Services OfIf ce,Inc.with its permis ion.i s Policy:BA1S985277 Docusign Envelope ID: 40C3DEEA-8734-4F2A-A571-8B12DFBE16D7 COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY.PLEASE READ IT CAREFULLY. BLANKET WAIVER OF SUBROGATION This endorsement modifies insurance provided under the following: AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM The following replaces Paragraph A.5.,Transfer of required of you by a written contract executed Rights Of Recovery Against Others To Us,of the prior to any "accident"or "loss",provided that the CONDITIONS Section:"accident"or "loss"arises out of the operations 5.Transfer Of Rights Of Recovery Against Oth-contemplated by such contract.The waiver ap- ers To Us plies only to the person or organization desig- nated in such contract.We waive any right of recovery we may have against any person or organization to the extent CA T3 40 02 15 ©2015 The Travelers Indemnity Company.All rights reserved.Page 1 of 1 Includes copyrighted material of Insurance Services Office,Inc.with its permission. Policy #BA1S985277 Docusign Envelope ID: 40C3DEEA-8734-4F2A-A571-8B12DFBE16D7 CONTRACT ABSTRACT Contract/Amendment Name of Contract: Company Name: Company Contact: Email: Summary of Services: Contract Price: Contract Term: Public Integrity/ Business Disclosure Forms: Contract Administration Lead Department: Contract Administrator/ Ext: Contract Approvals Council/City Manager Approval Date: Agreement Number: Amendment Number: Contract Compliance Exhibits: Insurance: Routed By: Bonds: Business License: Sole Source Co-Op CoOp Agmt #: Sole Source Documents: CoOp Name: CoOp Pricing: By: Submitted on: Contract Abstract Form Rev 8.16.23 Authorized Signers: Name, Email (Corporations require 2 signatures) Section 14 Historical Context Study Architectural Resources Group, Inc. Katie Horak, Principal K.Horak@ARGCREATE.com Provide a historical context study related to the Section 14 area of Palm Springs $74,990 Six months n/a Katie Horak K.Horak@ARGCREATE.com Lisa Yergovich lisa@argcreate.com Procurement and Contracting Kim Baker 8368 n/a 24S123 Yes Yes Yes Procurement N/A No June 6, 2024 Kim Baker DocuSign Envelope ID: CBD27C34-8ABC-41B5-9335-9C0268CC8B26 Revised 12.21.23 Page 1 of 22 CONTRACT SERVICES AGREEMENT 24S123 SECTION 14 HISTORICAL CONTEXT STUDY THIS AGREEMENT FOR CONTRACT SERVICES (“Agreement”) is made and entered into on June 10, 2024, by and between the City of Palm Springs, a California charter city and municipal corporation (“City”), and Architectural Resources Group, Inc., a California Corporation, (“Contractor”). City and Contractor are individually referred to as “Party” and are collectively referred to as the “Parties”. RECITALS A. City requires the services of a historical research consultant, for a historical context study for Section 14 in Palm Springs, (“Project”). B. Contractor has submitted to City a proposal dated May 10, 2024 to provide a historical context study of Section 14 in Palm Springs, to City under the terms of this Agreement. C. Based on its experience, education, training, and reputation, Contractor is qualified and desires to provide the necessary services to City for the Project. D. City desires to retain the services of Contractor for the Project. NOW, THEREFORE, in consideration of the promises and mutual obligations, covenants, and conditions contained herein, and other valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows: AGREEMENT 1. CONTRACTOR SERVICES 1.1 Scope of Services. In compliance with all terms and conditions of this Agreement, Contractor shall provide services to City as described in the Scope of Services/Work attached to this Agreement as Exhibit “A” and incorporated herein by reference (the “Services” or “Work”). Exhibit "A" includes the agreed upon schedule of performance and the schedule of fees. Contractor warrants that the Services shall be performed in a competent, professional, and satisfactory manner consistent with the level of care and skill ordinarily exercised by high quality, experienced, and well qualified members of the profession currently practicing under similar conditions. In the event of any inconsistency between the terms contained in the Scope of Services/Work and the terms set forth in this Agreement, the terms set forth in this Agreement shall govern. 1.2 Compliance with Law. Contractor shall comply with all applicable federal, state, and local laws, statutes and ordinances and all lawful orders, rules, and regulations when performing the Services. Contractor shall be liable for all violations of such laws and regulations in connection with the Services and this Agreement. DocuSign Envelope ID: CBD27C34-8ABC-41B5-9335-9C0268CC8B26 Revised 12.21.23 Page 2 of 22 1.3 Licenses and Permits. Contractor shall obtain at its sole cost and expense such licenses, permits, and approvals as may be required by law for the performance of the Services required by this Agreement. 1.4 Familiarity with Work. By executing this Agreement, Contractor warrants that it has carefully considered how the Work should be performed and fully understands the facilities, difficulties, and restrictions attending performance of the Work under this Agreement. 2. TIME FOR COMPLETION The time for completion of the Services to be performed by Contractor is an essential condition of this Agreement. Contractor shall prosecute regularly and diligently the work of this Agreement according to the agreed upon schedule of performance set forth in Exhibit “A.” Neither Party shall be accountable for delays in performance caused by any condition beyond the reasonable control and without the fault or negligence of the non-performing Party. Delays shall not entitle Contractor to any additional compensation regardless of the Party responsible for the delay. 3. COMPENSATION OF CONTRACTOR 3.1 Compensation of Contractor. Contractor shall be compensated and reimbursed for the services rendered under this Agreement in accordance with the schedule of fees set forth in Exhibit “A”. The total amount of Compensation shall not exceed $74,990. 3.2 Method of Payment. In any month in which Contractor wishes to receive payment, Contractor shall submit to City an invoice for Services rendered prior to the date of the invoice, no later than the first working day of such month, in the form approved by City’s finance director. Payments shall be based on the schedule of fees set forth in Exhibit “A” for authorized services performed. City shall pay Contractor for all expenses stated in the invoice that are approved by City and consistent with this Agreement, within thirty (30) days of receipt of Contractor’s invoice. 3.3 Changes. In the event any change or changes in the Services is requested by City, Parties shall execute a written amendment to this Agreement, specifying all proposed amendments, including, but not limited to, any additional fees. An amendment may be entered into: A. To provide for revisions or modifications to documents, work product, or Work, when required by the enactment or revision of any subsequent law; or B. To provide for additional services not included in this Agreement or not customarily furnished in accordance with generally accepted practice in Contractor’s profession. 3.4 Appropriations. This Agreement is subject to, and contingent upon, funds being appropriated by the City Council of City for each fiscal year. If such appropriations are not made, this Agreement shall automatically terminate without penalty to City. DocuSign Envelope ID: CBD27C34-8ABC-41B5-9335-9C0268CC8B26 Revised 12.21.23 Page 3 of 22 4. PERFORMANCE SCHEDULE 4.1 Time of Essence. Time is of the essence in the performance of this Agreement. 4.2 Schedule of Performance. All Services rendered under this Agreement shall be performed under the agreed upon schedule of performance set forth in Exhibit “A.” Any time period extension must be approved in writing by the Contract Officer. 4.3 Force Majeure. The time for performance of Services to be rendered under this Agreement may be extended because of any delays due to a Force Majeure Event, if Contractor notifies the Contract Officer within ten (10) days of the commencement of the Force Majeure Event. A Force Majeure Event shall mean an event that materially affects the Contractor’s performance and is one or more of the following: (1) Acts of God or other natural disasters occurring at the project site; (2) terrorism or other acts of a public enemy; (3) orders of governmental authorities (including, without limitation, unreasonable and unforeseeable delay in the issuance of permits or approvals by governmental authorities that are required for the Work); and (4) pandemics, epidemics or quarantine restrictions. For purposes of this section, “orders of governmental authorities,” includes ordinances, emergency proclamations and orders, rules to protect the public health, welfare and safety, and other actions of the City in its capacity as a municipal authority. After Contractor notification, the Contract Officer shall investigate the facts and the extent of any necessary delay and extend the time for performing the Services for the period of the enforced delay when and if, in the Contract Officer’s judgment, such delay is justified. The Contract Officer’s determination shall be final and conclusive upon the Parties to this Agreement. The Contractor will not receive an adjustment to the contract price or any other compensation. Notwithstanding the foregoing, the City may still terminate this Agreement in accordance with the termination provisions of this Agreement. 4.4 Term. Unless earlier terminated in accordance with Section 4.5 of this Agreement, this Agreement shall continue in full force and effect for a period of approximately six months, commencing on June 10, 2024, and ending on December 31, 2024, unless extended by mutual written agreement of the Parties. 4.5 Termination Prior to Expiration of Term. City may terminate this Agreement at any time, with or without cause, upon thirty (30) days written notice to Contractor. Where termination is due to the fault of Contractor and constitutes an immediate danger to health, safety, and general welfare, the period of notice shall be such shorter time as may be determined by the City. Upon receipt of the notice of termination, Contractor shall immediately cease all Services except such as may be specifically approved by the Contract Officer. Contractor shall be entitled to compensation for all Services rendered prior to receipt of the notice of termination and for any Services authorized by the Contract Officer after such notice. City shall not be liable for any costs other than the charges or portions thereof which are specified herein. Contractor shall not be entitled to payment for unperformed Services and shall not be entitled to damages or compensation for termination of Work. If the termination is for cause, the City shall have the right to take whatever steps it deems necessary to correct Contractor's deficiencies and charge the cost thereof to Contractor, who shall be liable for the full cost of the City's corrective action. Contractor may not terminate this Agreement except for cause, upon thirty (30) days written notice to City. DocuSign Envelope ID: CBD27C34-8ABC-41B5-9335-9C0268CC8B26 Revised 12.21.23 Page 4 of 22 5. COORDINATION OF WORK 5.1 Representative of Contractor. The following principal of Contractor is designated as being the principal and representative of Contractor authorized to act and make all decisions in its behalf with respect to the specified Services: Katie Horak, Principal. It is expressly understood that the experience, knowledge, education, capability, and reputation of the foregoing principal is a substantial inducement for City to enter into this Agreement. Therefore, the foregoing principal shall be responsible during the term of this Agreement for directing all activities of Contractor and devoting sufficient time to personally supervise the Services under this Agreement. The foregoing principal may not be changed by Contractor without prior written approval of the Contract Officer. 5.2 Contract Officer. The Contract Officer shall be the City Manager or his/her designee ("Contract Officer"). Contractor shall be responsible for keeping the Contract Officer fully informed of the progress of the performance of the Services. Contractor shall refer any decisions that must be made by City to the Contract Officer. Unless otherwise specified, any approval of City shall mean the approval of the Contract Officer. 5.3 Prohibition Against Subcontracting or Assignment. The experience, knowledge, education, capability, and reputation of Contractor, its principals and employees, were a substantial inducement for City to enter into this Agreement. Contractor shall not contract with any other individual or entity to perform any Services required under this Agreement without the City's express written approval. In addition, neither this Agreement nor any interest may be assigned or transferred, voluntarily or by operation of law, without the prior written approval of City. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement including without limitation the insurance and indemnification requirements. If Contractor is permitted to subcontract any part of this Agreement by City, Contractor shall be responsible to City for the acts and omissions of its subcontractor(s) in the same manner as it is for persons directly employed. Nothing contained in this Agreement shall create any contractual relationships between any subcontractor and City. 5.4 Independent Contractor. Neither City nor any of its employees shall have any control over the manner, mode, or means by which Contractor, its agents or employees, perform the Services required, except as otherwise specified. Contractor shall perform all required Services as an independent contractor of City and shall not be an employee of City and shall remain at all times as to City a wholly independent contractor with only such obligations as are consistent with that role; however, City shall have the right to review Contractor’s work product, result, and advice. Contractor shall not at any time or in any manner represent that it or any of its agents or employees are agents or employees of City. Contractor shall pay all wages, salaries, and other amounts due personnel in connection with their performance under this Agreement and as required by law. Contractor shall be responsible for all reports and obligations respecting such personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, and workers’ compensation insurance. Contractor shall not have any authority to bind City in any manner. 5.5 Personnel. Contractor agrees to assign the following individuals to perform the services in this Agreement. Contractor shall not alter the assignment of the following personnel DocuSign Envelope ID: CBD27C34-8ABC-41B5-9335-9C0268CC8B26 Revised 12.21.23 Page 5 of 22 without the prior written approval of the Contract Officer. Acting through the City Manager, the City shall have the unrestricted right to order the removal of any personnel assigned by Contractor by providing written notice to Contractor. Name: Title: Katie Horak Principal-In-Charge Mary Ringhoff Senior Associate/Project Manager Andrew Goodrich Senior Associate Elysha Paluszek Associate Brannon Smithwick Architectural Historian 5.6 California Labor Code Requirements. A. Contractor is aware of the requirements of California Labor Code Sections 1720 et seq. and 1770 et seq., which require the payment of prevailing wage rates and the performance of other requirements on certain “public works” and “maintenance” projects (“Prevailing Wage Laws”). If the Services are being performed as part of an applicable “public works” or “maintenance” project, as defined by the Prevailing Wage Laws, and if the total compensation is $15,000 or more for maintenance or $25,000 or more for construction, alteration, demolition, installation, or repair, Contractor agrees to fully comply with such Prevailing Wage Laws. Contractor shall defend, indemnify and hold the City, its officials, officers, employees and agents free and harmless from any claims, liabilities, costs, penalties or interest arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. It shall be mandatory upon the Contractor and all subcontractors to comply with all California Labor Code provisions, which include but are not limited to prevailing wages (Labor Code Sections 1771, 1774 and 1775), employment of apprentices (Labor Code Section 1777.5), certified payroll records (Labor Code Sections 1771.4 and 1776), hours of labor (Labor Code Sections 1813 and 1815) and debarment of contractors and subcontractors (Labor Code Section 1777.1). B. If the Services are being performed as part of an applicable “public works” or “maintenance” project and if the total compensation is $15,000 or more for maintenance or $25,000 or more for construction, alteration, demolition, installation, or repair, then pursuant to Labor Code Sections 1725.5 and 1771.1, the Contractor and all subcontractors performing such Services must be registered with the Department of Industrial Relations. Contractor shall maintain registration for the duration of the Project and require the same of any subcontractors, as applicable. This Agreement may also be subject to compliance monitoring and enforcement by the Department of Industrial Relations. It shall be Contractor’s sole responsibility to comply with all applicable registration and labor compliance requirements. DocuSign Envelope ID: CBD27C34-8ABC-41B5-9335-9C0268CC8B26 Revised 12.21.23 Page 6 of 22 6. INSURANCE Contractor shall procure and maintain, at its sole cost and expense, policies of insurance as set forth in the attached Exhibit "B", incorporated herein by reference. 7. INDEMNIFICATION. 7.1 Indemnification. To the fullest extent permitted by law, Contractor shall defend (at Contractor’s sole cost and expense), indemnify, protect, and hold harmless City, its elected officials, officers, employees, agents, and volunteers (collectively the “Indemnified Parties”), from and against any and all liabilities, actions, suits, claims, demands, losses, costs, judgments, arbitration awards, settlements, damages, demands, orders, penalties, and expenses including legal costs and attorney fees (collectively “Claims”), including but not limited to Claims arising from injuries to or death of persons (Contractor’s employees included), for damage to property, including property owned by City, for any violation of any federal, state, or local law or ordinance or in any manner arising out of, pertaining to, or incident to any acts, errors or omissions, or willful misconduct committed by Contractor, its officers, employees, representatives, and agents, that arise out of or relate to Contractor’s performance of Services or this Agreement. This indemnification clause excludes Claims arising from the sole negligence or willful misconduct of the Indemnified Parties. Under no circumstances shall the insurance requirements and limits set forth in this Agreement be construed to limit Contractor’s indemnification obligation or other liability under this Agreement. Contractor’s indemnification obligation shall survive the expiration or earlier termination of this Agreement until all actions against the Indemnified Parties for such matters indemnified are fully and finally barred by the applicable statute of limitations or, if an action is timely filed, until such action is final. 7.2 Design Professional Services Indemnification and Reimbursement. 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 the extent which the Claims arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Contractor in the performance of the Services or this Agreement, 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. 8. RECORDS AND REPORTS 8.1 Reports. Contractor shall periodically prepare and submit to the Contract Officer reports concerning the performance of the Services required by this Agreement, or as the Contract Officer shall require. 8.2 Records. Contractor shall keep complete, accurate, and detailed accounts of all time, costs, expenses, and expenditures pertaining in any way to this Agreement. Contractor shall keep such books and records as shall be necessary to properly perform the Services required by this Agreement and enable the Contract Officer to evaluate the performance of such Services. The Contract Officer shall have full and free access to such books and records at all DocuSign Envelope ID: CBD27C34-8ABC-41B5-9335-9C0268CC8B26 Revised 12.21.23 Page 7 of 22 reasonable times, including the right to inspect, copy, audit, and make records and transcripts from such records. 8.3 Ownership of Documents. All drawings, specifications, reports, records, documents, and other materials prepared by Contractor in the performance of this Agreement shall be the property of City. Contractor shall deliver all above-referenced documents to City upon request of the Contract Officer or upon the termination of this Agreement. Contractor shall have no claim for further employment or additional compensation as a result of the exercise by City of its full rights or ownership of the documents and materials. Contractor may retain copies of such documents for Contractor's own use. Contractor shall have an unrestricted right to use the concepts embodied in such documents. 8.4 Release of Documents. All drawings, specifications, reports, records, documents, and other materials prepared by Contractor in the performance of Services under this Agreement shall not be released publicly without the prior written approval of the Contract Officer. 8.5 Audit and Inspection of Records. After receipt of reasonable notice and during the regular business hours of City, Contractor shall provide City, or other agents of City, such access to Contractor’s books, records, payroll documents, and facilities as City deems necessary to examine, copy, audit, and inspect all accounting books, records, work data, documents, and activities directly related to Contractor’s performance under this Agreement. Contractor shall maintain such books, records, data, and documents in accordance with generally accepted accounting principles and shall clearly identify and make such items readily accessible to such parties during the term of this Agreement and for a period of three (3) years from the date of final payment by City hereunder. 9. ENFORCEMENT OF AGREEMENT 9.1 California Law. This Agreement shall be construed and interpreted both as to validity and to performance of the parties in accordance with the laws of the State of California. Legal actions concerning any dispute, claim, or matter arising out of or in relation to this Agreement shall be instituted in the Superior Court of the County of Riverside, State of California, or any other appropriate court in such county, and Contractor covenants and agrees to submit to the personal jurisdiction of such court in the event of such action. 9.2 Interpretation. This Agreement shall be construed as a whole according to its fair language and common meaning to achieve the objectives and purposes of the Parties. The terms of this Agreement are contractual and the result of negotiation between the Parties. Accordingly, any rule of construction of contracts (including, without limitation, California Civil Code Section 1654) that ambiguities are to be construed against the drafting party, shall not be employed in the interpretation of this Agreement. The caption headings of the various sections and paragraphs of this Agreement are for convenience and identification purposes only and shall not be deemed to limit, expand, or define the contents of the respective sections or paragraphs. 9.3 Waiver. No delay or omission in the exercise of any right or remedy of a non- defaulting Party on any default shall impair such right or remedy or be construed as a waiver. DocuSign Envelope ID: CBD27C34-8ABC-41B5-9335-9C0268CC8B26 Revised 12.21.23 Page 8 of 22 No consent or approval of City shall be deemed to waive or render unnecessary City’s consent to or approval of any subsequent act of Contractor. Any waiver by either Party of any default must be in writing. No such waiver shall be a waiver of any other default concerning the same or any other provision of this Agreement. 9.4 Rights and Remedies are Cumulative. Except with respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the parties are cumulative. The exercise by either Party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other Party. 9.5 Legal Action. In addition to any other rights or remedies, either Party may take legal action, in law or in equity, to cure, correct, or remedy any default, to recover damages for any default, to compel specific performance of this Agreement, to obtain injunctive relief, a declaratory judgment, or any other remedy consistent with the purposes of this Agreement. 9.6 Attorney Fees. In the event any dispute between the Parties with respect to this Agreement results in litigation or any non-judicial proceeding, the prevailing Party shall be entitled, in addition to such other relief as may be granted, to recover from the non-prevailing Party all reasonable costs and expenses. These include but are not limited to reasonable attorney fees, expert contractor fees, court costs and all fees, costs, and expenses incurred in any appeal or in collection of any judgment entered in such proceeding. 10. CITY OFFICERS AND EMPLOYEES: NON-DISCRIMINATION 10.1 Non-Liability of City Officers and Employees. No officer or employee of City shall be personally liable to the Contractor, or any successor-in-interest, in the event of any default or breach by City or for any amount which may become due to the Contractor or its successor, or for breach of any obligation of the terms of this Agreement. 10.2 Conflict of Interest. Contractor acknowledges that no officer or employee of the City has or shall have any direct or indirect financial interest in this Agreement, nor shall Contractor enter into any agreement of any kind with any such officer or employee during the term of this Agreement and for one (1) year thereafter. Contractor warrants that Contractor has not paid or given, and will not pay or give, any third party any money or other consideration in exchange for obtaining this Agreement. 10.3 Covenant Against Discrimination. In connection with its performance under this Agreement, Contractor shall not discriminate against any employee or applicant for employment because of actual or perceived race, religion, color, sex, age, marital status, ancestry, national origin (i.e., place of origin, immigration status, cultural or linguistic characteristics, or ethnicity), sexual orientation, gender identity, gender expression, physical or mental disability, or medical condition (each a “prohibited basis”). Contractor shall ensure that applicants are employed, and that employees are treated during their employment, without regard to any prohibited basis. As a condition precedent to City’s lawful capacity to enter this Agreement, and in executing this Agreement, Contractor certifies that its actions and omissions hereunder shall not incorporate any discrimination arising from or related to any prohibited basis DocuSign Envelope ID: CBD27C34-8ABC-41B5-9335-9C0268CC8B26 Revised 12.21.23 Page 9 of 22 in any Contractor activity, including but not limited to the following: employment, upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship; and further, that Contractor is in full compliance with the provisions of Palm Springs Municipal Code Section 7.09.040, including without limitation the provision of benefits, relating to non- discrimination in city contracting. 11. MISCELLANEOUS PROVISIONS 11.1 Notice. Any notice, demand, request, consent, approval, or communication that either Party desires, or is required to give to the other Party or any other person shall be in writing and either served personally or sent by pre-paid, first-class mail to the address set forth below. Notice shall be deemed communicated seventy-two (72) hours from the time of mailing if mailed as provided in this Section. Either Party may change its address by notifying the other Party of the change of address in writing. To City: City of Palm Springs Attention: City Manager/ City Clerk 3200 E. Tahquitz Canyon Way Palm Springs, California 92262 To Contractor: Architectural Resources Group 360 E. 2nd Street, Suite 225 Los Angeles, CA 90012 Attention: Katie Horak, Principal 11.2 Integrated Agreement. This Agreement constitutes the entire understanding between the Parties and supersedes and cancels all prior negotiations, arrangements, agreements, representations, and understandings, if any, made by or among the Parties with respect to the subject matter in this Agreement. 11.3 Amendment. No amendments or other modifications of this Agreement shall be binding unless through written agreement signed by all Parties. 11.4 Severability. Whenever possible, each provision of this Agreement shall be interpreted in such a manner as to be effective and valid under applicable law. In the event that any one or more of the phrases, sentences, clauses, paragraphs, or sections contained in this Agreement shall be declared invalid or unenforceable by valid judgment or decree of a court of competent jurisdiction, such invalidity or unenforceability shall not affect any of the remaining phrases, sentences, clauses, paragraphs, or sections of this Agreement, which shall be interpreted to carry out the intent of the Parties. 11.5 Successors in Interest. This Agreement shall be binding upon and inure to the benefit of the Parties’ successors and assignees. DocuSign Envelope ID: CBD27C34-8ABC-41B5-9335-9C0268CC8B26 Revised 12.21.23 Page 10 of 22 11.6 Third Party Beneficiary. Except as may be expressly provided for in this Agreement, nothing contained in this Agreement is intended to confer, nor shall this Agreement be construed as conferring, any rights, including, without limitation, any rights as a third-party beneficiary or otherwise, upon any entity or person not a party to this Agreement. 11.7 Recitals. The above-referenced Recitals are hereby incorporated into the Agreement as though fully set forth in this Agreement and each Party acknowledges and agrees that such Party is bound, for purposes of this Agreement, by the same. 11.8 Authority. The persons executing this Agreement on behalf of the Parties warrant that they are duly authorized to execute this Agreement on behalf of Parties and that by so executing this Agreement the Parties are formally bound to the provisions of this Agreement. 11.9 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original. 11.10 Compliance with Economic Sanctions in Response to Russia's Actions in Ukraine. When funding for the services is provided, in whole or in part, by an agency controlled of the State of California, Consultant shall fully and adequately comply with California Executive Order N-6-22 (“Russian Sanctions Program”). As part of this compliance process, Consultant shall also certify compliance with the Russian Sanctions Program by completing the form located in Exhibit “C” (Russian Sanctions Certification), attached hereto and incorporated herein by reference. Consultant shall also require any subconsultants to comply with the Russian Sanctions Program and certify compliance pursuant to this Section. [SIGNATURES ON NEXT PAGE] DocuSign Envelope ID: CBD27C34-8ABC-41B5-9335-9C0268CC8B26 Revised 12.21.23 Page 11 of 22 SIGNATURE PAGE TO AGREEMENT BY AND BETWEEN THE CITY OF PALM SPRINGS AND ARCHITECTURAL RESOURCES GROUP, INC. IN WITNESS WHEREOF, the Parties have executed this Agreement as of the dates stated below. CONTRACTOR: By: _______________________________________ By: _________________________________________ Signature Signature (2nd signature required for Corporations) Date: Date: CITY OF PALM SPRINGS: APPROVED BY CITY COUNCIL: Date: _______ Item No. APPROVED AS TO FORM: ATTEST: By: ___________________________ By: _______________________________ City Attorney City Clerk APPROVED: By: _______________________________ Date: City Manager – over $50,000 Deputy/Assistant City Manager – up to $50,000 Director – up to $25,000 Manager – up to $5,000 DocuSign Envelope ID: CBD27C34-8ABC-41B5-9335-9C0268CC8B26 6/6/2024 6/7/2024 6/10/2024 Revised 12.21.23 Page 12 of 22 EXHIBIT “A” SCOPE OF SERVICES/WORK Including, Schedule of Fees And Schedule of Performance DocuSign Envelope ID: CBD27C34-8ABC-41B5-9335-9C0268CC8B26 Revised 12.21.23 Page 13 of 22 SECTION 14 – SCOPE OF WORK 1.1 Background: A. Between 1930 and 1965, Section 14, which is property held in trust by the federal government on behalf of members of the Cahuilla Band of Agua Caliente Indians and the Tribe itself, was home to many residents, including Black, Indigenous, and other minority residents. Restrictive federal land leasing laws kept the Agua Caliente from developing their land until the Tribe sought Congressional approval to allow longer term leases in the late 1950s. During the 1960’s, and after changes in Federal Law allowed for longer term leases of Tribal Land, the City of Palm Springs participated in the eviction of Section 14 residents, including the destruction of homes and personal property, so that the Section 14 property could be developed commercially. B. On September 29, 2021, the Palm Springs City Council issued a formal apology for the City’s role in evicting individuals from Section 14 in the 1960’s, and at the meeting of November 18, 2021, Staff issued a report to facilitate consideration of a reparations program. C. On April 11, 2022, Staff met with representatives (Community Group) from Desert Highland Gateway Estates Community Action Association, Section 14 Survivors, Black History Committee, and Where is My Land? (an organization dedicated to helping Black Americans reclaim stolen land and secure restitution). D. During the conversation, the Community Group expressed a desire that the City focus its efforts on first providing direct payments to former residents (who actually lived on Section 14), as opposed to focusing on housing and other programs related to reparations. Several of the former residents are now seniors and housing programs may not be their top priority. The Community Group also expressed that, in addition to other reparations programs, there should also be monetary restitution and that this effort be fast tracked. E. The Community Group informed Staff that they conducted a survey and have produced a list of approximately 120 survivors, the majority of whom no longer live in Palm Springs. They are also working with two certified public accountants and investigators to identify and verify descendants. Other comments made by the Community Group include the following: 1. Some felt that housing programs may fulfill a community need separate from reparations. 2. The Desert Highlands Gateway neighborhood, where some former residents of Section 14 relocated, already suffers from a 41% poverty rate for children under 18 and has been historically underserved. 3. Oversight of any programs developed or funds to be provided should include someone from the Community Group. 4. This is an opportunity for the City to be a trailblazer in regard to reparations and restitution. DocuSign Envelope ID: CBD27C34-8ABC-41B5-9335-9C0268CC8B26 Revised 12.21.23 Page 14 of 22 F. At a City Council meeting on April 21, 2022, the City Council discussed potential reparations programs. At that time, the City Council provided direction to City staff regarding the exploration of programmatic reparations and direct monetary compensation. G. On May 4, 2022, the City received a Government Claim, on behalf of former residents of Section 14. And, on November 29, 2022, the City received a document entitled “Amended Claim Form” on behalf of former residents of Section 14. H. At this point in time the City Council is ready for staff to move forward with a study to provide a complete history of the communities in the City that were impacted by the displacement of residents of Section 14. This study is intended to be used by the City Council in its desire to explore possible programmatic reparations and/or direct monetary compensation. 1.2 Scope: A. Program - Former Residents. The scope of services will involve extensive research to document the former residents that lived in the area during the timeframe of when the land was redeveloped, and when the residents were required to leave their homes. B. Kickoff Meeting. A kickoff meeting will be held to start the process and City staff will provide any additional information or source documents the Contractor may need to complete these tasks. C. Historical Context. The Contractor shall validate the history of the displacement of this community and provide additional historical research that may be necessary to develop a complete understanding of what occurred before, during and after the displacement took place. The report should include a historical analysis of the efforts of the Aqua Caliente Band of Cahuilla Indians to reclaim the ability to use their land as they believed most appropriate. The historical context should include the history of how control of the Tribe’s land was taken from them and then what efforts, including those of the City, gave control back to the Tribe. In addition, the historical context study shall analyze the effects on the former residents and the subsequent communities in Palm Springs where they now reside, especially in the areas related to the quality of life today. Such research and validation shall include, but not be limited to, the people affected, demographic shifts of inhabitants, racially and culturally and discriminatory policies that may have existed in the area during the 1950s and 1960s when the residents were displaced. The report should include an analysis of the specific actions taken by the City of Palm Springs, including the specifics of the City’s participation in the evictions. Without limiting the general nature of the foregoing, the report should address the following questions regarding the eviction process: a. When did it begin? b. Who led the process and who else was involved? c. When and how did the City become involved? d. What were steps taken by the others and by the City? DocuSign Envelope ID: CBD27C34-8ABC-41B5-9335-9C0268CC8B26 Revised 12.21.23 Page 15 of 22 e. What notices were provided, by whom and when? f. What news reports and publicity at the time should residents of Section 14 have seen and heard? g. Who was present on Section 14 and when? h. What was the general racial composition of the Section 14 population at the relevant times? i. Who left generally when, and under what circumstances specifically? j. What role did race, and ethnicity play in the eviction process? k. Were the evictions legally carried out in accord with the law at the time of the evictions? If not, where, and how to the greatest extent possible did they fail to follow the legal demands of the time? l. What efforts were made, if any, to protect the personal property within the homes? m. How many, and whose, homes were burned and raised? n. What general injuries/socioeconomic impacts resulted to the residents of Section 14 due to evictions? The report should indicate what eviction procedures were in place at the relevant times, whether and to what extent they were they followed, and what was initiated by the City of Palm Springs versus other parties. The report should also include analysis of what the regulations were (and if they were later changed) regarding residents who build their own houses but are evicted from the property. Lastly, for historical context, the report should indicate, to the extent ascertainable, whether the residents made aware, when they leased the land, about what could happen regarding evictions and the homes that they built. The report shall not include any discussion about reparations options, as that will be the subject of future consideration by the City. D. Research. The Contractor shall provide a complete vetting of the affected residents of Section 14 to determine who was impacted directly by the displacement. This may require an extensive outreach and verification process to determine a fully vetted list of former residents. This would involve research utilizing various sources, including official public and court records, contemporaneous newspaper publications, academic resources, oral histories and any other reliable sources of information. E. Feedback/Reviews. The Contractor shall prepare an initial draft of the study along with resident list and be prepared to meet and gain feedback from the City Council and staff. Incorporate any feedback from this session into a second draft. After any further comments submit a third draft for review by City Council and staff and be prepared to meet and gain final feedback for the final draft. Once the final study is submitted, the Contractor shall be prepared to make a presentation of the summary of its findings in an in-person public Council Meeting. DocuSign Envelope ID: CBD27C34-8ABC-41B5-9335-9C0268CC8B26 Revised 12.21.23 Page 16 of 22 F. Reference Documents. A few reference documents have been attached to this scope of work to assist the Contractor in beginning these work tasks. These documents are not meant to be all inclusive, but to provide some context to the background of what has been completed in the past. These documents include: 1. Citywide Historical Context Statement and Survey Findings by the Historic Resources Group 2. City Council Staff Report dated November 18, 2021 – initial report on reparations program discussion 3. City Council Staff Report dated April 21, 2022 – follow up report on reparations program discussion now also including demographics and community proposal 4. Government Claim and “Amended Claim Form” filed on behalf of the former residents of Section 14. 5. Links to the related listening sessions as follows: City Council | Listening Session ENG - YouTube City Council | Apr 21 2022 - YouTube 1.3 Deliverables: The Contractor shall provide the following deliverables: 1. Historical Context Study (three drafts plus final) 2. Vetted list of former residents affected by the redevelopment of Section 14 land (three drafts plus final) 1.4 Schedule: Work shall be completed within six months following issuance by the City of a notice to proceed. 1.5 Compensation: Work will be compensated on a lumpsum basis. Contract pricing includes all labor, expenses, and incidentals to complete the work outlined in the contract scope. The Contractor may request monthly payments based on the percentage of work completed for the previous month as long as a detailed progress report is provided to support the amount requested. No additional compensation will be due by the City unless the contract is modified for additional work requested by the City. DocuSign Envelope ID: CBD27C34-8ABC-41B5-9335-9C0268CC8B26 Revised 12.21.23 Page 17 of 22 DocuSign Envelope ID: CBD27C34-8ABC-41B5-9335-9C0268CC8B26 Revised 12.21.23 Page 18 of 22 EXHIBIT “B” INSURANCE PROVISIONS Including Verification of Coverage, Sufficiency of Insurers, Errors and Omissions Coverage, Minimum Scope of Insurance, Deductibles and Self-Insured Retentions, and Severability of Interests (Separation of Insureds) DocuSign Envelope ID: CBD27C34-8ABC-41B5-9335-9C0268CC8B26 Revised 12.21.23 Page 19 of 22 INSURANCE 1. Procurement and Maintenance of Insurance. Contractor shall procure and maintain public liability and property damage insurance against all claims for injuries against persons or damages to property resulting from Contractor’s performance under this Agreement. Contractor shall procure and maintain all insurance at its sole cost and expense, in a form and content satisfactory to the City, and submit concurrently with its execution of this Agreement. Contractor shall also carry workers’ compensation insurance in accordance with California workers’ compensation laws. Such insurance shall be kept in full force and effect during the term of this Agreement, including any extensions. Such insurance shall not be cancelable without thirty (30) days advance written notice to City of any proposed cancellation. Certificates of insurance evidencing the foregoing and designating the City, its elected officials, officers, employees, agents, and volunteers as additional named insureds by original endorsement shall be delivered to and approved by City prior to commencement of services. The procuring of such insurance and the delivery of policies, certificates, and endorsements evidencing the same shall not be construed as a limitation of Contractor’s obligation to indemnify City, its elected officials, officers, agents, employees, and volunteers. 2. Minimum Scope of Insurance. The minimum amount of insurance required under this Agreement shall be as follows: 1. Comprehensive general liability and personal injury with limits of at least one million dollars ($1,000,000.00) combined single limit coverage per occurrence and two million dollars ($2,000,000) general aggregate; 2. Automobile liability insurance with limits of at least one million dollars ($1,000,000.00) per occurrence; 3. Professional liability (errors and omissions) insurance with limits of at least one million dollars ($1,000,000.00) per occurrence and two million dollars ($2,000,000) annual aggregate is: _________ required _____X___ is not required; 4. Workers’ Compensation insurance in the statutory amount as required by the State of California and Employer’s Liability Insurance with limits of at least one million dollars $1 million per occurrence. If Contractor has no employees, Contractor shall complete the City’s Request for Waiver of Workers’ Compensation Insurance Requirement form. 3. Primary Insurance. For any claims related to this Agreement, Contractor’s insurance coverage shall be primary with respect to the City and its respective elected officials, officers, employees, agents, and volunteers. Any insurance or self-insurance maintained by City and its respective elected officials, officers, employees, agents, and volunteers shall be in excess of Contractor’s insurance and shall not contribute with it. For Workers’ Compensation and Employer’s Liability Insurance only, the insurer shall waive all rights of subrogation and DocuSign Envelope ID: CBD27C34-8ABC-41B5-9335-9C0268CC8B26 Revised 12.21.23 Page 20 of 22 contribution it may have against City, its elected officials, officers, employees, agents, and volunteers. 4. Errors and Omissions Coverage. If Errors & Omissions Insurance is required, and if Contractor provides claims made professional liability insurance, Contractor shall also agree in writing either (1) to purchase tail insurance in the amount required by this Agreement to cover claims made within three years of the completion of Contractor’s services under this Agreement, or (2) to maintain professional liability insurance coverage with the same carrier in the amount required by this Agreement for at least three years after completion of Contractor’s services under this Agreement. Contractor shall also be required to provide evidence to City of the purchase of the required tail insurance or continuation of the professional liability policy. 5. Sufficiency of Insurers. Insurance required in this Agreement shall be provided by authorized insurers in good standing with the State of California. Coverage shall be provided by insurers admitted in the State of California with an A.M. Best’s Key Rating of B++, Class VII, or better, unless otherwise acceptable to the City. 6. Verification of Coverage. Contractor shall furnish City with both certificates of insurance and endorsements, including additional insured endorsements, affecting all of the coverages required by this Agreement. The certificates and endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. All proof of insurance is to be received and approved by the City before work commences. City reserves the right to require Contractor’s insurers to provide complete, certified copies of all required insurance policies at any time. Additional insured endorsements are not required for Errors and Omissions and Workers’ Compensation policies. Verification of Insurance coverage may be provided by: (1) an approved General and/or Auto Liability Endorsement Form for the City of Palm Springs or (2) an acceptable Certificate of Liability Insurance Coverage with an approved Additional Insured Endorsement with the following endorsements stated on the certificate: A. "The City of Palm Springs, its officials, employees, and agents are named as an additional insured…” ("as respects City of Palm Springs Contract No.___" or "for any and all work performed with the City" may be included in this statement). B. "This insurance is primary and non-contributory over any insurance or self- insurance the City may have..." ("as respects City of Palm Springs Contract No.___" or "for any and all work performed with the City" may be included in this statement). C. "Should any of the above-described policies be canceled before the expiration date thereof, the issuing company will mail 30 days written notice to the Certificate Holder named." Language such as, “endeavor to” mail and "but failure to mail such notice shall impose no obligation or liability of any kind upon the company, its agents or representative" is not acceptable and must be crossed out. DocuSign Envelope ID: CBD27C34-8ABC-41B5-9335-9C0268CC8B26 Revised 12.21.23 Page 21 of 22 D. Both the Workers’ Compensation and Employers' Liability policies shall contain the insurer's waiver of subrogation in favor of City, its elected officials, officers, employees, agents, and volunteers. In addition to the endorsements listed above, the City of Palm Springs shall be named the certificate holder on the policies. All certificates of insurance and endorsements are to be received and approved by the City before work commences. All certificates of insurance must be authorized by a person with authority to bind coverage, whether that is the authorized agent/broker or insurance underwriter. Failure to obtain the required documents prior to the commencement of work shall not waive the Contractor’s obligation to provide them. 7. Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions must be declared to and approved by the City prior to commencing any work or services under this Agreement. At the option of the City, either (1) the insurer shall reduce or eliminate such deductibles or self-insured retentions with respect to the City, its elected officials, officers, employees, agents, and volunteers; or (2) Contractor shall procure a bond guaranteeing payment of losses and related investigations, claim administration, and defense expenses. Certificates of Insurance must include evidence of the amount of any deductible or self-insured retention under the policy. Contractor guarantees payment of all deductibles and self-insured retentions. 8. Severability of Interests (Separation of Insureds). This insurance applies separately to each insured against whom claim is made or suit is brought except with respect to the limits of the insurer’s liability. DocuSign Envelope ID: CBD27C34-8ABC-41B5-9335-9C0268CC8B26 Revised 12.21.23 Page 22 of 22 EXHIBIT “C” EXECUTIVE ORDER N-6-22 CERTIFICATION Executive Order N-6-22 issued by Governor Gavin Newsom on March 4, 2022, directs all agencies and departments that are subject to the Governor’s authority to (a) terminate any contracts with any individuals or entities that are determined to be a target of economic sanctions against Russia and Russian entities and individuals; and (b) refrain from entering into any new contracts with such individuals or entities while the aforementioned sanctions are in effect. Executive Order N-6-22 also requires that any contractor that: (1) currently has a contract with the City of Palm Springs funded through grant funds provided by the State of California; and/or (2) submits a bid or proposal or otherwise proposes to or enter into or renew a contract with the City of Palm Springs with State of California grant funds, certify that the person is not the target of any economic sanctions against Russia and Russian entities and individuals. The contractor hereby certifies, SUBJECT TO PENALTY FOR PERJURY, that a) the contractor is not a target of any economic sanctions against Russian and Russian entities and individuals as discussed in Executive Order N-6-22 and b) the person signing below is duly authorized to legally bind the Contractor. This certification is made under the laws of the State of California. Signature: Printed Name: Title: Firm Name: Date: DocuSign Envelope ID: CBD27C34-8ABC-41B5-9335-9C0268CC8B26 6/6/2024 Principal Katie Horak Architectural Resources Group 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 below If 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 HIRED AUTOS ONLY 8/21/2023 AssuredPartners Design Professionals Insurance Services,LLC 3697 Mt.Diablo Blvd.,Suite 230 Lafayette CA 94549 Evan Brown 510-272-1403 CertsDesignPro@AssuredPartners.com License#:6003745 XL Speciality Insurance Company 37885 ARCHRES-04 The Travelers Indemnity Company of Connecticut 25682ArchitecturalResourcesGroup,Inc. Pier 9,The Embarcadero,Suite 107 San Francisco CA 94111 HARTFORD INSURANCE COMPANY 38288 776724904 B X 2,000,000 X 1,000,000 X Contractual Liab 10,000 Included 2,000,000 4,000,000 X Y Y 6802H186591 9/1/2023 9/1/2024 4,000,000 B 1,000,000 X X Y Y BA1S985277 9/1/2023 9/1/2024 C XY57WEGLP76259/1/2023 9/1/2024 1,000,000 1,000,000 1,000,000 A Professional Liability & Contractors Pollution Legal Liability DPR5017487 9/1/2023 9/1/2024 Per Claim/$2,000,000 Included $2,000,000/Agg lmt Insured owns no company vehicles;therefore,hired/non-owned auto is the maximum coverage that applies. RE:ARG Project #17015,Case #3.4001 MAA Demo,401 West Merito Historic Resources Report -The City of Palm Springs,its officials,employees and agents are named Additional Insureds for General and Auto Liability.Severability of Interest applies to the General Liability policy.Insurance is primary and non contributory per policy form.Waiver of Subrogation applies to Workers'Compensation.Cancellation Notice:30 Days/10 Days for Non Payment of Premium. 30 Day Notice of Cancellation City of Palm Springs Attn:City Manager/City Clerk 3200 E.Tahquitz Canyon Way Palm Springs CA 92262 DocuSign Envelope ID: CBD27C34-8ABC-41B5-9335-9C0268CC8B26 COMMERCIAL GENERAL LIABILITY c. Method Of Sharing If all of the other insurance permits contribution by equal shares, we will follow this method also. Under this approach each insurer contributes equal amounts until it has paid its applicable limit of insurance or none of the loss remains, whichever comes first. If any of the other insurance does not permit contribution by equal shares, we will contribute by limits. Under this methoo, each insurer's share is based on the ratio of its applicable limit of insurance to the total applicable limits of insurance of all insurers. d. Primary And Non-Contributory Insurance If Required By Written Contract If you specifically agree in a written contract or agreement that the insurance afforded to an insured under this Coverage Part must apply on a primary basis, or a primary and non- contributory basis. this insurance is primary to other insurance that is available to such insured which covers such insured as a named insured, and we will not share with that other insurance, provided that: (1) The "bodily injury'' or "property damage" for which coverage is sought occurs; and (2) The "personal and advertising injury" for which coverage is sought is caused by an offense that is committed; subsequent to the signing of that contract or agreement by you. 5. Premium Audit a. We will compute all premiums for this Coverage Part in accordance with our rules and rates. b. Premium shown in this Coverage Part as advance premium is a deposit premium only. At the close of each audit perioo we will compute the earned premium for that period and send notice to the first Named Insured. The due date for audit and retrospective premiums is the date shown as the due date on the bill. If the sum of the advance and audit premiums paid for the policy period is greater than the earned premium, we will return the excess to the first Named Insured. c. The first Named Insured must keep records of the information we need for premium computation , and send us copies at such times as we may request. 6. Representations By accepting this policy, you agree: a. The statements in the Declarations are accurate and complete; b. Those statements are based upon representations you made to us; and c. We have issued this policy in reliance upon your representations. The unintentional omission of, or unintentional error in, any information provided by you which we relied upon in issuing this policy will not prejudice your rights under this insurance. However, this provision does not affect our right to collect additional premium or to exercise our rights of cancellation or nonrenewal in accordance with applicable insurance laws or regulations. 7. Separation Of Insureds Except with respect to the Limits of Insurance, and any rights or duties specifically assigned in this Coverage Part to the first Named Insured, this insurance applies: a. As if each Named Insured were the only Named Insured; and b. Separately to each insured against whom claim is made or "suit" is brought. 8. Transfer Of Rights Of Recovery Against Others To Us If the insured has rights to recover all or part of any payment we have made under this Coverage Part, those rights are transferred to us. The insured must do nothing after loss to impair them. At our request, the insured will bring "suit" or transfer those rights to us and help us enforce them. 9. When We Do Not Renew If we decide not to renew this Coverage Part, we will mail or deliver to the first Named Insured shown in the Declarations written not ice of the nonrenewal not less than 30 days before the expiration date. If notice is mailed, proof of mailing will be sufficient proof of notice. SECTION V -DEFINITIONS 1. "Advertisement" means a notice that is broadcast or published to the general public or specific market segments about your goods, products or services for the purpose of attracting customers or supporters. For the purposes of this definition: a. Notices that are published include material placed on the Internet or on similar electronic means of communication; and b. Regarding websites, only that part of a website that is about your goods, prooucts or services for the purposes of attracting customers or supporters is considered an advertisement. Page 16 of 21 © 2017 The Travelers Indemnity Company. All rights reserved. CG T1000219 Includes copyrighted material of Insurance Services Office, Inc. with its permiss ion. Policy #6802H186591DocuSign Envelope ID: CBD27C34-8ABC-41B5-9335-9C0268CC8B26 COMMERCIAL GENERAL LIABILITY that is available to any of your "employees"occupational therapist or occupational for "bodily injury" that arises out of providingtherapy assistant, physical therapist or or failing to provide "incidental medicalspeech-language pathologist; or services" to any person to the extent not(b)First aid or "Good Samaritan services"subject to Paragraph 2.a.(1)of Section II –by any of your "employees" or "volunteer Who Is An Insured.workers", other than an employed or volunteer doctor. Any such "employees"K. MEDICAL PAYMENTS – INCREASED LIMIT or "volunteer workers" providing or failing The following replaces Paragraph 7.ofto provide first aid or "Good Samaritan SECTION III – LIMITS OF INSURANCE:services" during their work hours for you 7.Subject to Paragraph 5.above, the Medicalwill be deemed to be acting within the scope of their employment by you or Expense Limit is the most we will pay under performing duties related to the conduct Coverage C for all medical expenses of your business.because of "bodily injury" sustained by any one person, and will be the higher of:3.The following replaces the last sentence of Paragraph 5.of SECTION III – LIMITS OF a.$10,000; orINSURANCE: b.The amount shown in the Declarations ofFor the purposes of determining the this Coverage Part for Medical Expenseapplicable Each Occurrence Limit, all related Limit.acts or omissions committed in providing or failing to provide "incidental medical L. AMENDMENT OF EXCESS INSURANCE services", first aid or "Good Samaritan CONDITION – PROFESSIONAL LIABILITYservices" to any one person will be deemed The following is added to Paragraph 4.b.,to be one "occurrence".Excess Insurance, of SECTION IV –4.The following exclusion is added to COMMERCIAL GENERAL LIABILITYParagraph2.,Exclusions, of SECTION I –CONDITIONS: COVERAGES – COVERAGE A – BODILY This insurance is excess over any of the otherINJURY AND PROPERTY DAMAGE insurance, whether primary, excess, contingentLIABILITY:or on any other basis, that is ProfessionalSale Of Pharmaceuticals Liability or similar coverage, to the extent the "Bodily injury" or "property damage" arising loss is not subject to the professional services out of the violation of a penal statute or exclusion of Coverage A or Coverage B. ordinance relating to the sale of M. BLANKET WAIVER OF SUBROGATION –pharmaceuticals committed by, or with the WHEN REQUIRED BY WRITTEN CONTRACTknowledge or consent of the insured.OR AGREEMENT5.The following is added to the DEFINITIONS The following is added to Paragraph 8.,TransferSection: Of Rights Of Recovery Against Others To Us,"Incidental medical services" means:of SECTION IV – COMMERCIAL GENERAL a.Medical, surgical, dental, laboratory, x-LIABILITY CONDITIONS: ray or nursing service or treatment,If the insured has agreed in a written contract oradvice or instruction, or the related agreement to waive that insured's right offurnishing of food or beverages; or recovery against any person or organization, we b.The furnishing or dispensing of drugs or waive our right of recovery against such personmedical, dental, or surgical supplies or or organization, but only for payments we makeappliances.because of: 6.The following is added to Paragraph 4.b.,a."Bodily injury" or "property damage" thatExcess Insurance, of SECTION IV –occurs; orCOMMERCIAL GENERAL LIABILITY b."Personal and advertising injury" caused byCONDITIONS: an offense that is committed;This insurance is excess over any valid and subsequent to the signing of that contract orcollectible other insurance, whether primary, excess, contingent or on any other basis,agreement. CG D3 79 02 19 ú 2017 The Travelers Indemnity Company. All rights reserved.Page 5 of 6 Includes copyrighted material of Insurance Services Office, Inc. with its permission. Policy #6802H186591 DocuSign Envelope ID: CBD27C34-8ABC-41B5-9335-9C0268CC8B26 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Form WC 99 03 03 B Printed in U.S.A. (Ed. 8/00) Process Date: Page 1 of 6 Policy Expiration Date: © 2000, The Hartford WORKERS’ COMPENSATION BROAD FORM ENDORSEMENT EXTENDED OPTIONS Endorsement Number:Policy Number: Effective Date: Effective hour is the same as stated on the Information Page of the policy. Named Insured and Address: Section I of this endorsement expands coverage provided under WC 00 00 00. Section II of this endorsement provides additional coverage usually only provided by endorsement. Section III of this endorsement is a Schedule of Covered States. You may use the index to locate these coverage features quickly: INDEX SUBJECT PAGE SUBJECT PAGE SECTION I PARTS ONE and TWO 01 We Will Also Pay PART - THREE 02 How This Insurance Works PART - SIX 03 Transfer of Your Rights and Duties 04 Liberalization SECTION II VOLUNTARY COMPENSATION INSURANCE 05 Voluntary Compensation Insurance A. How This Insurance Applies B. We Will Pay C. Exclusions D. Before We Pay E. Recovery From Others F. Employers’ Liability Insurance EMPLOYERS’ LIABILITY STOP GAP ENDORSEMENT 06 Employers’ Liability Stop Gap Coverage A. Stop Gap Coverage Limited to Montana, North Dakota, Ohio, Washington, West Virginia and Wyoming 2 2 2 2 2 2 2 2 2 2 2 2 3 3 3 3 3 3 3 3 B. Part One Does Not Apply C. Application of Coverage D. Additional Exclusions E. West Virginia EXTENDED OPTIONS 01 Employers’ Liability Insurance 02 Unintentional Failure to Disclose Hazards 03 Waiver of Our Right to Recover from Others 04 Foreign Voluntary Compensation A. How This Reimbursement Applies B. We Will Reimburse C. Exclusions D. Before We Pay E. Recovery From Others F. Reimbursement For Actual Loss Sustained G. Repatriation H. Endemic Disease 05 Longshore and Harbor Workers’ Compensation Act Coverage Endorsement SECTION III 01 Schedule of Covered States 3 3 3 3 4 4 4 4 4 4 4 4 5 5 5 5 5 5 6 6 57WEGLP7625 09/01/2023 Architectural Resources Group,Inc. Pier 9,The Embarcadero,Suite 107 San Francisco,CA 94111 09/01/20248/21/2023 DocuSign Envelope ID: CBD27C34-8ABC-41B5-9335-9C0268CC8B26 Form WC 99 03 03 B Printed in U.S.A. (Ed. 8/00)Page 2 of 6 SECTION I PARTS ONE and TWO 1.WE WILL ALSO PAY D.We Will Also Pay of Part One (WORKERS’ COMPENSATION INSURANCE); and E.We Will Also Pay of Part Two (EMPLOYERS’LIABILITY INSURANCE)is replaced by the following: We Will Also Pay We will also pay these costs,in addition to other amounts payable under this insurance, as part of any claim,proceeding,or suit we defend: 1.reasonable expenses incurred at our request,INCLUDING loss of earnings; 2.premiums for bonds to release attachments and for appeal bonds in bond amounts up to the limit of our liability under this insurance; 3.litigation costs taxed against you; 4.interest on a judgment as required by law until we offer the amount due under this law; and 5.expenses we incur. PART THREE 2.How This Insurance Applies Paragraph 4.of A.How This Insurance Applies of Part 3 (Other States Insurance)is replaced by the following: 4.If you have work on the effective date of this policy in any state not listed in Item 3.A.of the Information Page,coverage will not be afforded for that state unless we are notified within sixty days. PART SIX 3.Transfer Of Your Rights and Duties C.Transfer Of Your Rights and Duties of Part 6 (Conditions) is replaced by the following: Your rights or duties under this policy may not be transferred without our written consent. If you die and we receive notice within sixty days after your death,we will cover your legal representative as insured. 4.Liberalization If we adopt a change in this form that would broaden the coverage of this form without extra charge,the broader coverage will apply to this policy.It will apply when the change becomes effective in your state. SECTION II VOLUNTARY COMPENSATION ANDEMPLOYERS’ LIABILITY COVERAGE 5.Voluntary Compensation Insurance A.How This Insurance Applies This insurance applies to bodily injury by accident or bodily injury by disease.Bodily injury includes resulting death. 1.The bodily injury must be sustained by any officer or employee not subject to the workers’compensation law of any state shown in Item 3.A.of the Information Page. 2.The bodily injury must arise out of and in the course of employment or incidental to work in a state shown in Item 3.A.of the Information Page. 3.The bodily injury must occur in the United States of America,its territories or possessions,or Canada,and may occur elsewhere if the employee is a United States or Canadian citizen,or otherwise legal resident,and legally employed,in the United States or Canada and temporarily away from those places. 4.Bodily injury by accident must occur during the policy period. 5.Bodily injury by disease must be caused or aggravated by the conditions of the DocuSign Envelope ID: CBD27C34-8ABC-41B5-9335-9C0268CC8B26 Form WC 99 03 03 B Printed in U.S.A. (Ed. 8/00)Page 3 of 6 officer’s or employee’s employment.The officer’s or employee’s last day of last exposure to the conditions causing or aggravating such bodily injury by disease must occur during the policy period. B.We Will Pay We will pay an amount equal to the benefits that would be required of you as if you and your employees were subject to the workers’ compensation law of any state shown in Item 3.A.of the Information Page.We will pay those amounts to the persons who would be entitled to them under the law. C.Exclusion This insurance does not cover: 1.any obligation imposed by workers’ compensation or occupational disease law or any similar law. 2.bodily injury intentionally caused or aggravated by you. 3.officers or employees who have elected not to be subject to the state workers’ compensation law. 4.partners or sole proprietors not covered under the Standard Sole Proprietors, Partners,Officers and Others Coverage Endorsement. D.Before We Pay Before we pay benefits to the persons entitled to them, they must: 1.Release you and us,in writing,of all responsibility for the injury or death. 2.Transfer to us their right to recover from others who may be responsible for the injury or death. 3.Cooperate with us and do everything necessary to enable us to enforce the right to recover from others. If the persons entitled to the benefits of this insurance fail to do those things,our duty to pay ends at once.If they claim damages from you or from us for the injury or death, our duty to pay ends at once. E.Recovery From Others If we make a recovery from others,we will keep an amount equal to our expenses of recovery and the benefits we paid.We will pay the balance to the persons entitled to it. If the persons entitled to the benefits of this insurance make a recovery from others,they must reimburse us for the benefits we paid them. F.Employers’ Liability Insurance Part Two (Employers’Liability Insurance)applies to bodily injury covered by this endorsement as though the State of Employment was shown in Item 3.A. of the Information Page. This provision 5.does not apply in New Jersey or Wisconsin. EMPLOYERS’ LIABILITY STOP GAP COVERAGE 6.Employers’ Liability Stop Gap Coverage A.This coverage only applies in Montana,North Dakota,Ohio,Washington,West Virginia and Wyoming. B.Part One (Workers’Compensation Insurance) does not apply to work in states shown in Paragraph A above. C.Part Two (Employers’Liability Insurance)applies in the states,shown in Paragraph A.,as though they were shown in Item 3.A.of the Information Page. D.Part Two,Section C.Exclusions is changed by adding these exclusions. This insurance does not cover; 5.bodily injury intentionally caused or aggravated by you or in Ohio bodily injury resulting from an act which is determined by an Ohio court of law to have been committed by you with the belief than an injury is substantially certain to occur.However,the cost of defending such claims or suits in Ohio is covered. 13.bodily injury sustained by any member of the flying crew of any aircraft. 14.any claim for bodily injury with respect to which you are deprived of any defense or defenses or are otherwise subject to penalty because of default in premium under the provisions of the workers’compensation law or laws of a state shown in Paragraph A. E.This insurance applies to damages for which you are liable under West Virginia Code Annot.S 23- 4-2. DocuSign Envelope ID: CBD27C34-8ABC-41B5-9335-9C0268CC8B26 Form WC 99 03 03 B Printed in U.S.A. (Ed. 8/00)Page 4 of 6 EXTENDED OPTIONS 1.Employers’ Liability Insurance Item 3.B.of the Information Page is replaced by the following: B.Employers’ Liability Insurance: 1.Part Two of the policy applies to work in each state listed in Item 3.A. The Limits of Liability under Part Two are the higher of: Bodily Injury by Accident $500,000 Each Accident Bodily Injury by Disease $500,000 Policy Limit Bodily Injury by Disease $500,000 Each Employee OR 2.The amount shown in the Information Page. This provision 1 of EXTENDED OPTIONS does not apply in New York because the Limits Of Our Liability are unlimited. In this provision the limits are changed from $500,000 to $1,000,000 in California. 2.Unintentional Failure to Disclose Hazards If you unintentionally should fail to disclose all existing hazards at the inception date of your policy,we shall not deny coverage under this policy because of such failure. 3.Waiver of Our Right To Recover From Others A.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 any person or organization for whom 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 agreement. B.This provision 3.does not apply in the states of Pennsylvania and Utah. 4.Foreign Voluntary Compensation and Employers’ Liability Reimbursement A.How This Reimbursement Applies This reimbursement provision applies to bodily injury by accident or bodily injury by disease. Bodily injury includes resulting death. 1.The bodily injury must be sustained by an officer or employee. 2.The bodily injury must occur in the course of employment necessary or incidental to work in a country not listed in Exclusion C.1.of this provision. 3.Bodily injury by accident must occur during the policy period. 4.Bodily injury by disease must be caused or aggravated by the conditions of your employment.The officer or employee’s last exposure to those conditions of your employment must occur during the policy period. B.We Will Reimburse We will reimburse you for all amounts paid by you whether such amounts are: 1.voluntary payments for the benefits that would be required of you if you and your officers or employees were subject to any workers’compensation law of the state of hire of the individual employee. 2.sums to which Part Two (Employers’Liability Insurance)would apply if the Country of Employment were shown in Item 3.A.of the Information Page. C.Exclusions This insurance does not cover: 1.any occurrences in the United States, Canada,and any country or jurisdiction which is the subject of trade or economic sanctions imposed by the laws or regulations of the United States of America in effect as of the inception date of this policy. 2.any obligation imposed by a workers’ compensation or occupational disease law, or similar law. 3.bodily injury intentionally caused or aggravated by you. DocuSign Envelope ID: CBD27C34-8ABC-41B5-9335-9C0268CC8B26 Form WC 99 03 03 B Printed in U.S.A. (Ed. 8/00)Page 5 of 6 4.liability for any consequence,whether direct or indirect,of war,invasion,act of Foreign enemy,hostilities (whether war be declared or not),civil war,rebellion, revolution,insurrection or military or usurped power.No endorsement now or subsequently attached to this policy shall be construed as overriding or waiving this limitation unless specific reference is made thereto. D.Before We Pay Before we reimburse you for the benefits to the persons entitled to them,you must have them: 1.release you and us,in writing,of all responsibility for the injury or death, 2.transfer to us their right to recover from others who may be responsible for their injury or death, 3.cooperate with us and do everything necessary to enable us to enforce the right to recover from others. If the persons entitled to the benefits paid fail to do these things,our duty to reimburse ends at once.If they claim damages from us for the injury or death,our duty to reimburse ends at once. E.Recovery From Others If we make a recovery from others,we will keep an amount equal to our expenses of recovery and the benefits we reimbursed. We will pay the balance to the persons entitled to it.If persons entitled to the benefits make a recovery from others,they must repay us for the amounts that we have reimbursed you. F.Reimbursement for Actual Loss Sustained This endorsement provides only for reimbursement for the loss you actually sustain.In order for you to recover loss or expenses under this reimbursement you must: 1.actually sustain and pay the loss or expense in money after trial, or 2.secure our consent for the payment of the loss or expense. G.Repatriation Our reimbursement includes the additional expenses of repatriation to the United States of America necessarily incurred as a direct result of bodily injury. Our reimbursement shall be limited as follows: 1.to the amount by which such expenses exceed the normal cost of returning the officer or employee if in good health, or 2.in the event of death,to the amount by which such expenses exceed the normal cost of returning the officer or employee if alive and in good health. In no event shall our reimbursement exceed the bodily injury by accident limit shown in Item 3.B. of the Information Page as respects any one such officer or employee whether dead or alive. H.Endemic Disease The word “disease”includes any endemic diseases. The coverage applies as if endemic diseases were included in the provisions of the workers’ compensation law. 5.Longshore and Harbor Workers’Compensation Act Coverage General Section C.Workers’Compensation Law is replaced by the following: C.Workers’ Compensation Law Workers’Compensation Law means the workers or workers’compensation law and occupational disease law of each state or territory named in Item 3.A.of the Information Page and the Longshore and Harbor Workers’Compensation Act (33 USC Sections 901-950).It includes any amendments to those laws that are in effect during the policy period.It does not include any other federal workers or workers’compensation law,other federal occupational disease law or the provisions of any law that provide nonoccupational disability benefits. Part Two (Employers’Liability Insurance),C. Exclusions,exclusion 8,does not apply to work subject to the Longshore and Harbor Workers’ Compensation Act. This coverage does not apply to work subject to the Defense Base Act,the Outer Continental Shelf Lands Act,or the Nonappropriated Fund Instrumentalities Act. DocuSign Envelope ID: CBD27C34-8ABC-41B5-9335-9C0268CC8B26 Form WC 99 03 03 B Printed in U.S.A. (Ed. 8/00)Page 6 of 6 SECTION III 1.SCHEDULE OF COVERED STATES A.This endorsement only applies in the states listed in this Schedule of Covered States. B.If a state,shown in Item 3.A.of the Information Page,approves this endorsement after the effective date of this policy,this endorsement will apply to this policy.The coverage will apply in the new state on the effective date of the state approval C.Schedule of Covered States: CA Countersigned by Authorized Representative DocuSign Envelope ID: CBD27C34-8ABC-41B5-9335-9C0268CC8B26 Policy Number: BA1S985277 DocuSign Envelope ID: CBD27C34-8ABC-41B5-9335-9C0268CC8B26 DocuSign Envelope ID: CBD27C34-8ABC-41B5-9335-9C0268CC8B26 DocuSign Envelope ID: CBD27C34-8ABC-41B5-9335-9C0268CC8B26 COMM RCI L AUTOE A T IS ENDORSEMENT CHANGES T E POLICY.PL ASE READ IT CAREFULLY.H H E BLANKET ADDITIONAL INSURED Thi e dorseme t m d fie i surance prov ded under he f l o ing:s n n o i s n i t o l w BUS NE S A TO OV RAGE F RMI S U C E O M TO CA RI R COV RA E F RMO R R E E G O The fo lo ing i added to Parag aphl w s r c.in A.1.,Who be ween you and that pe son or organiza ion,that istrt Is An Insu edr,of SECTION II CO E ED AU OV R T S si ned by yo be o e the "bodi y injury or "prope tyg u f r l " r L ABI I Y CO E AGEI L T V R in the BUSIN SS AUTE O dam ge occur and that is in ef e t during the pol cya " s f c i CO ERAGE FO MVR and Pa agraphr e.in A.1.,Who Is pe iod,to nam as an addi ional insured fo Cov redretr e An Insu edr,of SECT ON II CO ERED AU OIV T S Auto Liabil ty Cov rage,but o ly fo dam ges tos i e n r a L ABI I Y CO ERAGEI L T V in the MOT R CARRIEOR whi h this insurance applie an only to the ex ent ocs d t f CO ERAGE FO MVR,whichev r Co erage Form i that perso 's o o ganizat o 'se v s n r r i n lia il ty fo the co ductb i r n pa t o y ur poli y o anot er "in ured".r f o c :f h s Thi i cl de any perso or organi ation who you ares n u s n z re ui ed unde a written cont a t o ag ee entq r r r c r r m CA 4 37 2 16T 0 ©2016 The Travelers Indemnity Company.All rights reserved.Page 1 of 1 Includes copyrighted material of nsurance Services OfIf ce,Inc.with its permis ion.i s Policy:BA1S985277 DocuSign Envelope ID: CBD27C34-8ABC-41B5-9335-9C0268CC8B26 COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY.PLEASE READ IT CAREFULLY. BLANKET WAIVER OF SUBROGATION This endorsement modifies insurance provided under the following: AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM The following replaces Paragraph A.5.,Transfer of required of you by a written contract executed Rights Of Recovery Against Others To Us,of the prior to any "accident"or "loss",provided that the CONDITIONS Section:"accident"or "loss"arises out of the operations 5.Transfer Of Rights Of Recovery Against Oth-contemplated by such contract.The waiver ap- ers To Us plies only to the person or organization desig- nated in such contract.We waive any right of recovery we may have against any person or organization to the extent CA T3 40 02 15 ©2015 The Travelers Indemnity Company.All rights reserved.Page 1 of 1 Includes copyrighted material of Insurance Services Office,Inc.with its permission. Policy #BA1S985277 DocuSign Envelope ID: CBD27C34-8ABC-41B5-9335-9C0268CC8B26 CITY OF PALM SPRINGS 3200 E TAHQUITZ CANYON WAY, PALM SPRINGS, CA 92262 (760) 322-8328 BUSINESS LICENSE CERTIFICATE Fees Paid:$226.00 ISSUANCE OF THIS LICENSE DOES NOT ENTITLE THE LICENSEE TO OPERATE OR MAINTAIN A BUSINESS IN VIOLATION OF ANY OTHER LAW OR ORDINANCE. THIS IS NOT AN ENDORSEMENT OF THE ACTIVITY NOR OF THE APPLICANT'S QUALIFICATIONS. Business Name:ARCHITECTUAL RESOURCES GROUP, INC DBA: Owner:ARCHITECTURAL RESOURCES GROUP, INC Mailing Address:PIER 9 THE EMBARCADERO SUITE 107 SAN FRANCISCO, CA 94111 License Number:OC-000743-2023 Expiration Date:07/31/2024 PLEASE NOTE THAT IT IS YOUR RESPONSIBILITY TO RENEW AND UPDATE THIS LICENSE ANNUALLY. Business Location:PIER 9 THE EMBARCADERO SUITE 107, SAN FRANCISCO, CA 94111 Business Description:ARCHITECTUAL SERVICES TO BE POSTED IN A CONSPICUOUS PLACE DocuSign Envelope ID: CBD27C34-8ABC-41B5-9335-9C0268CC8B26