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HomeMy WebLinkAbout25Q159 - NV5, Inc.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) Professional Services Agreement NV5, Inc. Luanne Bean, PE, Project Manager luanne.bean@nv5.com On-Call Construction Management and Inspection Services NTE $3,000,000 3 years (with 2 one year extension options) On file Jeffrey M. Cooper, Jeffrey.Cooper@NV5.com MaryJo O’Brien, MaryJo.OBrien@nv5.com Engineering Services Joel Montalvo / Anthony Acosta X8740 May 28, 2025 Item 1J 25Q159 Yes Yes Yes Department - No Agreement and Insurance are attached. N/A 06/03/2025 Vonda Teed Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA Page 1 of 18 CITY OF PALM SPRINGS PROFESSIONAL SERVICES AGREEMENT 25Q159 ON-CALL CONSTRUCTION MANAGEMENT AND INSPECTION SERVICES THIS PROFESSIONAL SERVICES AGREEMENT (hereinafter “Agreement”) is made and entered into, to be effective this 1st day of July, 2025, by and between the CITY OF PALM SPRINGS, a California charter city and municipal corporation, (hereinafter referred to as “City”) and NV5, INC., (hereinafter referred to as “Consultant”). City and Consultant are sometimes hereinafter individually referred to as “Party” and are hereinafter collectively referred to as the “Parties.” RECITALS A.City has determined that there is a need for As-Needed, “On-Call” Construction Management and Inspection Services for a variety of future projects, (hereinafter the “Project”). B.Consultant has submitted to City a proposal to provide As-Needed, “On-Call” Construction Management and Inspection Services for a variety of future projects to City pursuant to the terms of this Agreement. C.Consultant is qualified by virtue of its experience, training, education, reputation, and expertise to provide these services and has agreed to provide such services as provided herein. D.City desires to retain Consultant to provide such professional services. 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: 1.0 SERVICES OF CONSULTANT 1.1 Scope of Services. In compliance with all terms and conditions of this Agreement, Consultant agrees to perform the professional services set forth in the Scope of Services described in Exhibit “A,” which is attached hereto and is incorporated herein by reference (hereinafter referred to as the “Services” or “Work”). The Services shall be more particularly described in the individual Task Order issued by the City. As a material inducement to the City entering into this Agreement, Consultant acknowledges that this Agreement requires specialized skills and abilities and is consistent with this understanding, Consultant is a provider of professional services and that Consultant is experienced in performing the Work contemplated herein and, in light of such status and experience, Consultant covenants that it shall perform the Work in a competent, professional, and satisfactory manner consistent with the level of care and skill ordinarily exercised by experienced and well qualified members of the profession currently practicing under similar conditions. 1.2 Contract Documents. The Agreement between the Parties shall consist of the following: (1) this Agreement; (2) the Scope of Services; (3) the City’s Request for Proposals (4) the Consultant’s signed, original proposal submitted to the City (“Consultant’s Proposal”); (5) Fee Schedule; and (5) the Task Order (as defined herein) (collectively referred to as the “Contract Documents”). The City’s Request Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA Page 2 of 18 for Proposals and the Consultant’s Proposal, which are attached as Exhibits “B” and “C” respectively, are incorporated by reference and are made a part of this Agreement. The Scope of Services shall include the Consultant’s Proposal. All provisions of the Scope of Services, Task Order, the City’s Request for Proposals and the Consultant’s Proposal shall be binding on the Parties. Should any conflict or inconsistency exist in the Contract Documents, the conflict or inconsistency shall be resolved by applying the provisions in the highest priority document, which shall be determined in the following order of priority: (1st) the terms of this Agreement; (2nd) the provisions of the Task Order; (3rd) Scope of Services (Exhibit “A”), as may be amended from time to time; (4th) the provisions of the City’s Request for Qualifications (Exhibit “B”); and (5th) the provisions of the Consultant’s Proposal (Exhibit “C”). 1.3 Compliance with Law. Consultant warrants that all Services rendered hereunder shall be performed in accordance with all applicable federal, state, and local laws, statutes, and ordinances and all lawful orders, rules, and regulations promulgated thereunder, including without limitation all applicable Cal/OSHA requirements. Consultant shall be liable for all violations of such laws and regulations in connection with the Services and this Agreement. 1.4 Licenses, Permits, Fees and Assessments. Consultant represents and warrants to City that it has obtained all licenses, permits, qualifications, and approvals of whatever nature that are legally required to practice its profession and perform the Work required by this Agreement. Consultant represents and warrants to City that Consultant shall, at its sole cost and expense, keep in effect at all times during the term of this Agreement, any license, permit, qualification, or approval that is legally required for Consultant to perform the Work under this Agreement. Consultant shall have the sole obligation to pay for any fees, assessments, and taxes, plus applicable penalties and interest, which may be imposed by law and arise from or are necessary for the Consultant's performance of the Work required by this Agreement, and shall indemnify, defend, and hold harmless City against any such fees, assessments, taxes penalties, or interest levied, assessed, or imposed against City hereunder. 1.5 Familiarity with Work. By executing this Agreement, Consultant affirms that Consultant (a) has investigated and considered the Scope of Services to be performed, (b) has carefully considered how the Services should be performed, and (c) understands the facilities, difficulties, and restrictions attending performance of the Services under this Agreement. If the Services involve work upon any site, Consultant warrants that Consultant has or will investigate the site and is or will be acquainted with the conditions there existing, prior to commencement of any Services hereunder. Should the Consultant discover any latent or unknown conditions that will materially affect the performance of the Services hereunder, Consultant shall immediately inform the City of such fact and shall not proceed except at Consultant's risk until written instructions are received from the City. 1.6 Care of Work. Consultant shall adopt reasonable methods during the term of the Agreement to furnish continuous protection to the Work and the equipment, materials, papers, documents, plans, studies, and/or other components thereof to prevent losses or damages, and shall be responsible for all such damages, to persons or property, until acceptance of the Work by the City, except such losses or damages as may be caused by City's own negligence. 1.7 Further Responsibilities of Parties. Both Parties agree to use reasonable care and diligence to perform their respective obligations under this Agreement. Both Parties agree to act in good faith to execute all instruments, prepare all documents, and take all actions as may be reasonably necessary to carry out the purposes of this Agreement. Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA Page 3 of 18 1.8 Performance of Services. City Manager or Director of Engineering/City Engineer, as provided in Section 2.1 of this Agreement, shall have the right at any time during the term of this Agreement to order the performance of services as generally described in the Scope of Services to perform extra or additional work beyond that specified in the Scope of Services or make changes by altering, adding to, or deducting from such Work. No Work may be undertaken unless a written order is first given by the City Manager or the Director of Engineering/City Engineer to the Consultant, incorporating therein the identification and description of the Work to be performed, a maximum or not to exceed amount for such Work, and the time to perform the Work. 1.9 Unauthorized Aliens. Consultant hereby represents and warrants that it will comply with all of the provisions of the Federal Immigration and Nationality Act, 8 U.S.C.A. §§1101, et seq., as amended, and in connection therewith, shall not employ unauthorized aliens as defined therein. Should Consultant so employ such unauthorized aliens for the performance of any Work under this Agreement, and should any liability or sanctions be imposed against City for such use of unauthorized aliens, Consultant hereby agrees to reimburse City for any and all liabilities, actions, suits, claims, demands, losses, costs, judgments, arbitration awards, settlements, damages, demands, orders, or penalties which arise out of or are related to such employment, together with any and all costs, including attorneys' fees, incurred by City. 2.0 COMPENSATION 2.1 Maximum Contract Amount. City and Consultant hereby acknowledge and agree that the Services required by this Agreement will vary dependent upon the number, type, and extent of the Services the Consultant shall provide; and no guarantee of the extent or the type of Services required of Consultant under the terms of this Agreement is made by the City. The annual level of services required by this Agreement is unknown and may significantly increase or decrease from year to year. In acknowledgement of the fact that the number and type of projects requiring the Consultant’s Services has not been identified for this Agreement, City and Consultant hereby acknowledge and agree that a specific “Maximum Contract Amount” shall be imposed on each separate project that the City may assign Consultant as provided in Section 1.8 and in this Section 2.1. Each such separate project shall be identified as a Task Order authorized by the Director of Engineering/City Engineer or the City Manager as provided in this Section 2.1. Consultant shall be compensated and reimbursed for the services rendered under this Agreement in accordance with the fee schedule set forth in Exhibit “D”. The total amount of Compensation for the duration of the term of this agreement, as defined in Section 3.4, shall not exceed $3,000,000. The method of compensation for each separate City authorized Task Order may include: (i) a lump sum payment upon completion, (ii) payment for time and materials based upon the Consultant's Schedule of Hourly Billing Rates (Fee Schedule) as shown on Exhibit “D”, or (iii) such other methods as may be specified in the Schedule of Compensation. Compensation shall include reimbursement for actual and necessary expenditures for reproduction costs, telephone expense, transportation expense, and all other necessary expenditures required to perform the professional services under this Agreement. Compensation shall include the attendance of Consultant at all project meetings reasonably deemed necessary by the City; Consultant shall not be entitled to any additional compensation for attending said meetings. Consultant hereby acknowledges that it accepts the Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA Page 4 of 18 risk that the Services to be provided pursuant to the Scope of Services may be more costly or time consuming than Consultant anticipates, and that Consultant shall not be entitled to additional compensation, therefore. It is expressly agreed that the maximum contract amount of this Agreement is undefined and is subject to the number and type of projects requiring the Consultant’s Services throughout the duration of the term of this Agreement, if any. Consultant’s compensation shall be limited to the Maximum Contract Amount identified on each separate, individually authorized Task Order corresponding to a project requiring the services of the Consultant. By approval of this Agreement, the City Council hereby authorizes the subsequent approval of individual Task Orders (Purchase Orders) in those amounts sufficient to cover the cost of required Services necessary for the projects. 2.2 Method of Payment. Unless some other method of payment is specified in the Schedule of Compensation (Exhibit “D”), in any month in which Consultant wishes to receive payment, no later than the tenth (10) working day of such month, Consultant shall submit to the City, in a form approved by the City’s Finance Director, an invoice for Services rendered prior to the date of the invoice. Such requests shall be based upon the amount and value of the Services performed by Consultant and accompanied by such reporting data including an itemized breakdown of all costs incurred and tasks performed during the period covered by the invoice, as may be required by the City. City shall use reasonable efforts to make payments to Consultant within forty-five (45) days after receipt of the invoice or a soon thereafter as is reasonably practical. There shall be a maximum of one payment per month. 2.3 Changes in Scope. In the event any change or changes in the Scope of Services is requested by the City, the Parties shall execute a written amendment to this Agreement, setting forth with particularity all terms of such amendment, including, but not limited to, any additional professional fees. An amendment may be entered into: (a) to provide for revisions or modifications to documents or other work product or work when documents or other work product or work is required by the enactment or revision of law subsequent to the preparation of any documents, other work product, or work; and/or (b) to provide for additional services not included in this Agreement or not customarily furnished in accordance with generally accepted practice in Consultant’s profession. 2.4 Appropriations. This Agreement is subject to and contingent upon funds being appropriated therefore by the Palm Springs City Council for each fiscal year covered by the Agreement. If such appropriations are not made, the City Manager may terminate this Agreement as provided in Section 8.3 of this Agreement; otherwise, there shall be no funding for any Services and Consultant shall not be entitled to payment for any Services that Consultant may provide. 3. SCHEDULE OF PERFORMANCE 3.1 Time of Essence. Time is of the essence in the performance of this Agreement. The time for completion of the Services to be performed by Consultant is an essential condition of this Agreement. Consultant shall prosecute regularly and diligently the Work of this Agreement according to the agreed upon Schedule of Performance for each Task Order. 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 Consultant to any additional compensation regardless of the Party responsible for the delay. Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA Page 5 of 18 3.2 Schedule of Performance. Consultant shall commence the Services pursuant to this Agreement upon receipt of a written Task Order and shall perform all Services within the time period(s) established in the Schedule of Performance. When requested by Consultant, extensions to the time period(s) specified in the Schedule of Performance may be approved in writing by the Contract Officer, but such extensions shall not exceed one hundred eighty (180) days cumulatively; however, the City shall not be obligated to grant such an extension. 3.3 Force Majeure. The time for performance of Services to be rendered under each Task Order may be extended because of any delays due to a Force Majeure Event, if Consultant 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 Consultant’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 Consultant 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 Consultant 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. 3.4 Term. Unless earlier terminated under the terms of this Agreement, this Agreement shall commence on July 1, 2025 and continue in full force and effect for three (3) years. At the sole discretion of the City Manager, upon written notice to Consultant and mutual agreement, the term of this Agreement may be extended for two (2) additional one (1) year terms. 4. COORDINATION OF WORK 4.1 Representative of Consultant. The following principal of Consultant is hereby designated as being the principal and representative of Consultant authorized to act in its behalf with respect to the Services to be performed under this Agreement and make all decisions in connection therewith: Luanne Bean, PE, Project Manager. It is expressly understood that the experience, knowledge, education, capability, expertise, 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 Consultant and devoting sufficient time to personally supervise the services performed hereunder. The foregoing principal may not be changed by Consultant without prior written approval of the Contract Officer. 4.2 Contract Officer. The Contract Officer shall be such person as may be designated by the City Manager of City and is subject to change by the City Manager. It shall be the Consultant's responsibility to ensure that the Contract Officer is kept fully informed of the progress of the performance of the Services, and the Consultant shall refer any decisions which must be made by City to the Contract Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA Page 6 of 18 Officer. Unless otherwise specified herein, any approval of City required hereunder shall mean the approval of the Contract Officer. The Contract Officer shall have authority to sign all documents on behalf of the City required hereunder to carry out the terms of this Agreement. 4.3 Prohibition Against Subcontracting or Assignments. The experience, knowledge, education, capability, and reputation of Consultant, its principals and employees, were a substantial inducement for City to enter into this Agreement. Consultant 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 Consultant is permitted to subcontract any part of this Agreement by City, Consultant shall be responsible to City for the acts and omissions of its subconsultant(s) in the same manner as it is for persons directly employed. Nothing contained in this Agreement shall create any contractual relationships between any subconsultant and City. All persons engaged in the Work will be considered employees of Consultant. City will deal directly with and will make all payments to Consultant. In addition, neither this Agreement nor any interest herein may be transferred, assigned, conveyed, hypothecated, or encumbered voluntarily or by operation of law, whether for the benefit of creditors or otherwise, without the prior written consent of City. Transfers restricted hereunder shall include the transfer to any person or group of persons acting in concert of more than twenty five percent (25%) of the present ownership and/or control of Consultant, taking all transfers into account on a cumulative basis. In the event of any such unapproved transfer, including any bankruptcy proceeding, this Agreement shall be void. No approved transfer shall release Consultant or any surety of Consultant from any liability hereunder without the express written consent of City. 4.4 Independent Consultant. A. The legal relationship between the Parties is that of an independent Consultant, and nothing herein shall be deemed to make Consultant a City employee. During the performance of this Agreement, Consultant and its officers, employees, and agents shall act in an independent capacity and shall not act as City officers or employees. The personnel performing the Services under this Agreement on behalf of Consultant shall at all times be under Consultant’s exclusive direction and control. Neither City nor any of its officers, employees, or agents shall have control over the conduct of Consultant or any of its officers, employees, or agents, except as set forth in this Agreement. Consultant, its officers, employees, or agents shall not maintain an office or any other type of fixed business location at City’s offices. City shall have no voice in the selection, discharge, supervision, or control of Consultant’s employees, servants, representatives, or agents, or in fixing their number, compensation, or hours of service. Consultant shall pay all wages, salaries, and other amounts due its employees in connection with this Agreement and shall be responsible for all reports and obligations respecting them, including but not limited to social security income tax withholding, unemployment compensation, workers’ compensation, and other similar matters. City shall not in any way or for any purpose be deemed to be a partner of Consultant in its business or otherwise a joint ventures or a member of any joint enterprise with Consultant. B. Consultant shall not incur or have the power to incur any debt, obligation, or liability against City, or bind City in any manner. Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA Page 7 of 18 C. No City benefits shall be available to Consultant, its officers, employees, or agents in connection with any performance under this Agreement. Except for professional fees paid to Consultant as provided for in this Agreement, City shall not pay salaries, wages, or other compensation to Consultant for the performance of Services under this Agreement. City shall not be liable for compensation or indemnification to Consultant, its officers, employees, or agents, for injury or sickness arising out of performing Services hereunder. If for any reason any court or governmental agency determines that the City has financial obligations, other than pursuant to Section 2 and Subsection 1.8 herein, of any nature relating to salary, taxes, or benefits of Consultant’s officers, employees, servants, representatives, subconsultants, or agents, Consultant shall indemnify City for all such financial obligations. 4.5 California Labor Code Requirements. A. Consultant 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, Consultant agrees to fully comply with such Prevailing Wage Laws. Consultant 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 Consultant 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 Consultant and all subcontractors performing such Services must be registered with the Department of Industrial Relations. Consultant 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 Consultant’s sole responsibility to comply with all applicable registration and labor compliance requirements. 5. INSURANCE 5.1 Types of Insurance. Consultant shall procure and maintain, at its sole cost and expense, in a form and content satisfactory to City, the insurance described herein for the duration of this Agreement, including any extension thereof, or as otherwise specified herein, against claims which may arise from or in connection with the performance of the Work hereunder by Consultant, its agents, representatives, or employees. In the event the City Manager determines that the Work or Services to be performed under this Agreement creates an increased or decreased risk of loss to the City, the Consultant agrees that the minimum limits of the insurance policies may be changed accordingly upon receipt of written notice from the City Manager or his designee. Consultant shall immediately substitute any insurer whose A.M. Best rating drops below the levels specified herein. Except as otherwise authorized below Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA Page 8 of 18 for professional liability (errors and omissions) insurance, all insurance provided pursuant to this Agreement shall be on an occurrence basis. The minimum amount of insurance required hereunder shall be as follows: A. Errors and Omissions Insurance. Consultant shall obtain and maintain in full force and effect throughout the term of this Agreement, standard industry form professional liability (errors and omissions) insurance coverage in an amount of not less than one million dollars ($1,000,000.00) per occurrence and two-million dollars ($2,000,000.00) annual aggregate, in accordance with the provisions of this section. (1) Consultant shall either: (a) acknowledge in writing to the City that Consultant is unaware of any professional liability claims made against Consultant and is unaware of any facts which may lead to such a claim against Consultant; or (b) if Consultant does not provide the certification pursuant to (a), Consultant shall procure from the professional liability insurer an endorsement providing that the required limits of the policy shall apply separately to claims arising from errors and omissions in the rendition of services pursuant to this Agreement. (2) If the policy of insurance is written on a “claims made” basis, the policy shall be continued in full force and effect at all times during the term of this Agreement, and for a period of three (3) years from the date of the completion of the Services provided hereunder. In the event of termination of the policy during this period, Consultant shall obtain continuing insurance coverage for the prior acts or omissions of Consultant during the course of performing Services under the terms of this Agreement. The coverage shall be evidenced by either a new policy evidencing no gap in coverage, or by obtaining separate extended “tail” coverage with the present or new carrier or other insurance arrangements providing for complete coverage, either of which shall be subject to the written approval by the City Manager. (3) In the event the policy of insurance is written on an “occurrence” basis, the policy shall be continued in full force and effect during the term of this Agreement, or until completion of the Services provided for in this Agreement, whichever is later. In the event of termination of the policy during this period, new coverage shall immediately be obtained to ensure coverage during the entire course of performing the Services under the terms of this Agreement. B. Workers’ Compensation Insurance. Consultant shall obtain and maintain, in full force and effect throughout the term of this Agreement, workers’ compensation insurance in at least the minimum statutory amounts, and in compliance with all other statutory requirements, as required by the State of California. Consultant agrees to waive and obtain endorsements from its workers’ compensation insurer waiving subrogation rights under its workers’ compensation insurance policy against the City and to require each of its subconsultants, if any, to do likewise under their workers’ compensation insurance policies. If Consultant has no employees, Consultant shall complete the City’s Request for Waiver of Workers’ Compensation Insurance Requirement form. C. Commercial General Liability Insurance. Consultant shall obtain and maintain, in full force and effect throughout the term of this Agreement, a policy of commercial general liability insurance written on a per occurrence basis with a combined single limit of at least one million dollars ($1,000,000.00) and two million dollars ($2,000,000.00) general aggregate for bodily injury and property Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA Page 9 of 18 damage including coverages for contractual liability, personal injury, independent Consultants, broad form property damage, products and completed operations. D. Business Automobile Insurance. Consultant shall obtain and maintain, in full force and effect throughout the term of this Agreement, a policy of business automobile liability insurance written on a per occurrence basis with a single limit liability in the amount of one million dollars ($1,000,000.00) bodily injury and property damage. The policy shall include coverage for owned, non- owned, leased, and hired cars. E. Employer Liability Insurance. Consultant shall obtain and maintain, in full force and effect throughout the term of this Agreement, a policy of employer liability insurance written on a per occurrence basis with a policy limit of at least one million dollars ($1,000,000.00) for bodily injury or disease. 5.2 Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions must be declared to and approved by the City Manager prior to commencing any work or services under this Agreement. Consultant guarantees payment of all deductibles and self-insured retentions. City reserves the right to reject deductibles or self-insured retentions in excess of $10,000, and the City Manager may require evidence of pending claims and claims history as well as evidence of Consultant’s ability to pay claims for all deductible amounts and self-insured retentions proposed in excess of $10,000. 5.3 Other Insurance Requirements. The following provisions shall apply to the insurance policies required of Consultant pursuant to this Agreement: A. For any claims related to this Agreement, Consultant’s coverage shall be primary insurance as respects City and its officers, council members, officials, employees, agents, and volunteers. Any insurance or self-insurance maintained by the City and its officers, council members, officials, employees, agents, and volunteers shall be in excess of Consultant’s insurance and shall not contribute with it. B. Any failure to comply with reporting or other provisions of the policies, including breaches of warranties, shall not affect coverage provided to City and its officers, council members, officials, employees, agents, and volunteers. C. All insurance coverage and limits provided by Consultant and available or applicable to this Agreement are intended to apply to each insured, including additional insureds, against whom a claim is made, or suit is brought to the full extent of the policies. Nothing contained in this Agreement or any other agreement relating to the City, or its operations shall limit the application of such insurance coverage. D. None of the insurance coverages required herein will be in compliance with these requirements if they include any limiting endorsement which substantially impairs the coverages set forth herein (e.g., elimination of contractual liability or reduction of discovery period), unless the endorsement has first been submitted to the City Manager and approved in writing. E. Consultant agrees to require its insurer to modify insurance endorsements to delete any exculpatory wording stating that failure of the insurer to mail written notice of cancellation imposes Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA Page 10 of 18 no obligation, or that any party will "endeavor" (as opposed to being required) to comply with the requirements of the endorsements. Certificates of insurance will not be accepted in lieu of required endorsements, and submittal of certificates without required endorsements may delay commencement of the Project. It is Consultant’s obligation to ensure timely compliance with all insurance submittal requirements as provided herein. F. Consultant agrees to ensure that subconsultants, and any other parties involved with the Project who are brought onto or involved in the Project by Consultant, provide the same minimum insurance coverage required of Consultant. Consultant agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this section. Consultant agrees that upon request, all agreements with subconsultants and others engaged in the Project will be submitted to the City for review. G. Consultant acknowledges and agrees that any actual or alleged failure on the part of the City to inform Consultant of non-compliance with any insurance requirement in no way imposes any additional obligations on the City nor does it waive any rights hereunder in this or any other regard. H. Consultant shall provide proof that policies of insurance required herein expiring during the term of this Agreement have been renewed or replaced with other policies providing at least the same coverage. Proof that such coverage has been ordered shall be submitted prior to expiration. Endorsements as required in this Agreement applicable to the renewing or new coverage shall be provided to City no later than ten (10) days prior to expiration of the lapsing coverage. I. Requirements of specific insurance coverage features, or limits contained in this section are not intended as limitations on coverage, limits, or other requirements nor as a waiver of any coverage normally provided by any given policy. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be limiting or all-inclusive. J. The requirements in this section supersede all other sections and provisions of this Agreement to the extent that any other section or provision conflicts with or impairs the provisions of this section. K. Consultant agrees to provide immediate notice to City of any claim or loss against Consultant arising out of the Work performed under this Agreement and for any other claim or loss which may reduce the insurance available to pay claims arising out of this Agreement. City assumes no obligation or liability by such notice but has the right (but not the duty) to monitor the handling of any such claim or claims if they are likely to involve City, or to reduce or dilute insurance available for payment of potential claims. L. Consultant agrees that the provisions of this section shall not be construed as limiting in any way the extent to which the Consultant may be held responsible for the payment of damages resulting from the Consultant’s activities or the activities of any person or person for which the Consultant is otherwise responsible. 5.4 Sufficiency of Insurers. Insurance required herein shall be provided by authorized insurers in good standing with the State of California. Coverage shall be provided by insurers admitted Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA Page 11 of 18 in the State of California with an A.M. Best’s Key Rating of B++, Class VII, or better, unless such requirements are waived in writing by the City Manager or his designee due to unique circumstances. 5.5 Verification of Coverage. Consultant 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 Consultant’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. 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 Consultant’s obligation to provide them. 6. INDEMNIFICATION 6.1 To the fullest extent permitted by law, Consultant shall defend (at Consultant’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 reasonable attorney fees (collectively “Claims”), Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA Page 12 of 18 including but not limited to Claims arising from injuries to or death of persons (Consultant’s employees included), for damage to property, including property owned by City, for any violation of any applicable federal, state, or local law or ordinance or to the extent arising out of, pertaining to, or relating to any acts, errors or omissions, or willful misconduct committed by Consultant, its officers, employees, representatives, and agents, that arise out of or relate to Consultant’s performance of Services or this Agreement. This indemnification clause excludes Claims arising from the sole or active 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 Consultant’s indemnification obligation or other liability under this Agreement. Consultant’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. 6.2 If Consultant’s obligation to defend, indemnify, and/or hold harmless arises out of Consultant’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, Consultant’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 Consultant in the performance of the Services or this Agreement, and, upon Consultant obtaining a final adjudication by a court of competent jurisdiction, Consultant’s liability for such claim, including the cost to defend, shall not exceed the Consultant’s proportionate percentage of fault. 7. REPORTS AND RECORDS 7.1 Accounting Records. Consultant shall keep complete, accurate, and detailed accounts of all time, costs, expenses, and expenditures pertaining in any way to this Agreement. Consultant shall keep such books and records as shall be necessary to properly perform the Services required by this Agreement and to 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 reasonable times, including the right to inspect, copy, audit, and make records and transcripts from such records. 7.2 Reports. Consultant shall periodically prepare and submit to the Contract Officer such reports concerning the performance of the Services required by this Agreement as the Contract Officer shall require. Consultant hereby acknowledges that the City is greatly concerned about the cost of the Work to be performed pursuant to this Agreement. For this reason, Consultant agrees that if Consultant becomes aware of any facts, circumstances, techniques, or events that may or will materially increase or decrease the cost of the Work contemplated herein or, if Consultant is providing design services, the cost of the project being designed, Consultant shall promptly notify the Contract Officer of such fact, circumstance, technique, or event and the estimated increased or decreased cost related thereto and, if Consultant is providing design services, the estimated increased or decreased cost estimate for the project being designed. 7.3 Ownership of Documents. All drawings, specifications, reports, records, documents, memoranda, correspondence, computations, and other materials prepared by Consultant, its employees, subconsultants, and agents in the performance of this Agreement shall be the property of City and shall be promptly delivered to City upon request of the Contract Officer or upon the termination of this Agreement, and Consultant shall have no claim for further employment or additional compensation as a Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA Page 13 of 18 result of the exercise by City of its full rights of ownership of the documents and materials hereunder. Any use of such completed documents for other projects and/or use of incomplete documents without specific written authorization by the Consultant will be at the City's sole risk and without liability to Consultant, and the City shall indemnify the Consultant for all damages resulting therefrom. Consultant may retain copies of such documents for its own use. Consultant shall have an unrestricted right to use the concepts embodied therein. Consultant shall ensure that all its subconsultants shall provide for assignment to City of any documents or materials prepared by them, and in the event, Consultant fails to secure such assignment, Consultant shall indemnify City for all damages resulting therefrom. 7.4 Release of Documents. All drawings, specifications, reports, records, documents, and other materials prepared by Consultant in the performance of Services under this Agreement shall not be released publicly without the prior written approval of the Contract Officer. All information gained by Consultant in the performance of this Agreement shall be considered confidential and shall not be released by Consultant without City’s prior written authorization. 7.5 Audit and Inspection of Records. After receipt of reasonable notice and during the regular business hours of City, Consultant shall provide City, or other agents of City, such access to Consultant’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 Consultant’s performance under this Agreement. Consultant 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. 8. ENFORCEMENT OF AGREEMENT 8.1 California Law and Venue. This Agreement shall be construed and interpreted both as to validity and as 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 Consultant covenants and agrees to submit to the personal jurisdiction of such court in the event of such action. 8.2 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. 8.3 Termination. City may terminate this Agreement at any time, with or without cause, upon thirty (30) days written notice to Consultant. Where termination is due to the fault of Consultant 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, Consultant shall immediately cease all Services except such as may be specifically approved by the Contract Officer. Consultant shall be entitled to compensation for all Services rendered prior to receipt of the notice of Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA Page 14 of 18 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. Consultant shall not be entitled to payment for unperformed Services and shall not be entitled to damages or compensation for termination of Work. Consultant may not terminate this Agreement except for cause, upon thirty (30) days written notice to City. 8.4 Default of Consultant. A. Consultant’s failure to comply with any provision of this Agreement shall constitute a default. B. If the City Manager, or his designee, determines that Consultant is in default in the performance of any of the terms or conditions of this Agreement, he/she shall notify Consultant in writing of such default. Consultant shall have ten (10) days, or such longer period as City may designate, to cure the default by rendering satisfactory performance. In the event Consultant fails to cure its default within such period of time, City shall have the right, notwithstanding any other provision of this Agreement, to terminate this Agreement without further notice and without prejudice of any remedy to which City may be entitled at law, in equity, or under this Agreement. Consultant shall be liable for any and all reasonable costs incurred by City as a result of such default. Compliance with the provisions of this section shall not constitute a waiver of any City right to take legal action in the event that the dispute is not cured, provided that nothing herein shall limit City’s right to terminate this Agreement without cause pursuant to Section 8.3. C. If termination is due to the failure of the Consultant to fulfill its obligations under this Agreement, City may, after compliance with the provisions of Section 8.4.B, take over the work and prosecute the same to completion by contract or otherwise, and the Consultant shall be liable to the extent that the total cost for completion of the Services required hereunder exceeds the Maximum Contract Amount (provided that the City shall use reasonable efforts to mitigate such damages), and City may withhold any payments to the Consultant for the purpose of set-off or partial payment of the amounts owed the City as previously stated. The withholding or failure to withhold payments to Consultant shall not limit Consultant’s liability for completion of the Services as provided herein. 8.5 Waiver. No waiver of any provision of this Agreement shall be effective unless in writing and signed by a duly authorized representative of the Party against whom enforcement of a waiver is sought. Any waiver by the Parties of any default or breach of any covenant, condition, or term contained in this Agreement, shall not be construed to be a waiver of any subsequent or other default or breach, nor shall failure by the Parties to require exact, full, and complete compliance with any of the covenants, conditions, or terms contained in this Agreement be construed as changing the terms of this Agreement in any manner or preventing the Parties from enforcing the full provisions hereof. 8.6 Rights and Remedies 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 and 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. Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA Page 15 of 18 8.7 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 declaratory or injunctive relief, or to obtain any other remedy consistent with the purposes of this Agreement. 8.8 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, including but not limited to reasonable attorney fees, expert consultant fees, court costs and all fees, costs, and expenses incurred in any appeal or in collection of any judgment entered in such proceeding. 9. CITY OFFICERS AND EMPLOYEES: NON-DISCRIMINATION 9.1 Non-liability of City Officers and Employees. No officer or employee of the City shall be personally liable to the Consultant, or any successor-in-interest, in the event of any default or breach by the City or for any amount which may become due to the Consultant or to its successor, or for breach of any obligation of the terms of this Agreement. 9.2 Conflict of Interest. Consultant acknowledges that no officer or employee of the City has or shall have any direct or indirect financial interest in this Agreement, nor shall Consultant enter into any agreement of any kind with any such officer or employee during the term of this Agreement and for one year thereafter. Consultant warrants that Consultant 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. 9.3 Covenant Against Discrimination. In connection with its performance under this Agreement, Consultant 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”). Consultant 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, Consultant certifies that its actions and omissions hereunder shall not incorporate any discrimination arising from or related to any prohibited basis in any Consultant 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 Consultant 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. 10. MISCELLANEOUS PROVISIONS 10.1 Patent and Copyright Infringement. A. To the fullest extent permissible under law, and in lieu of any other warranty by Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA Page 16 of 18 City or Consultant against patent or copyright infringement, statutory or otherwise, it is agreed that Consultant shall defend at its expense any claim or suit against City on account of any allegation that any item furnished under this Agreement, or the normal use or sale thereof arising out of the performance of this Agreement, infringes upon any presently existing U.S. letters patent or copyright and Consultant shall pay all costs and damages finally awarded in any such suit or claim, provided that Consultant is promptly notified in writing of the suit or claim and given authority, information and assistance at Consultant’s expense for the defense of same, and provided such suit or claim arises out of, pertains to, or is related to the negligence, recklessness or willful misconduct of Consultant. However, Consultant will not indemnify City if the suit or claim results from: (1) City's alteration of a deliverable, such that City’s alteration of such deliverable created the infringement upon any presently existing U.S. letters patent or copyright; or (2) the use of a deliverable in combination with other material not provided by Consultant when it is such use in combination which infringes upon an existing U.S. letters patent or copyright. B. Consultant shall have sole control of the defense of any such claim or suit and all negotiations for settlement thereof, Consultant shall not be obligated to indemnify City under any settlement made without Consultant’s consent or in the event City fails to cooperate in the defense of any suit or claim, provided, however, that such defense shall be at Consultant’s expense. If the use or sale of such item is enjoined as a result of the suit or claim, Consultant, at no expense to City, shall obtain for City the right to use and sell the item, or shall substitute an equivalent item acceptable to City and extend this patent and copyright indemnity thereto. 10.2 Notices. All notices or other communications required or permitted hereunder shall be in writing, and shall be personally delivered, sent by pre-paid First Class U.S. Mail, registered or certified mail, postage prepaid, return receipt requested, or delivered or sent by facsimile with attached evidence of completed transmission, and shall be deemed received upon the earlier of (i) the date of delivery to the address of the person to receive such notice if delivered personally or by messenger or overnight courier; (ii) five (5) business days after the date of posting by the United States Post Office if by mail; or (iii) when sent if given by facsimile. Any notice, request, demand, direction, or other communication sent by facsimile must be confirmed within forty-eight (48) hours by letter mailed or delivered. Other forms of electronic transmission such as e-mails, text messages, instant messages are not acceptable manners of notice required hereunder. Notices or other communications shall be addressed as follows: To City: City of Palm Springs Attention: City Manager 3200 E. Tahquitz Canyon Way Palm Springs, CA 92262 Telephone: (760) 323-8204 To Consultant: NV5, Inc. Attention: Luanne Bean, PE, Project Manager 42829 Cook St., Ste. 104 Palm Desert, CA 92211 Telephone: (760) 341-3101 10.3 Entire 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 hereof. No Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA Page 17 of 18 amendments or other modifications of this Agreement shall be binding unless executed in writing by both Parties hereto, or their respective successors, assigns, or grantees. 10.4 Severability. Whenever possible, each provision of this Agreement shall be interpreted in such a manner as to be effective and valid under applicable law, but if any provision of this Agreement shall be determined to be invalid by a final judgment or decree of a court of competent jurisdiction, such provision shall be ineffective only to the extent of such prohibition or invalidity, without invalidating the reminder of that provision, or the remaining provisions of this Agreement unless the invalid provision is so material that its invalidity deprives either Party of the basic benefit of their bargain or renders this Agreement meaningless. 10.5 Successors in Interest. This Agreement shall be binding upon and inure to the benefit of the Parties’ successors and assignees. 10.6 Third Party Beneficiary. Except as may be expressly provided for herein, 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 hereto. 10.7 Recitals. The above-referenced Recitals are hereby incorporated into the Agreement as though fully set forth herein and each Party acknowledges and agrees that such Party is bound, for purposes of this Agreement, by the same. 10.8. Corporate Authority. Each of the undersigned represents and warrants that (i) the Party for which he or she is executing this Agreement is duly authorized and existing, (ii) he or she is duly authorized to execute and deliver this Agreement on behalf of the Party for which he or she is signing, (iii) by so executing this Agreement, the Party for which he or she is signing is formally bound to the provisions of this Agreement, and (iv) the entering into this Agreement does not violate any provision of any other Agreement to which the Party for which he or she is signing is bound. 10.9 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original. 10.10 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 “E” (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 FOLLOWING PAGE] Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA Page 18 of 18 SIGNATURE PAGE TO AGREEMENT BY AND BETWEEN THE CITY OF PALM SPRINGS AND NV5, INC. IN WITNESS WHEREOF, the Parties have executed this Agreement as of the dates stated below. NV5, INC.: By: _______________________________________ By: _________________________________________ Signature Signature (2nd signature required for Corporations) Date: : Date: CITY OF PALM SPRINGS: APPROVED BY CITY COUNCIL: Date: 05/28/2025 Item No. 1H APPROVED AS TO FORM: ATTEST: By: ___________________________ By: _______________________________ City Attorney City Clerk APPROVED: By: _______________________________ Date: City Manager – up to $150,000 Deputy/Assistant City Manager – up to $50,000 Director – up to $25,000 Manager – up to $5,000 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA 6/4/2025 6/4/2025 6/10/2025 EXHIBIT “A” SCOPE OF SERVICES Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA SCOPE OF SERVICES Background: This work will be provided on an on-call, as-needed basis, and no amount of work is guaranteed. The contract value is based on an estimate only and does not reflect the actual amount of work that may or may not be performed. The City will issue Task Orders to the Consultant to provide the requested services associated with each project as needed. Work will be performed on either a lump sum or cost- plus fixed fee basis as defined in each task order. All services shall be performed in compliance with industry and professional standards and all applicable federal, state, and local laws, ordinances, and regulations, including but not limited to: • Americans with Disabilities Act (ADA) • California Public Works Construction Standards (Greenbook) • California Manual on Uniform Traffic Control Devices (MUTCD) • Caltrans Standard Plans and Specifications • Caltrans Local Assistance Procedures Manual (LAPM) • National Pollutant Discharge Elimination System (NPDES) regulations • All applicable rules and ordinances of the County of Riverside and the City of Palm Springs Scope: It will be the responsibility of the Consultant to determine the necessary staffing level required to perform the scope of services as may be required for a project when assigned. The City will not provide dedicated workspace, office space, staff, printing/copying services, or clerical assistance for this agreement. The City reserves the right to perform any portion of the scope of work with City personnel and/or by other Consultants. The City may assign projects at its sole discretion. Responsibilities may include, but are not limited to, the following: A. Pre-Construction Phase Services: 1. Perform value engineering and constructability review of project plans and specifications. 2. Review engineer’s estimate and approved budget for the project. 3. Prepare and maintain a master project schedule based on anticipated completion of design and construction phases, integrating all reviews and approvals as may be required by City and other regulatory agencies. 4. Develop public outreach materials (in dual language, English/Spanish) and a neighborhood affairs strategy to advise affected property owners, businesses, and the general public, regarding the project. Develop and provide website and toll free phone number for public inquiries and complaints; assign a neighborhood liaison to track complaints. B. Construction Management Services: 1. Arrange and conduct Pre-Construction meeting, inviting general contractor and project stakeholders. Prepare minutes of Pre-Construction meeting for distribution to all attendees. 2. Provide and maintain sufficient field personnel to administer and manage construction contract. Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA 3. Review construction schedule, including activity sequences and duration, schedule of submittals and delivery schedule of long lead materials and equipment. Review contractor’s update and revisions as may be required to reflect actual progress of work. 4. Schedule and conduct weekly progress meetings to discuss contract issues, procedures, progress, problems, change orders, submittals, request for information (RFIs), deficiencies and schedules. Prepare minutes of progress meetings for distribution to all attendees. 5. Process contractor’s submittals for project architect’s/design consultant’s review and approval. 6. Process and track RFIs, submittals, shop drawings, proposed change orders and revisions. 7. Review and evaluate proposed change orders. Review estimates for reasonableness and cost effectiveness and render recommendations to City. 8. Maintain cost accounting records on authorized work performed under contract unit costs and additional work performed based on actual costs of time (labor) and materials (T&M). 9. Develop a reasonable cost control system, including regular monitoring of actual costs for activities in progress and estimates for uncompleted tasks and proposed changes. Identify variances between actual and estimated costs and report such variances to City at regular intervals. 10. Assist City in coordinating services of other consultants (geotechnical, NPDES, materials testing, deputy inspection, special laboratory testing, etc.) that may be hired or selected for the project. 11. Coordinate with project architect/design consultant contractor’s requests for interpretation or clarification of meaning and intent of project plans and specifications. 12. Establish and implement job safety procedures in compliance with CAL-OSHA requirements. Monitor contractor’s compliance with established safety program, respond to deficiencies and hazards, and investigate and report on accidents. 13. Track quantities of work completed for progress payment. Develop and implement procedures for review and processing of progress payment applications. Assist City with review and certification for payment. 14. Establish procedures and monitor contractor compliance with federal and state prevailing wage regulations and requirements. 15. Perform quality assurance reviews on a regular basis and recommend changes, as necessary. 16. Comply with federal and state grant funding requirements. 17. Prepare federal and state grant funding reimbursements. 18. Maintain a complete project filing system. Filing system shall be in accordance with Section 16.8 (Chapter 16) of the Caltrans LAPM, and any applicable filing system applicable for new building construction or building improvement projects. C. Inspection Services: 1. Perform daily field inspections of contractor’s work for compliance with plans, specifications, and regulations. 2. Review traffic control plans and ensure compliance with MUTCD and City standards. 3. Maintain daily inspection reports, including contractor activities, materials used, labor, equipment, and weather conditions. 4. Conduct field employee interviews to ensure compliance with labor laws and prevailing wages. 5. Provide accurate quantity tracking and progress measurements for payment applications. Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA 6. Identify and address deficiencies or non-compliant work with contractors. 7. Verify materials for compliance with approved submittals and specifications. 8. Monitor adherence to stormwater pollution prevention plans (SWPPP). 9. Ensure compliance with soil compaction and materials testing requirements, coordinating with City’s Acceptance Testing (AT) and Independent Assurance Program (IAP). 10. Monitor contractor utility coordination to avoid conflicts and potential relocation delays. 11. Attend weekly progress meetings and prepare contractor workday reports. 12. Conduct final project walkthroughs, develop punch lists, and monitor completion of corrective actions. D. Post-Construction & Closeout Services: 1. Evaluate completion of work and recommend to City when work is ready for final inspection. 2. Conduct final inspection/walk through with City staff, maintenance/service personnel and project architect/design consultant. 3. Issue preliminary and final punch list, including schedule for punch list completion. Monitor and follow through with contractor until completion of all punch list items. 4. Secure and transmit required guarantees, certifications, affidavits, leases, easement deeds, operating & maintenance manuals, warranties and other documents as stipulated in contract documents. 5. Review and process contractor’s request for final payment and release of retention. 6. Deliver project files to the City. E. Additional Services as Required by the City: At the City’s sole discretion, as may be necessary to supplement existing staff, the selected firm(s) may provide encroachment permit coordination and inspections (including work associated with public and private utility companies and/or their contractors). For work provided on miscellaneous encroachment permit inspections (including work associated with public and private utility companies and/or their contractors), the selected firm(s) shall provide the following work: 1. Review plans, specifications, and other encroachment permit related documents. Become familiar with traffic control plans, construction schedules, construction sequences, and permit requirements from other agencies. 2. Photograph prior, during, and after construction. 3. Attend pre-construction meetings and present special concerns, if any. 4. Provide inspections to ensure encroachments are constructed according to permit requirements. 5. Direct and notify encroachment permittees about non-compliance and correct compliance problems as soon as they are discovered. 6. Maintain daily diaries showing site and weather conditions; traffic control measures taken by contractors; labor, equipment and materials used; quantity of work performed; and major incidents/safety violations. Daily diaries shall be submitted to City upon project completion. 7. Ensure that encroachment permittees do not install materials without approved material testing certifications. Any failed tests shall be reported and direct encroachment permittees to take correction measures to achieve compliance. 8. Coordinate and ensure access to adjacent businesses/residents is maintained during encroachment permittee work. Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA Schedule: Work will commence on issuance of individual task orders and the task orders will define the schedule for the work. Compensation: Work will be authorized under individual task orders and will be compensated on either a lump sum or cost-plus fixed fee basis utilizing the hourly rates, approved overhead and fee/profit included in the contract. Contract pricing in each task order shall include 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. There is no specific amount of work guaranteed as this is an on-call contract. Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA EXHIBIT “B” CITY’S REQUEST FOR PROPOSALS Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA CITY OF PALM SPRINGS, CA ENGINEERING SERVICES DEPARTMENT REQUEST FOR QUALIFICATIONS CM&I RFQ 2025 ON-CALL CONSTRUCTION MANAGEMENT & INSPECTION SERVICES ISSUED: MARCH 24, 2025 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA TABLE OF CONTENTS SECTION 1 – NOTICE OF REQUEST FOR QUALIFICATIONS PAGE NUMBER 1.1 Request for Request for Qualifications 3 1.2 Funding 3 1.3 Term 3 1.4 Schedule 4 1.5 RFQ Documents Location 4 1.6 Evaluation of Qualifications and Award of Contract 4 SECTION 2 – INSTRUCTIONS TO RESPONDERS 2.1 Obtaining RFQ Documents and Addenda 5 2.2 Responder’s Minimum Requirements 5 2.3 Submission of Request for Qualifications 5 2.4 Protest Procedures 5 SECTION 3 – CONDITIONS GOVERNING THE PROCUREMENT 3.1 Request for Clarifications/Questions 7 3.2 Responders Ethical Behavior 7 3.3 Request for Qualifications to Remain Open 7 3.4 Right to Accept or Reject Request for Qualifications 7 3.5 Responsibility of Responder 7 3.6 Insurance 7 3.7 Public Record 7 3.8 Cost Related to Request for Qualifications Preparation: 8 3.9 Compliance with Law 8 3.10 Licenses, Permits, Fees and Assessments 8 3.11 Investigations 8 3.12 Non-Collusion 9 3.13 Signed Request for Qualifications and Exceptions 9 3.14 Award of Contract 9 3.15 Form of Agreement 9 SECTION 4 – SCOPE OF WORK 4.1 Background 11 4.2 Scope 11 4.3 Schedule 14 4.4 Compensation 14 SECTION 5 – REQUEST FOR QUALIFICATIONS FORMAT AND ORGANIZATION 5.1 Request for Qualifications Requirements 15 5.2 Electronic Submittal Package Format 15 5.3 Submission of Request for Qualifications 17 SECTION 6 – REQUEST FOR QUALIFICATIONS EVALUATION 6.1 Evaluation of Request for Qualifications 18 6.2 Selection Process and Award of Contract 18 SECTION 7– ATTACHMENTS TO INCLUDE WITH RFQ SUBMITTAL PACKAGE 19 SECTION 8 – SAMPLE AGREEMENT 32 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA 3 SECTION 1 – NOTICE OF REQUEST FOR QUALIFICATIONS 1.1 Request for Request for Qualifications The City of Palm Springs is a Charter City in eastern Riverside County, CA with a population of over 48,000. The City is seeking proposals from qualified professional firms to provide On-Call Construction Management & Inspection Services. The selected firm(s) shall be required to demonstrate successful experience and capacity to provide on-call “turn-key” Construction Management & Inspection Services to similar municipal governmental agencies. The Engineering Services Department is currently employed with a staff that includes a Senior Public Works Inspector and two Public Works Inspectors. Given the volume of large public works capital projects in planning, design, and scheduled for construction to be delivered by the Department, the City entered into several agreements with four firms for on-call Construction Management & Inspection Services to assist City staff in 2020. These agreements expire on June 30, 2025, requiring the City’s solicitation of new on-call agreements. In anticipation of future public works capital projects, and as a result of increasing development occurring within the City of Palm Springs, it is the City’s intention to have available, at its request, contractual “on-call” agreements for public works inspection services to provide necessary “turn- key” construction management services for various City Projects, and additional optional services, to provide staff support for encroachment permit/utility construction, and construction inspection of on-site and off-site improvements associated with private land development projects within the City. With regard to the anticipated City Projects, the selected firm(s) will be required to demonstrate adequate experience providing similar full-service “turn-key” construction management services for the following types of projects: • Building & Facility improvements • Electrical & Lighting improvements • Landscaping improvements • Sewer improvements • Storm Drainage improvements • Street improvements • Traffic Signal improvements • New Building & Facility construction projects • Inspection and Compliance with Standards for private residential developments, subdivisions, commercial shopping centers, and hotels, etc. The City may assign projects at its sole discretion. There is no promise or guarantee of work, made or implied, by the City and all work that may be assigned is subject to approval and funding of each project. 1.2 Funding The resulting contract will be an on-call contract and the estimated not to exceed value of the contract will be $5M over the full term of the contract or approximately $1M annually. Note that projects with Federal or State grant funds may be excluded from this contract pursuant to the applicable terms and conditions of the grant requirements. 1.3 Term The Responder shall guarantee that all contents of their submittal shall be valid for a period of 120 calendar days from the due date of submittals. The term of this contract will be for five years. Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA 4 1.4 Schedule The following is the schedule for this procurement. Activity Due/Time Request for Qualifications issued March 24, 2025 Request for Clarifications from Responders due April 15, 2025, 12:00 pm PST Request for Qualifications due April 22, 2025, 12:00 pm PST Interviews if desired by City TBD Contract awarded by City Council on May 28, 2025 1.5 RFQ Documents Location https://pbsystem.planetbids.com/portal/47688/portal-home (See CM&I RFQ 2025.) 1.6 Evaluation of Qualifications and Award of Contract This solicitation has been developed in the Request for Qualifications (RFQ) format for the acquisition of Professional Services on the basis of demonstrated competence and qualifications for the type of services required consistent with the provisions of CA Government Code 4525/4526 and Municipal Code 7.04.050. Accordingly, firms should take note that multiple factors as identified in the RFQ will be considered by the Evaluation Committee. Price is evaluated as part of the evaluation criteria. The City reserves the right to negotiate the terms and conditions of any resulting contract. Final contract award, if any, will be made by the Palm Springs City Council. The selected firm will be required to comply with all insurance and license requirements of the City. END SECTION Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA 5 SECTION 2 – INSTRUCTIONS TO RESPONDERS 2.1 Obtaining RFQ Documents and Addenda: RFQ documents can be found on PlanetBids at: https://pbsystem.planetbids.com/portal/47688/portal-home Responders will need to log in and locate this RFQ for all related documents. It is the Responder’s responsibility to check the PlanetBids site regularly to stay current on the documents that are available as this is the primary communication site for this RFQ. 2.2 Responder’s Minimum Requirements – evaluated on a pass/fail basis: A. Experience: The Responder must have at least 15 years’ experience providing construction management and inspection services for public works projects and a minimum of 25 years providing construction management and inspection services (inclusive of public/private work) as a business. Responders shall outline this experience in Section A of the Request for Qualifications. B. Related Projects: The Responder must list three (3) projects completed within the last five (5) years’ showing construction management and inspection related work for a public agency. The firms’ contract price for these projects must be equal to or greater than $150,000 each (management/inspection costs, not total construction costs). Responders shall outline this experience in Section A of the Request for Qualifications. C. Business License: The selected firm will be required to be licensed in accordance with the City of Palm Springs Business License Ordinance, Municipal Code Chapter 3.40 through 3.96, entitled “Business Tax”. Responders may obtain the license after award but must do so promptly as the license will be routed with the contract for final signature. 2.3 Submission of Request for Qualifications: Requests for Qualifications will be electronically received through the Planet Bids electronic platform as provided in this RFQ until the time specified in the schedule. The receiving time date stamp in the electronic PlanetBids system will be the governing time for acceptability of Request for Qualifications. Paper Request for Qualifications, or Request for Qualifications sent by any other means will not be accepted. Failure to register as a Responder to this RFQ process per the instructions in the Request for Qualifications (under “Obtaining RFQ Documents”) may result in not receiving Addenda or other important information pertaining to this process. Failure to acknowledge Addenda may render a Request for Qualifications as being non-responsive or negatively impact the evaluation of a Request for Qualifications. Request for Qualifications files shall be clearly labeled per the instructions provided and submitted electronically. 2.4 Protest Procedures. This section sets forth the protest remedies available with respect to the RFQ process. Each Responder by submitting its RFQ, expressly recognizes the limitation on its rights to protest contained herein and expressly waives all other rights and remedies. Each Responder agrees that the decisions on any protest, as provided herein, will be final and binding on the protestant. All protests and related statements described in this section shall be submitted for filing to the following email address: Anthony.Acosta@Palmspringsca.gov. A. If any attempts to resolve respondent concerns during the request for clarifications/question and answer period were unsuccessful, protests regarding the RFQ requirements shall be filed only after the Q&A period ends, but no later than five calendar days after the final addendum is issued. Responders may protest the RFQ requirements on the grounds that: 1. A material provision in the RFQ notice is ambiguous to a point that the responder cannot respond to the solicitation, or 2. The RFQ restricts fair and open competition, 3. Any aspect of the RFQ requirements described herein violates applicable Local, State or Federal law. Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA 6 4. Protests regarding the RFQ requirements shall completely and succinctly state the grounds for protest and shall include all factual and legal documentation in sufficient detail to establish the merits of the protest. Evidentiary statements, if any, shall be submitted under penalty of perjury. The protestant shall have the burden of proving its protest by preponderance of the evidence. The outcome of the RFQ requirements protest shall be decided on the basis of the written submissions by the Engineering Services Department in conjunction with the City’s Legal Department, whose decision shall be final and binding on the protestant. The City will issue a written decision regarding any protests to the respondent or to each participating respondent. 5. Notwithstanding the existence of a protest, the City may continue the procurement process. The failure of a respondent to file a basis for a protest regarding the RFQ requirements within the applicable period shall preclude consideration of that ground in any future protest related to RFQ requirements. 6. This is the only time a prospective consultant can file a protest over RFQ requirements. 7. The City may issue addenda or extend the RFQ due date to address the issues raised in a requirement related protest. B. Protests Regarding Selection of the Most Highly Qualified Team 1. The City will only consider protest by respondents that submitted RFQs. 2. Respondents may protest the selection of the Most Highly Qualified firm only on the grounds that the City did not comply with RFQ process and procedures. 3. Any protests regarding the City’s decision of Selection of the Most Highly Qualified firm shall be filed within seven calendar days after the selection or recommendation of intent to award of the Most Highly Qualified firm. The City will not accept protests filed after this time period. 4. The City will not entertain protests of RFQ requirements during this stage in the process. 5. The protestant shall file a detailed written statement on the grounds, legal authority, and facts, including all documents and evidentiary statements in support of the protest. Evidentiary statements, if any, shall be submitted under penalty of perjury. The protestant shall have the burden of proving its protests by a preponderance of the evidence. Failure to file a protest within the applicable period shall constitute a waiver of the right to protest the selection of the Most Highly Qualified firm. 6. The City shall issue a written decision regarding the protest within 30 calendar days after the filing of the detailed statement of protest. The decision shall be final and binding on the protestant. 7. The City reserves the right to request information and/or documentation from the selected Most Highly Qualified firm to respond to issues raised in a protest. C. Under no circumstances shall the City be held liable for payment of the protestant’s costs or attorneys’ fees. The City shall not be liable for any damages to the protestant filing the protest or to any participant in the protest, on any basis, express or implied. END SECTION Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA 7 SECTION 3 – CONDITIONS GOVERNING THE PROCUREMENT 3.1 Request for Clarifications/Questions: A. Questions are to be submitted through PlanetBids vendor portal at the following link: https://pbsystem.planetbids.com/portal/47688/portal-home and then selecting the RFQ. B. Interpretations or clarifications considered necessary in response to such questions will be resolved by the issuance of formal Addenda to the RFQ. The deadline for all questions is as outlined in the schedule. Questions received after this date and time may not be answered. Only questions that have been resolved by formal written Addenda via the Division of Procurement and Contracting will be binding. Oral and other interpretations or clarifications will be without legal or contractual effect. 3.2 Responders Ethical Behavior: Responders, their representatives, agents, or anyone else acting on their behalf are specifically directed not to contact any city employee, commission member, committee member, council member, or other agency employee or associate for any purpose related to this RFQ other than as directed below. Contact with anyone other than as directed below will be cause for rejection of a request for qualifications. 3.3 Request for qualifications to Remain Open: The Responder shall guarantee that all contents of their request for qualifications shall be valid for a period of 120 calendar days from the due date of request for qualifications. 3.4 Right to Accept or Reject Request for Qualifications: The City of Palm Springs reserves the right to waive any informality or technical defect in a Request for Qualifications and to accept or reject, in whole or in part, any or all Request for Qualifications and to cancel all or part of this RFQ and seek new Request for Qualifications, as best serves the interests of the City. The City furthermore reserves the right to contract separately with others certain tasks if deemed in the best interest of the City. 3.5 Responsibility of Responder: All firms responding to this RFQ shall be responsible. If it is found that a firm is irresponsible (e.g., has not paid taxes, is not a legal entity, submitted an RFQ without an authorized signature, falsified any information in the Request for Qualifications package, etc.), the Request for Qualifications shall be rejected. 3.6 Insurance: Insurance provisions are contained in the Standard Contract Services sample agreement included in the RFQ. The successful Responder will be required to comply with these provisions. It is recommended that Responders have their insurance provider review the insurance provisions BEFORE they submit their Request for Qualifications. 3.7 Public Record: A. All documents submitted in response to this solicitation will become the property of the City of Palm Springs and are subject to the California Code Section 7921 et seq., commonly known as the Public Records Act. Information contained in the documents, or any other materials associated with the solicitation, pursuant to CA Government Code 7922 during the negotiation process, may be made public after the City’s negotiations are completed, and Staff has agendized the recommendation to the City Council for the award of a contract to a specific firm, but before final action is taken by the City Council to award the contract. Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA 8 B. Although the California Public Records Act (“CPRA”) recognizes that certain confidential trade secret information may be protected from disclosure, the City may not be in a position to establish that the information submitted in a Request for Qualifications is a trade secret. If a request is made for information marked “Confidential,” “Trade Secret,” Proprietary,” or any other similar designation, the City will provide the party submitting such information with reasonable notice to allow the party to seek protection from disclosure by a court of competent jurisdiction. C. If a submitting party contends that a portion of the Request for Qualifications is confidential even under the CPRA, the party: 1) must clearly label each document and/or page deemed a confidential document, 2) the legal rationale supporting such contention including specific references to applicable provisions of the Public Records laws of the State, 3) must actively defend against any request for disclosure of information which the party has determined should not be released, and 4) must indemnify and hold harmless the City from any loss, claim or suit, including attorneys’ fees, brought by a person challenging the City’s refusal to release the documents. The City will not, under any circumstances, incur any expenses, or be responsible for any damages or losses incurred by a party submitting a Request for Qualifications or any other person or entity, because of the release of such information. The City will not return the original or any copies of the Request for Qualifications or other information or documents submitted to the City as part of this RFQ process. The City may not recognize Request for Qualifications where all the information, via a blanket statement, is submitted as proprietary information or a trade secret. Such Request for Qualifications may be found non-responsive. 3.8 Cost Related to Request for Qualifications Preparation: The City will NOT be responsible for any costs incurred by any firm responding to this RFQ in the preparation of their Request for Qualifications or participation in any presentation if requested, or any other aspects of the entire RFQ process. 3.9 Compliance with Law: Responder warrants that all services rendered shall be performed in accordance with all applicable federal, state, and local laws, statutes, ordinances lawful orders, rules, and regulations. 3.10 Licenses, Permits, Fees and Assessments: Responder represents and warrants to City that it will obtain all licenses, permits, qualifications, and approvals of whatever nature that are legally required to practice its profession and perform the Work and Services requested in this RFQ. Responder represents and warrants to City that Responder shall, at its sole cost and expense, keep in effect at all times during the term of the Agreement if so awarded, any license, permit, qualification, or approval that is legally required for Responder to perform the Work and Services under the Agreement if so awarded. Responder shall have the sole obligation to pay for any fees, assessments, and taxes, plus applicable penalties, and interest, which may be imposed by law and arise from or are necessary for the Responder’s performance of the Work and Services required under the Agreement if so awarded. Responder shall indemnify, defend, and hold harmless City against any such fees, assessments, taxes penalties, or interest levied, assessed, or imposed against City to the fullest extent permitted by law. 3.11 Investigations: The City reserves the right to make such investigations as it deems necessary to determine the ability of the firms responding to this RFQ to perform the Work and the firm shall furnish to the City all such information and data for this purpose as the City may request. The City reserves the right to reject any Request for Qualifications if the evidence submitted by or investigation of such firm fails to satisfy the City that such firm is properly qualified to carry out the obligations of the Contract and to complete the Work contemplated therein. Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA 9 3.12 Non-Collusion: The undersigned, by submission of this procurement form, hereby declares that this Request for Qualifications is made without collusion with any other business making any other Request for Qualifications, or which otherwise would make a Request for Qualifications. Responder must execute an Affidavit of Non-Collusion provided as Attachment “B” in the RFQ and include it with their Request for Qualifications. 3.13 Signed Request for Qualifications and Exceptions: Submission of a signed Request for Qualifications will be interpreted to mean that the firm responding to this RFQ has hereby agreed to all the terms and conditions set forth in all of the sheets which make up this Request for Qualifications, and any attached sample agreement. Exceptions to any of the language in either the RFQ documents or attached sample agreement, including the insurance requirements, must be requested under the request for clarifications/questions process by the deadline for questions. Any requested changes to the contract will be considered at that time and if changes are allowed, they will be sent out through an Addendum to all Responders. Exceptions to the City’s RFQ document or standard boilerplate language, insurance requirements, terms, conditions, etc. may only be considered during the early stage of the solicitation process; and shall not be included in the submitted Request for Qualifications. The City makes no guarantee that any exceptions will be approved but will consider any requests put forward in the request for clarification/question process. 3.14 Award of Contract: It is the City’s intent to award a contract to the firm or firms that can provide all of the scope of work tasks identified in the RFQ document. However, the City reserves the right to award multiple contracts, or to make no award, whichever is in the best interest of the City. It is anticipated that award of the contract will occur at the next regularly scheduled City Council meeting after the evaluation committee has made its final selection of the firm to be recommended for award and a contract has been negotiated and agendized for consideration. The decision of the City Council will be final. 3.15 Form of Agreement: A. The selected firm will be required to enter into a contractual agreement, inclusive of insurance requirements, with the City of Palm Springs in accordance with the standard Professional Services Agreement (see Section 8). Please note that the exhibits are intentionally not complete in the attached sample standard document. These exhibits will be negotiated with the selected firm and will appear in the final Professional Services Agreement executed between the parties. B. Failure or refusal to enter into an Agreement as herein provided or to conform to any of the stipulated requirements in connection therewith shall be just cause for an annulment of the award. If the highest ranked Responder refuses or fails to execute the Agreement, or negotiations are not successful, or the Agreement is terminated, the City may, at its sole discretion, enter negotiations with and award the Contract to the second highest ranked Responder, and so on. C. We specifically draw your attention to the language in the sections of the sample contractual agreement attached entitled “Conflict of Interest” and “Covenants Against Discrimination” and recommend all firms carefully consider these contractual requirements prior to submitting a request for qualifications in response to this RFQ. Firms that submit a Request for Qualifications in response to this RFQ shall certify the following: D. Conflict of Interest. Responder acknowledges that no officer or employee of the City has or shall have any direct or indirect financial interest in this Agreement, nor shall Responder enter into any agreement of any kind with any such officer or employee during the term of this Agreement and for one year thereafter. Responder warrants that Responder 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. Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA 10 E. Covenant Against Discrimination. In connection with its performance under this Agreement, Responder 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”). Responder 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, Responder certifies that its actions and omissions hereunder shall not incorporate any discrimination arising from or related to any prohibited basis in any Responder 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 Responder 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. END SECTION Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA 11 SECTION 4 – SCOPE OF WORK 4.1 Background: The City utilizes qualified professionals to provide licensed On-Call Construction Management and Inspection Services for various public works and private development projects, including but not limited to roadways, bridges, utilities, drainage, traffic signals, and facilities. The City recognizes that the key to successful project delivery is effective contract administration, field inspection, and project oversight. The purpose of this contract is to engage Consultant(s) with the necessary expertise and experience to assist the City with On-Call Construction Management and Inspection Services. This work will be provided on an on-call, as-needed basis, and no amount of work is guaranteed. The contract value is based on an estimate only and does not reflect the actual amount of work that may or may not be performed. The City will issue Task Orders to the Consultant to provide the requested services associated with each project as needed. Work will be performed on either a lump sum or cost-plus fixed fee basis as defined in each task order. All proposals must be made on the basis of the requirements contained herein. Individual tasks may require supervision, consultants, materials, equipment, and supplies necessary to complete any services required. All services shall be performed in compliance with industry and professional standards and all applicable federal, state, and local laws, ordinances, and regulations, including but not limited to:  Americans with Disabilities Act (ADA)  California Public Works Construction Standards (Greenbook)  California Manual on Uniform Traffic Control Devices (MUTCD)  Caltrans Standard Plans and Specifications  Caltrans Local Assistance Procedures Manual (LAPM)  National Pollutant Discharge Elimination System (NPDES) regulations  All applicable rules and ordinances of the County of Riverside and the City of Palm Springs 4.2 Scope: It will be the responsibility of the successful firm(s) to determine the necessary staffing level required to perform the scope of services as may be required for a project when assigned. The City will not provide dedicated workspace, office space, staff, printing/copying services, or clerical assistance for this agreement. The City reserves the right to perform any portion of the scope of work with City personnel and/or by other Consultants. The City may assign projects at its sole discretion. Responsibilities may include, but are not limited to, the following: A. Pre-Construction Phase Services: 1. Perform value engineering and constructability review of project plans and specifications. 2. Review engineer’s estimate and approved budget for the project. 3. Prepare and maintain a master project schedule based on anticipated completion of design and construction phases, integrating all reviews and approvals as may be required by City and other regulatory agencies. 4. Develop public outreach materials (in dual language, English/Spanish) and a neighborhood affairs strategy to advise affected property owners, businesses, and the general public, regarding the project. Develop and provide website and toll free phone number for public inquiries and complaints; assign a neighborhood liaison to track complaints. Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA 12 B. Construction Management Services: 1. Arrange and conduct Pre-Construction meeting, inviting general contractor and project stakeholders. Prepare minutes of Pre-Construction meeting for distribution to all attendees. 2. Provide and maintain sufficient field personnel to administer and manage construction contract. 3. Review construction schedule, including activity sequences and duration, schedule of submittals and delivery schedule of long lead materials and equipment. Review contractor’s update and revisions as may be required to reflect actual progress of work. 4. Schedule and conduct weekly progress meetings to discuss contract issues, procedures, progress, problems, change orders, submittals, request for information (RFIs), deficiencies and schedules. Prepare minutes of progress meetings for distribution to all attendees. 5. Process contractor’s submittals for project architect’s/design consultant’s review and approval. 6. Process and track RFIs, submittals, shop drawings, proposed change orders and revisions. 7. Review and evaluate proposed change orders. Review estimates for reasonableness and cost effectiveness and render recommendations to City. 8. Maintain cost accounting records on authorized work performed under contract unit costs and additional work performed based on actual costs of time (labor) and materials (T&M). 9. Develop a reasonable cost control system, including regular monitoring of actual costs for activities in progress and estimates for uncompleted tasks and proposed changes. Identify variances between actual and estimated costs and report such variances to City at regular intervals. 10. Assist City in coordinating services of other consultants (geotechnical, NPDES, materials testing, deputy inspection, special laboratory testing, etc.) that may be hired or selected for the project. 11. Coordinate with project architect/design consultant contractor’s requests for interpretation or clarification of meaning and intent of project plans and specifications. 12. Establish and implement job safety procedures in compliance with CAL-OSHA requirements. Monitor contractor’s compliance with established safety program, respond to deficiencies and hazards, and investigate and report on accidents. 13. Track quantities of work completed for progress payment. Develop and implement procedures for review and processing of progress payment applications. Assist City with review and certification for payment. 14. Establish procedures and monitor contractor compliance with federal and state prevailing wage regulations and requirements. 15. Perform quality assurance reviews on a regular basis and recommend changes, as necessary. 16. Comply with federal and state grant funding requirements. 17. Prepare federal and state grant funding reimbursements. 18. Maintain a complete project filing system. Filing system shall be in accordance with Section 16.8 (Chapter 16) of the Caltrans LAPM, and any applicable filing system applicable for new building construction or building improvement projects. C. Inspection Services: 1. Perform daily field inspections of contractor’s work for compliance with plans, specifications, and regulations. 2. Review traffic control plans and ensure compliance with MUTCD and City standards. 3. Maintain daily inspection reports, including contractor activities, materials used, labor, equipment, and weather conditions. 4. Conduct field employee interviews to ensure compliance with labor laws and prevailing wages. Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA 13 5. Provide accurate quantity tracking and progress measurements for payment applications. 6. Identify and address deficiencies or non-compliant work with contractors. 7. Verify materials for compliance with approved submittals and specifications. 8. Monitor adherence to stormwater pollution prevention plans (SWPPP). 9. Ensure compliance with soil compaction and materials testing requirements, coordinating with City’s Acceptance Testing (AT) and Independent Assurance Program (IAP). 10. Monitor contractor utility coordination to avoid conflicts and potential relocation delays. 11. Attend weekly progress meetings and prepare contractor workday reports. 12. Conduct final project walkthroughs, develop punch lists, and monitor completion of corrective actions. D. Post-Construction & Closeout Services: 1. Evaluate completion of work and recommend to City when work is ready for final inspection. 2. Conduct final inspection/walk through with City staff, maintenance/service personnel and project architect/design consultant. 3. Issue preliminary and final punch list, including schedule for punch list completion. Monitor and follow through with contractor until completion of all punch list items. 4. Secure and transmit required guarantees, certifications, affidavits, leases, easement deeds, operating & maintenance manuals, warranties and other documents as stipulated in contract documents. 5. Review and process contractor’s request for final payment and release of retention. 6. Deliver project files to City. E. Additional Services as Required by the City: At the City’s sole discretion, as may be necessary to supplement existing staff, the selected firm(s) may provide encroachment permit coordination and inspections (including work associated with public and private utility companies and/or their contractors). For work provided on miscellaneous encroachment permit inspections (including work associated with public and private utility companies and/or their contractors), the selected firm(s) shall provide the following work: 1. Review plans, specifications, and other encroachment permit related documents. Become familiar with traffic control plans, construction schedules, construction sequences, and permit requirements from other agencies. 2. Photograph prior, during, and after construction. 3. Attend pre-construction meetings and present special concerns, if any. 4. Provide inspections to ensure encroachments are constructed according to permit requirements. 5. Direct and notify encroachment permittees about non-compliance and correct compliance problems as soon as they are discovered. 6. Maintain daily diaries showing site and weather conditions; traffic control measures taken by contractors; labor, equipment and materials used; quantity of work performed; and major incidents/safety violations. Daily diaries shall be submitted to City upon project completion. 7. Ensure that encroachment permittees do not install materials without approved material testing certifications. Any failed tests shall be reported and direct encroachment permittees to take correction measures to achieve compliance. 8. Coordinate and ensure access to adjacent businesses/residents is maintained during encroachment permittee work. 9. Inspect and verify traffic signal installation, including poles, mast arms, signal heads, pedestrian push buttons, detection systems, cabinets, controllers, etc. Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA 14 4.3 Schedule: Work will commence on issuance of individual task orders and the task orders will define the schedule for the work. 4.4 Compensation: Work will be authorized under individual task orders and will be compensated on either a lump sum or cost-plus fixed fee basis utilizing the hourly rates, approved overhead and fee/profit included in the contract. Contract pricing in each task order shall include 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. There is no specific amount of work guaranteed as this is an on-call contract. END SECTION Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA 15 SECTION 5 – REQUEST FOR QUALIFICATIONS FORMAT AND ORGANIZATION 5.1 Request for Qualifications Requirements: The firm’s Request for Qualifications should describe the methodology to be used to accomplish the project objectives. The Request for Qualifications should also describe the work which shall be necessary in order to satisfactorily complete the described requirements. 5.2 Electronic Submittal Package Format: Firms are requested to format their Request for Qualifications so that responses correspond directly to, and are identified with, the specific evaluation criteria stated in Section 6 below. The Request for Qualifications must be in an 8½ X 11 format, minimum 11pt font size, minimum ¾” margins, and may be no more than a total of 20 electronic pages, including cover letters, organization charts, and appendices. NOTE: Front and back Covers, dividers, attachments (including resumes) and Addenda acknowledgment do NOT count toward the limit (everything else does). Responders must provide the information identified below. All such information shall be presented in a format that directly corresponds to the numbering scheme identified here. The electronic submittal package shall be clearly marked as per the instructions above and shall include the Sections A, B, C, D and E below: Section A: Firm/subcontractors Qualifications and Experience including references. A.1 Provide a description of the construction management and inspection services your company has provided for other municipalities or public entities. Include years of operation and any unique features of your services. Explain how your firm meets the minimum requirements that will be scored on a pass-fail basis A.2 Identify any subcontractor firms or consultants that will be part of your team. Describe each subcontractor’s qualifications, background, and specific expertise related to construction management and inspection services A.3 The selected consultant must demonstrate familiarity with construction management and inspection of public works infrastructure projects, including roads, bridges, utilities, and municipal facilities. Demonstrate knowledge of applicable codes, manuals, and regulations, such as the California Public Works Construction Standards (Greenbook), Caltrans Standards, California Building Code, Manual on Uniform Traffic Control Devices (MUTCD), etc. A.4 Provide information and references requested in Section 2.2B – Related Projects. A.5 In addition to the form, in this section of your proposal please provide any additional information that would explain in more detail the work undertaken with the references provided and any other material information you would like the City to know about your work for that reference that is relevant to the work described in this RFQ. Section B: Staff/Teams qualifications and experience including References. B.1 The Responders to a description of how they plan to staff the various projects. B.2. Identify availability of resources to respond to the needs of the City under an on-call arrangement as outlined in the scope of work. B.3. List the name, years of experience, years with company, and summarize qualifications/experience of each key staff/team member. B.4. Provide an organization chart. B.5. Provide information of related projects the key staff have worked on that would make them well suited for this contract. B.6. The respondent should list any organizations they plan to partner with to implement the scope of work. Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA 16 Section C: Demonstrated understanding of the overall project and requested scope of work. C.1 Proposed Approach for Implementing the Scope of Work. Please describe how you would approach the Scope of Work for the City of Palm Springs. This would include how you would address or enhance the tasks in the Scope of Work and how you would partner with the City to implement the service. C.2 Discuss your team’s experience with state and federally funded projects and the procedural requirements of managing projects to comply with state and federal regulations. C.3 Include a discussion on your approach to coordination efforts with City Staff, Caltrans, CVAG, local agencies, utility companies, other regulatory, or permitting agencies involved with the projects. C.4 Discuss how your team will identify project problems, issues or conflicts that need to be resolved and the general approach to resolving them and how your team has handled unforeseen problems on projects in the past, including any innovative or advanced techniques your team has developed. C.5 Discuss your team’s approach to project controls to track project progress and expenditures, maintain critical contract documents, administer, and monitor contracts and maintain critical project information. C.6 Anything else the City should consider as part of this process. Responders should provide any insights or advice they feel may assist the City in implementing the Scope of Work. Section D: Financial Responsibility D.1 Please provide a statement explaining the financial health of your company that demonstrates the ability to contract for the work described in this RFQ. Section E: Forms (Attachments): - Include the following completed forms with your RFQ A. Completed Signature Authorization and Addenda Acknowledgment B. If applicable, your specific request for Local Preference and a copy of a valid business license from a jurisdiction in the Coachella Valley. C. Completed Affidavit of Non-Collusion. D. Completed No Conflict of Interest and Non-Discrimination Form E. Completed Public Integrity Business Disclosure Form F. Complete the Reference Form G. Complete Executive Order N-6-22 Certification H. Fee Schedule Section F: Fee Schedule Provide a Fee Schedule on the form provided (Attachment H) that establishes specific fixed hourly rates, for each class of employee engaged directly in the work. Such rates of pay include the Respondents estimated costs and net fee (profit). Federal regulations require that profit be separately negotiated from contract costs. The specific rates of compensation are to include an hourly breakdown, direct salary costs, fringe benefits, indirect costs, and net fee. Other direct costs may be included, such as travel and equipment rentals, if not already captured in the indirect cost rate. Rates used shall be auditable and reflect actual supportable costs. Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA 17 5.3 Submission of RFQ One electronic file shall be uploaded to the PlanetBids vendor portal at the following link: https://pbsystem.planetbids.com/portal/47688/portal-home and then selecting the RFQ. All submissions must be time and date stamped by the system as being received by the deadline. Late submissions will be rejected. Request for Qualifications not meeting the above criteria may be found to be non- responsive. END SECTION Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA 18 SECTION 6 – REQUEST FOR QUALIFICATIONS EVALUATION 6.1 Evaluation of Request for Qualifications: This solicitation has been developed in the RFQ most qualified firm format. Accordingly, firms should take note that multiple factors as identified in the RFQ will be considered by the Evaluation Committee to determine which Request for Qualifications best meets the requirements set forth in the RFQ document. An Evaluation Committee, using the following evaluation criteria for this RFQ, will evaluate all responsive Request for Qualifications to this RFQ. Firms are requested to submit their Request for Qualifications so that they correspond to and are identified with the following specific evaluation criteria (100 total points possible): Criteria Points Minimum Requirements: Required Experience Pass/Fail Firm’s (including any subcontractors) Qualifications and experience in providing similar services as defined in the RFQ, including References 20 Staff / Team’s (including any subcontractors) Qualifications and experience in providing similar services as defined in the RFQ 15 Demonstrated Understanding Overall project and Scope of Work:  Capability of developing innovative or advanced techniques.  Demonstrated Technical ability.  Familiarity with state and federal provisions. 50 Local Status (5 local / 0 not local) 5 Financial Responsibility 5 Fees/Costs 5 Total* 100 Prior City work - If your firm has prior experience working with the City do not assume this prior work is known to all members of the evaluation committee. All firms are evaluated on the information contained in their Request for Qualifications, information obtained from references (including the city and past performance if applicable), and presentations if requested. All Request for Qualifications should be prepared as if the evaluation committee members have no knowledge of the firm, their qualifications, or past projects. *Interviews – The City reserves the right to interview top ranking responders. If interviews are required, the responders invited to interview will be notified in advance and provided a format and time for the interviews. An additional 25 points will be used to score the interview based on the same criteria listed in the RFQ. The 25 points will be prorated in the same proportion as the Request for Qualifications scoring listed in the table above. 6.2 Selection Process and Award of Contract: Selection will be made by totaling the points for the Request for Qualifications and interviews if required. Since this is on-call work and therefore no cost proposal can be obtained at this time, the Responder(s) with the highest number of points will be recommended for award assuming the rate schedule submitted represents fair and reasonable rates to perform future task ordered work. If the fee schedule is not reasonable, the process may continue with the next highest ranked Responder. The City reserves the right to negotiate the terms and conditions of any resulting contract. Final contract award, if any, will be made by the Palm Springs City Council or City Manager depending on value. The selected firm will be required to comply with all insurance and license requirements of the City. END SECTION Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA EXHIBIT “C” CONSULTANT’S PROPOSAL Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA PROPOSAL Submitted by NV5, Inc. 42829 Cook Street, Suite 104, Palm Desert, CA 92211 City of Palm Springs On-Call Construction Management & Inspection Services April 22, 2025 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA TABLE OF CONTENTS Cover Letter 02 Section A: Qualifications & Experience (A.1 through A.5) 03 Section B: Staff/Team Qualifications & Experience (B.1 through B.6) 06 Section C: Understanding of Project/Scope of Work (C.1 through C.6) 10 Section D: Financial Responsibility 17 ATTACHMENTS Resumes 19 Section E: Forms (Attachments) Uploaded as separate file Attachment A: Signature Authorization & Addenda Acknowledgment A1 Attachment B: Local Preference A2 Attachment C: Non-Collusion Affidavit A3 Attachment D: Conflict of Interest & Non-Discrimination Certification A4 Attachment E: Public Integrity Disclosure A5 Attachment F: References A7 Attachment G: Executive Order N-6-22 Certification A8 Section F: Fee Schedule (Attachment H) Uploaded as separate file Table of Contents The NV5 staff is knowledgeable, courteous, and friendly and they truly care about their projects and the services they provide. From Engineering Design to Inspection to Plan Check Services, the NV5 team can do it all, and we can always rely on them to deliver a quality product on time and within budget. Currently, they are assisting us with assessment district planning, plan checking, construction inspection and other general engineering services. I highly recommend NV5 for your professional and engineering consulting needs. — Matthew Sinacori, Director of Public Works/ City Engineer, City of Dana Point CLIENT TESTIMONIAL City of Palm Springs | On-Call Construction Management & Inspection Services NV5 | 1 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA COVER LETTER PN: 2700225-0006461.00 COMPANY INFORMATION/CONTACT Name: NV5, Inc. Address: 42829 Cook Street, Suite 104, Palm Desert, CA 92211 Telephone Number: 760.341.3101 Email of Contact: luanne.bean@nv5.com Jeffrey M. Cooper, PE EVP, Chief Operating Officer April 22, 2025 City of Palm Springs Attn: Engineering Services Dept. 3200 E. Tahquitz Canyon Way Palm Springs, CA 92262 SUBJECT: On-Call Construction Management & Inspection Services Dear Selection Committee, NV5, Inc. is excited to have the opportunity to continue providing On-Call Construction Management & Inspection Services to the City of Palm Springs (City). Our team has the technical knowledge and experience to deliver your projects in the most cost-efficient and cost-effective manner. NV5’s strengths include the following: Current Partnership: Our firm has provided On-Call Construction Management & Inspection Services to the City since 2020 and we welcome the opportunity to continue our relationship. We operate with a working knowledge of your organizational structure, administrative processes and the community you serve. This, in turn, enables us to provide outstanding cost- and time-efficient services. NV5 has provided services for the Demuth Community Center improvements and the private development project “Elan” as part of this contract. NV5 was also recently selected to provide on-call assessment engineering to support the City’s utility undergrounding projects. Local Coachella Valley Experience: As a firm with a local office in Palm Desert and deep roots in the Coachella Valley, we have a solid understanding of the unique challenges and opportunities that the City faces. We have been a trusted partner to Coachella Valley agencies, providing a range of engineering services that have contributed to the community’s infrastructure development and safety. For example, we currently provide As-Needed, On-Call Engineering Services for the Hi-Desert Water District as well as similar project-specific services to multiple Southern California agencies; a sampling of projects can be found on pages 4 and 5. Proposed Team: NV5 offers the City a team of dedicated professionals with proven capability and expertise. We are proposing Luanne Bean, PE, who is leading our current on-call construction management and inspection contract with the City, as Project Manager. Ms. Bean has more than 35 of experience in construction, working with a variety of projects, and has held positions with many public agencies. Ms. Bean will be supported by a capable and experienced team of construction managers and inspectors to fulfill the needs of the City. Our subconsultant Pacific Resources will join our NV5 team to perform labor compliance services. Proposal Authorization and Validity: This proposal has been signed by Jeffrey M. Cooper, PE, a company officer authorized to bind the firm. This proposal will remain valid for a period of at least 120 days from the date of this submittal. NV5 looks forward to the opportunity to continue working with the City to help you achieve your goals and objectives. If you need further information, we may be reached by phone at 760.341.3101, or electronically at luanne.bean@ nv5.com and jeff.cooper@nv5.com. Thank you for your time and consideration. Sincerely, NV5, Inc. Luanne Bean, PE Project Manager, Director of Construction Management 42829 Cook Street, Suite 104 | Palm Desert, CA 92211 | www.nv5.com | Office: 760.341.3101 City of Palm Springs | On-Call Construction Management & Inspection Services NV5 | 2 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA SECTION A: QUALIFICATIONS & EXPERIENCE A.1 CM & Inspection Services for Other Agencies NV5, Inc. has been providing engineering and consulting services to public and private sectors for more than 70 years, and for more than 45 years in the Coachella Valley. Our NV5 team specializes in the engineering design, construction management and inspection of capital improvement projects, including: bridges, streets, traffic signals, water and wastewater systems, utilities, drainage and flood control, parks and recreational facilities, vertical construction, and landscaping and grading. Our team includes licensed civil engineers, licensed contractors, construction managers, certified inspectors and experienced public works professionals. All team members have extensive experience working within the structure of municipal government and public construction policy and will seamlessly integrate with the City’s team. Our local team includes more than 500 highly qualified professionals throughout Southern California who have collectively worked for nearly every local agency in the region. Following is a sampling of NV5’s current construction management and inspection on-call contracts in Southern California: • On-Call Construction Management and Inspection Services, City of Palm Springs • As-Needed, On-Call Engineering Services, Hi-Desert Water District • On-Call Construction Management and Construction Inspection Services, City of Bellflower • On-Call Construction Management and Inspection Services, City of El Monte • 2024 On-Call Program: PM1 Project Management and Construction Management / PM2 Inspection Services, City of Irvine • Civil Engineering Design, Consulting and Project Management Services, including Inspection and Management of Construction Projects, City of San Bernardino • On-Call Engineering Services including Construction Management and Inspection, City of Glendale NV5 Meets the City’s Requirements: NV5 meets the City’s experience requirements with more than 15 years of construction management and inspection services for public works projects and more than 15 years of providing these services as a business. Our key personnel also have the required experience: 10 years for construction managers with five (5) years working with a public agency and three (3) years for inspectors. Our related projects within the last five (5) years are outlined on pages 4 and 5 of this proposal. NV5 has a current business license with the City of Palm Desert. A.2 Subconsultant NV5 will be partnering with El Monte-based Pacific Resources, who we have worked with on numerous projects, for labor compliance services. Principal Benjamin Ocasio has more than 25 years of experience providing prevailing wage monitoring and enforcement services, Project Labor Agreement/Project Stabilization Agreement, workforce and business outreach services, and Disadvantaged Business Enterprises compliance services on numerous large public works projects throughout Southern California. A.3 Familiarity With Services & Standards As evidenced by the work with our references outlined on the following pages, NV5 is well-versed in construction management and inspection services involving public works infrastructure projects. Our team members have extensive experience working with these projects for various agencies and many of them have worked together multiple times on the same NV5 team. NV5 can perform field and quality control inspections and measurements of the contractor’s work, submittals and construction materials to assure conformance with the contract documents, City codes and ordinances, “Greenbook” Standard Specifications, Manual of Traffic Controls for Construction and Maintenance Work Zones, Caltrans Construction Manual and all other applicable codes and regulations. Health and safety measures will be strictly enforced to maintain a safe construction environment. City of Palm Springs | On-Call Construction Management & Inspection Services NV5 | 3 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA SECTION A: QUALIFICATIONS & EXPERIENCE Bastanchury Road Widening CITY OF YORBA LINDA | YORBA LINDA, CA NV5 provided construction management, inspection, materials testing/deputy inspection, and labor compliance services for the Bastanchury Road Widening project between Casa Loma Avenue and Eureka Avenue. The scope of work included adding a second lane in each direction along with a two-way turn lane in the median; elevating portions of the roadway center line up to 6 feet; constructing retaining walls/structures; installation of traffic signals at the intersections of Bastanchury Road/Casa Loma Avenue and Bastanchury Road/Eureka Avenue; and installation of new bike lanes, a multipurpose trail with biofiltration swales, and sidewalk/parkway improvements with new irrigation and landscaping. NV5 also provided on-site welding inspection of a water line. Project considerations included coordination with an adjacent tract home development that was undergoing construction improvements; coordination with the Yorba Linda Water District; and coordination with utilities for relocations that would be made before the road widening. CONTRACT: $518,457 DATES: JANUARY 2023-NOVEMBER 2024 KEY PERSONNEL: PETER SALGADO (PM/CM), JIM DALY (ASSISTANT CM), PACIFIC RESOURCES (LABOR COMPLIANCE) REFERENCE: RICK YEE, DEPUTY DPW/ASSISTANT CITY ENGINEER, 714.961.7171, RYEE@YORBALINDACA.GOV Diversion Pipeline CITY OF CULVER CITY | CULVER CITY, CA NV5 provided construction management, inspection, and engineering services for the construction of sewer main diversion pipes reversing sewer flow via conventional cut and cover as well as trenchless jack-and-bore methods to abandon Mesmer and Overland Sewer Pump Stations. This also involved extensive permits and coordination with Caltrans, the City of Los Angeles, and the City of Culver City for these jack and bore pipelines underneath the I-405 and Route 90. The goal of the project was to divert flows from four of the City’s sewer pump stations to a new sewage pump station, Bankfield Station, which is another project in which NV5 provided construction management and inspection services during construction. CONTRACT: $420K DATES: MARCH 2019-2021 KEY PERSONNEL: LUANNE BEAN (CM/PM), DAN WARREN (INSPECTOR), RAFAEL GUTIERREZ (ADMIN) REFERENCE: HONG WANG, PE, SENIOR CIVIL ENGINEER, 310.253.5604, HONG.WANG@CULVERCITY.ORG A.4 & A.5 Project Details & References As requested in Section 2.2B - Related Projects, listed below are several projects completed within the last five years for other public agencies and a description of the work we performed. References for these projects are included below and three references are also listed in the required Attachment F in the Attachments section of this proposal. City of Palm Springs | On-Call Construction Management & Inspection Services NV5 | 4 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA SECTION A: QUALIFICATIONS & EXPERIENCE A.4 & A.5 Project Details & References Margarita Recreation Center CITY OF TEMECULA | TEMECULA, CA NV5 provided Owner’s Representative services for the reconstruction of the Margarita Recreation Center. This Design- Build (DB) project demolished the existing facility and replaced it with a new 8,500-square-foot building and 25-yard outdoor pool. The new facility includes a zero-depth, warm water, wheelchair accessible six-lane pool, dance/fitness studio, classroom, and multi-purpose room. As part of its services, NV5 provided preliminary engineering and geotechnical design, project management, construction management, resident inspection, geotechnical and materials testing and deputy inspection, and environmental and land surveying. In concert with City staff, NV5 prepared the design bridging documents and the DB Request for Proposal and assisted the City with the DB contract Advertising and Award process. NV5’s Bridging Documents and Design Guidelines included schematic designs and technical specifications for Architectural, Civil, Geotechnical, Structural, Mechanical and Electrical improvements, as well as a detailed project estimate. It also included an overall CPM schedule covering acquisition of the DB contractor, final design, permitting, construction, post-construction and closeout. NV5 oversaw the design during the various stages to assure that the requirements of the contractual Bridging Documents were met. Finally, our team assisted the City in establishing/developing its policies, procedures, and other necessary documents for all phases of the DB process. CONTRACT: $2.2M DATES: FEBRUARY 2019-MARCH 2024 KEY PERSONNEL: JIM TRAMMELL (PM/CM), PETER SALGADO (PM), MIKE HELMA (INSPECTOR) REFERENCE: NINO ABAD, PE, ASSOCIATE CIVIL ENGINEER, 951.308.6385, NINO.ABAD@TEMECULACA.GOV Rural Ridge Circle and Wilshire Avenue Water Main Replacement ANAHEIM PUBLIC UTILITIES | ANAHEIM, CA NV5 provided Construction Management/Resident Engineering and Inspection Services for this water main replacement project. The work consisted of two water main improvement areas: the Rural Ridge area for 4,230 LF and the Wilshire-Pearl area for 2,750 LF of 8-inch to 15-inch potable water main, tie-ins to the existing potable water system, 142 1- and 2-inch water services and meters, existing main abandonment, and final street restoration. NV5 provided full Construction Management, Resident Engineering, and Inspection Services for this project, including coordination with the City, shop drawing and RFI review, change order analysis, and scheduling management. CONTRACT: $204,451 + $89,000 EXTENSION DATES: FEBRUARY 2022-JULY 2023 KEY PERSONNEL: LUANNE BEAN (CM), SAL SANCHEZ (INSPECTOR), DAN WARREN (INSPECTOR), RAFAEL GUTIERREZ (ADMIN), INDIA WOODRUFF (ASSISTANT CM) REFERENCE: LISA O’CONNELL, PE, SENIOR CIVIL ENGINEER, APU WATER SERVICES, 714.765.4225, LOCONNELL@ANAHEIM.NET City of Palm Springs | On-Call Construction Management & Inspection Services NV5 | 5 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA SECTION B: STAFF/TEAM QUALIFICATIONS & EXPERIENCE NAME + ROLE + YEARS WITH NV5 YEARS OF EXPERIENCE/QUALIFICATIONS Luanne Bean, PE Project Manager 7 years with NV5 Ms. Bean has more than 35 years of experience in the engineering, design, and construction of various projects. In addition to construction management, her technical skills include structural analysis and design of water treatment plants, pipelines, mechanical analysis, the preparation of engineering plans, specifications and cost estimates. She is currently leading the team providing On-Call Construction Management and Inspection Services for the City. Tim Jonasson, PE QA/QC Manager 5 months with NV5 Mr. Jonasson has more than 34 years of experience in public works, municipal engineering, and construction management. He served as the City Engineer/Public Works Director for the City of La Quinta for 15 years and has extensive experience working with public agencies in the Coachella Valley. Peter Salgado, PE Construction Manager 18 years with NV5 With 27 years of experience, Mr. Salgado has managed and delivered a variety of public works projects, including street improvements, vertical construction and tenant improvements, parks and landscaping improvements, and water, sewer and storm drain improvements. Jim Daly, PE Construction Manager 2 years with NV5 Mr. Daly has more than 37 years of experience managing both horizontal and vertical capital improvement projects. He managed approximately 500 employees as Assistant Deputy Director (Road Maintenance) for the County of Los Angeles. Jim Trammell, PE, LEED AP Construction Manager 8 years with NV5 Mr. Trammell has more than 30 years of successful demonstrated experience in design and construction management of large-scale and complex projects. He is a licensed Civil Engineer, General Contractor and LEED (Environmental Design) Professional. Antonio Zori, CCM Construction Manager 1 year with NV5 Mr. Zori has more than 24 years of experience in managing public and private contracts. He is experienced in construction planning and scheduling, cost estimating, the bidding and procurement process, cost and production tracking, contract negotiation, change orders and value engineering, and risk and litigation management. B.1 Project Staffing The City has made it clear that it seeks reliable professionals who can support a wide variety of City-led and developer-led construction projects with competence, clarity, and care. NV5 fully embraces this role. With a seasoned local team based in Palm Desert, we understand the complexity of municipal construction in the Coachella Valley and are prepared to integrate seamlessly into the City’s day-to-day workflow. We will provide support and reinforcement for the City’s staff and standards with a collaborative approach and professional presence. NV5 has the capacity to handle multiple task orders at once and has the flexibility to provide staffing for whatever City needs arise. We will provide our team members with a mobile office — including a laptop, phone and internet access — so they can work independently and stay connected with the City as projects progress. B.2 Availability of Resources NV5 has extensive experience with on-call contracts for a variety of services, including construction management and inspection services. With our deep bench of over 500 employees throughout our offices in Southern California, including our local Palm Desert office, we have the resources and the capacity to mobilize staffing to meet the needs of the City. We can adapt to any changes quickly and efficiently, and the City can be assured that our team of professionals is fully committed and dedicated to providing outstanding service. B.3 Key Staff Qualifications Our team has the ability to deliver quality services on schedule and within budget. The chart below includes names, years of experience, years with NV5, and a brief summary of the qualifications of the proposed team. Resumes with additional details are included in the Attachments section of this proposal. City of Palm Springs | On-Call Construction Management & Inspection Services NV5 | 6 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA SECTION B: STAFF/TEAM QUALIFICATIONS & EXPERIENCE NAME + ROLE + YEARS WITH NV5 YEARS OF EXPERIENCE/QUALIFICATIONS India Woodruff Asst. Construction Manager 3 years with NV5 Ms. Woodruff has 7 years of experience serving as a proactive, self-motivated Assistant Construction Manager/Resident Engineer who has managed at-risk projects throughout Southern California. Mike Helma, LEED AP Construction Inspector 9 years with NV5 Mr. Helma has more than 30 years of experience in construction management and inspection with specific expertise in street improvements, sewer, water and storm drain systems, heavy grading, concrete structures, traffic signals, paving and landscaping. He is a LEED Accredited Professional. Sal Sanchez Construction Inspector 9 years with NV5 Mr. Sanchez is adept at managing and delivering a variety of public works projects, including water, sewer, and storm drain improvements. With over 30 years of public works experience, his skills in the development of project control procedures for cost and schedule control have been implemented on several large-scale projects. Daniel Warren Construction Inspector 8 years with NV5 Mr. Warren is a construction inspector with more than 30 years of experience in public works, including the positions Construction Inspector for the City of La Habra Heights and Grade III Water Distribution Operator and Grade II Water Treatment Operator for the Rowland Water District. Duane Neyens Construction Inspector 4 years with NV5 Mr. Neyens has more than 30 years of experience in the construction industry, including experience as a construction inspector, engineering inspections supervisor, and city construction manager having responsibility for both public works and private development projects. Haykaz Aghajanian, PE Construction Inspector 4 years with NV5 Mr. Aghajanian has more than 20 years of utility and civil engineering experience. His experience includes preparing plans, specifications and cost estimates; performing plan reviews; and providing construction inspection services for a variety of utility and public works projects. Bob Bean Construction Inspector 4 years with NV5 Mr. Bean has more than 30 years of experience as an electrical inspector performing site quality control to ensure the Contractor constructs the work in accordance with the approved plans and specifications. Kenneth Hicks, QSP Construction Inspector 2 years with NV5 Mr. Hicks has 18 years of experience providing construction inspection services for various capital improvement projects, including street improvements, wet and dry utilities, grading, stormwater, and landscaping and irrigation. Jinan Mohammed Construction Inspector 1 year with NV5 Ms. Mohammed is an adaptable construction professional with 13 years of experience and a proven knowledge of executive support, construction management and inspection, staff training and development, and workflow prioritization. David Caniglia, LEED GA Construction Inspector 1 year with NV5 Mr. Caniglia is a construction QA/QC professional with a 44 years of background in heavy civil and infrastructure projects. His responsibilities have included developing and managing quality control plans, performing internal and external audits, contracting compliance, reviewing submittals and RFIs, and construction inspections. Mike Irvin Construction Inspector 1 year with NV5 Mr. Irvin is an experienced general engineering construction manager, superintendent, and inspector, specializing in public works, street and site development. He has 40 years of experience in the construction industry and is skilled in mass excavation, fine grading, paving, sewer, water, storm drain, dry utility and street construction. Rafael Gutierrez Construction Admin. + CAD Support 4 years with NV5 Mr. Gutierrez has more than 18 years of experience as a design engineer for various civil engineering and capital improvement projects, including water/wastewater and transportation projects. City of Palm Springs | On-Call Construction Management & Inspection Services NV5 | 7 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA Luanne Bean, PE Tim Jonasson, PE Jeffrey M. Cooper, PE PROJECT MANAGER QA/QC MANAGER CONSTRUCTION MANAGERS PRINCIPAL-IN-CHARGE B.4 Organization Chart Our team of experts brings direct, relevant, successful and current experience working on projects of similar scope and complexity. We are equipped with the resources to provide the City with the requested on-call construction management and inspection services. Shown below are team roles and responsibilities. SECTION B: STAFF/TEAM QUALIFICATIONS & EXPERIENCE Peter Salgado, PE Jim Daly, PE Jim Trammell, PE, LEED AP Antonio Zori, CCM ASSISTANT CONSTRUCTION MANAGER India Woodruff PACIFIC RESOURCES Ben Ocasio CONSTRUCTION INSPECTORS PUBLIC OUTREACHCONSTRUCTION ADMINISTRATION + CAD SUPPORTMike Helma, LEED AP Sal Sanchez Daniel Warren Duane Neyens Haykaz Aghajanian, PE Bob Bean Kenneth Hicks, QSP Jinan Mohammed David Caniglia, LEED GA Michael Irvin Mary Hitchcock Rafael Gutierrez LABOR COMPLIANCE SUBCONSULTANT City of Palm Springs | On-Call Construction Management & Inspection Services NV5 | 8 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA City of Palm Springs | On-Call Construction Management & Inspection Services NV5 | 9 SECTION B: STAFF/TEAM QUALIFICATIONS & EXPERIENCE B.5 Related Projects of Key Staff Our proposed NV5 team has a depth of experience providing on-call construction management and inspection services similar to what the City is requesting. Many team members have worked on the same projects together, giving them an understanding of the flow of collaboration and enabling them to hit the ground running. The chart below provides a sampling of some projects that make our staff well-suited to successfully provide these services. CLIENT / PROJECT NAME KEY STAFF INVOLVED PROJECT SUMMARY City of Bellflower Traffic Signal Improvements at Bellflower Boulevard and Park Street and Bellflower Boulevard and Cedar Street Peter Salgado (PM/CM), Mike Irvin (Inspector), Rafael Gutierrez (Construction Admin.), Pacific Resources (Labor Compliance) NV5 is providing construction management, inspection, labor compliance and geotechnical/ materials testing services for the Traffic Signal Improvements at Bellflower Boulevard and Cedar Street and at Bellflower Boulevard and Park Street. The scope of work includes installation of traffic signal poles and controllers; traffic signage and striping; reconstruction of existing ADA curb ramps and sidewalks, AC paving, and all related site work to complete the proposed improvements. City of La Habra Heights FY 22-23 and Hacienda Road Street Improvements Peter Salgado (CM), Jim Daly (Alt. CM), Mike Helma (Inspector), Pacific Resources (Labor Compliance) NV5 is providing construction management and inspection; labor compliance and wage monitoring; and materials testing and deputy inspection services for the City’s FY 22-23 and Hacienda Road Street Improvements project. The project includes street improvements to various roads throughout the City. Specifically, the scope of work includes clearing and grubbing; reconstruction and resurfacing of existing asphalt pavement; construction AC Berms, PCC curb and gutter, storm drain catch basin; crack sealing of existing AC pavement; and installation of traffic signage and striping. City of Glendale San Fernando Road Beautification, Phase I Peter Salgado (PM), Kenneth Hicks (Inspector) NV5 provided construction inspection services for the City’s San Fernando Road Beautification project. The project was located on San Fernando Road between Grandview Avenue and Elk Avenue. The project included reconstruction and resurfacing of existing AC paving; reconstruction of existing sidewalks, driveways, curb and gutter, cross gutters, alley aprons, bus pads, and ADA ramps; construction of center median islands; adjustment of existing manholes and water meters to finished grade; removal and replacement of existing traffic striping and pavement markings; installation of Class II and III bike lane striping with green-backed shared roadway bicycle pavement markings; realignment of 12 intersections; traffic signal improvements; bus stop improvements; installation of drywells and bioswales; and installation of new landscaping and irrigation. This project received a 2024 APWA Best Project Award in the Traffic, Mobility & Beautification Category. City of El Monte Lambert Park Improvements Peter Salgado (PM), Jim Trammell (CM) NV5 provided construction management and inspection services for the Lambert Park Improvements project. The park is approximately 9 acres and is located within a residential neighborhood in the northeastern portion of the City. Improvements include construction of a new CMU concession and restroom building; hardscape, decorative paving, decomposed granite walking and jogging path and play surfacing; landscaping and irrigation; playground and play equipment; exercise areas and equipment; shade structures and miscellaneous site furnishings; site lighting; site drainage; on- and off-site utilities; renovation of an existing maintenance building; new turf for athletic fields (soccer fields and baseball diamonds); and renovation of existing AC parking lot. Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA SECTION B: STAFF/TEAM QUALIFICATIONS & EXPERIENCE SECTION C: UNDERSTANDING OF PROJECT/SCOPE OF WORK C.1 Proposed Approach for Implementing the Scope of Work NV5 is ready to work in collaboration with the City of Palm Springs as a support system for your construction management and inspection needs. Our approach centers on responsiveness and representation. When assigned to a project, our construction managers and inspectors don’t just monitor the work — they represent the City’s interests in the field, ensuring that contractors adhere to plans and specifications, residents are informed and respected, and construction documentation is precise and audit-ready. We recognize the importance of supporting a wide range of activities beyond inspection, including labor compliance, stormwater reporting, utility coordination, and public communication — all of which we consider essential to successful construction oversight. Our approach to construction support services is centered on our established policy of consistent and effective employee oversight. The Project Manager will closely monitor projects to verify that our construction managers and inspectors are performing within the guidelines of our established management and inspection procedures, which are patterned after the Caltrans Construction Manual. NV5 takes this a step further by formulating and implementing a proactive public relations program and a concerted effort to identify previously unforeseen potential claims. C.2 State & Federally Funded Projects NV5 realizes that the development of Federal- and State-funded projects requires more than the preparation of design reports and PS&E. More and more, engineers are required to navigate their projects through the complex federal aid process involving pre-award audits, authorizations, and timely use of B.6 Partner Organizations As previously stated, NV5 will be bringing on El Monte-based Pacific Resources as a subconsultant for labor compliance services. The company and its principal Benjamin Ocasio are trusted partners of NV5 and our two firms have worked successfully together on numerous occasions. fund provisions. NV5’s experience with the regulatory agencies controlling these funding sources has afforded us the opportunity to support our clients through the process of developing the day-to-day procedures required to secure authorization and reimbursement for federally funded projects. This participation has put NV5 in a position to offer our clients an unparalleled level of understanding of the process required to comply with Federal and State requirements. Our work with local, state and federal agencies keeps us in the forefront of current updates to policies and procedures, allowing our clients to benefit from our regular involvement in the project delivery process. C.3 Coordination with City Staff/ Other Agencies NV5 knows that coordination with City Staff, Caltrans, CVAG, local agencies, utility companies, and other regulatory or permitting agencies is essential to a smooth process for any project. Our team members are equipped with mobile offices to assure they’re accessible by phone or email whether they’re in an office or out in the field. Progress meetings will be conducted to assure the work is on schedule and in compliance with the contract documents, and we will communicate any project impacts to the appropriate stakeholders C.4 Project Problems & Conflicts Communication with the City and other stakeholders is a key component for NV5 to successfully provide high- quality services to the City. Our goal is to exceed the City’s expectations and anticipate any conflicts that may arise. Our team will Immediately document and notify the City of any defects or hazardous conditions at the project site(s) to mitigate any negative impacts, and health and safety measures will be strictly enforced. Inspectors will prepare reports of any deviations City of Palm Springs | On-Call Construction Management & Inspection Services NV5 | 10 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA SECTION C: UNDERSTANDING OF PROJECT/SCOPE OF WORK and non-conformance to specifications and provide responses in accordance with the specification requirements. Notices of Non-Compliance will be delivered immediately to the contractor for any and all deviations. NV5 also excels in using innovative techniques to elevate the services we provide. We’re always looking for creative solutions to our clients’ problems. For example, during the Bastanchury Road Widening project in the City of Yorba Linda, unsuitable soil was discovered during rough grading that required removal and replacement with new fill. This entailed finding a stockpile area for the soil as well as protecting four existing HV power poles in place during excavation and removal of the soil. Our NV5 team worked with the city to identify a stockpile area adjacent to the project site, avoiding off-site hauling costs and dump fees. The team collaborated with the contractor, engineering team and SCE to formulate a method of protecting the existing power poles in place. Options considered included: 1. Using a crane to hold the power poles in place during excavation and removal of the soil. 2. Pouring a slurry foundation around the power poles. 3. Excavating around the poles - leaving a cone of soil support around the poles, then after excavation is completed, reinforcing the cone with compacted aggregate and then backfilling excavated areas with new fill. The team determined Option 3 to be the most cost effective and the least impactful. The entire scope of work was completed under Force Account with the NV5 team closely tracking labor, equipment and material costs. This is the kind of creative, solution-oriented thinking that keeps our team adaptable and ready to respond to changing situations with efficiency. C.5 Project Controls Our web-based CMIS software is designed to provide the Construction Manager the capability to manage project information efficiently and effectively while maintaining full transparency with the City and the design engineer in managing the construction contractor. The City, as well as NV5’s Construction Manager and inspectors, have real-time CMIS web-based software installed on an iPad or computer to record inspectors’ daily reports and can be utilized on any device with internet access including iPhone and Android mobile devices. The City can log in and view at any time the submittals, RFIs, correspondence, WSWD, Contractor’s Pay Apps with DIR submissions and apprentice requirements documentation, and NV5 Inspection reports from any laptop, computer, or mobile device. Additionally, our inspectors send out supplementary email blasts noting elements of significance performed, along with photographs for a quick glance of work, enabling all City staff to immediately be up to date. At the end of the project, the data within the CMIS platform will be downloaded for archiving with the City within 60 calendar days of the Notice of Completion. C.6 NV5 for City Support NV5’s staff has worked with a number of Southern California cities under similar on-call agreements for construction management and inspection and understands how to maintain continuity with internal engineering teams. Whether reviewing a submittal, responding to an RFI, meeting with residents, or coordinating with a utility provider, our role is to reinforce the City of Palm Springs’ standards and bring day-to-day value in the field and in the office. With NV5, the City will gain not only technical depth, but also a collaborative mindset and a consistent, professional presence. Communication Our construction support team will be the point of contact for all project correspondence and communication between the City, the contractor, the design team and other project stakeholders. Our team will be in constant communication with the City’s project manager, making sure he or she has updated information on project status, as well as any on-site or any contractual issues. City of Palm Springs | On-Call Construction Management & Inspection Services NV5 | 11 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA SECTION C: UNDERSTANDING OF PROJECT/SCOPE OF WORK Staying Connected Our staff is equipped with the technology to work efficiently and stay organized and connected with our clients. NV5 utilizes Microsoft Teams to efficiently collaborate; easily find, share and edit files in real time; meet virtually; and streamline workflows all on one single platform. NV5 is committed to maintaining a safe and productive workplace environment while following COVID-19 guidelines and has access to several virtual meeting platforms in addition to Microsoft Teams, including GoToMeeting and Zoom. Schedule Control Our construction support services team gives considerable attention to monitoring project schedules. We will coordinate, review and make recommendations for changes to the Critical Path Method (CPM) schedule generated by the contractor. As changes or discrepancies occur between the CPM schedule and as-built conditions, the project schedule and cost estimates will be updated. We will review the contractor’s schedule on a weekly basis and will maintain an as- built/working schedule to reflect as-built conditions to date. Cost Control and Reporting Cost control is a key element to successfully delivering a project and must be thoroughly integrated with other control methods (scope change control, schedule control and quality control) to assure that the City receives full value for all funds earmarked for the project. Key elements of our cost control program include establishment and maintenance of a project budget; value engineering and constructability reviews of project plans and specifications; sufficient vetting of owner-requested or contractor-generated changes; thorough review and evaluation of change order cost proposals; close monitoring of force account work; and regular maintenance of a change order log. NV5 provides a monthly status report that includes work accomplished during the reporting period, work to be completed during the next reporting period, budget and schedule status, and a summary of issues and concerns pending resolution. Quality Assurance and Quality Control To assure compliance with the plans and specifications, we will implement a comprehensive quality assurance and quality control (QA/QC) program involving the following steps: • We will perform a thorough review of the contract documents. This responsibility will include the following tasks: ○Checking plans and specifications against requirements that have been associated with issues that occurred on similar jobs. ○Comparing existing elevations, grades and details, etc., shown on plans with those at the actual site. ○Reporting all errors, omissions and deficiencies, etc., to the City and engineering design team. ○Keeping a marked-up set of plans and specifications for quick reference. ○Anticipating the Contractor’s operations by reviewing the plans and specifications for each one before it begins. • Before start of construction, we will discuss with the Contractor the definable features of work to assure that documentation is complete, materials are on hand and those who are to perform the work understand the scope in its entirety. • At the onset of the work, we will perform an initial inspection to determine whether the Contractor thoroughly understands and is capable of accomplishing the work as specified. • We will assure that the Contractor has an established safety program and that regular safety meetings are conducted. We will also assure that the Contractor meets all OSHA safety requirements. • The construction inspector will perform follow-up inspections on a daily basis for the purpose of assuring that the controls established during the initial inspection continue to provide work that conforms to the contract requirements and all applicable standards. Unsatisfactory workmanship, materials and construction deficiencies will be City of Palm Springs | On-Call Construction Management & Inspection Services NV5 | 12 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA SECTION C: UNDERSTANDING OF PROJECT/SCOPE OF WORK documented and reported for future identification and traceability. Notices of non-compliance will be issued to the Contractor and corrective and preventive action will be taken to assure compliance with the contract documents. • We will conduct a monthly review of the as-built drawings and assure that all items are considered in the changes of the record drawings, including: ○The size, type and location of existing and new utility lines ○The layout and schematic drawings of electrical circuits and piping ○Verification of alignment and cross sections ○Changes in the location of equipment, etc. • Finally, we will review and approve the as-built drawings to complete the project turnover and begin the warranty period. Scope of Work NV5 is prepared to provide construction management and inspection services for the City of Palm Springs across the full range of responsibilities outlined in the RFP. Our team includes experienced Construction Managers and Inspectors who can oversee contractor performance, document field activity, manage construction communications, and ensure that all work aligns with project plans, specifications, and applicable agency standards. From pre-construction meetings to final project closeout, we will work side-by-side with City staff to keep projects moving and mitigate issues before they become costly delays. We will provide all of the following tasks we feel may be required to meet the project objectives. I. PROJECT STARTUP, COORDINATION & ORIENTATION PHASE This phase is essential to establishing lines of communication and setting administrative protocols for the project. Our pre-construction services can include: • Review any applicable funding guidelines with the City and identify accounting and reporting requirements. • Establish a coordination plan for dual-language public outreach to notify and facilitate any items of work affecting utilities, local agencies, businesses and other stakeholders. • Assure that each member of our project team will have access to a mobile office, which includes a laptop, internet/email access, cellphone, mobile project files, digital cameras and other required materials. Our construction managers and inspectors are always available via cellphone for easy access and continuous communication. II. CONSTRUCTION PHASE NV5 will focus on the daily tasks that are required to assure the contractor is executing the work according to the accepted Critical Path Method (CPM) baseline schedule, the budget is maintained, and the City is informed and involved on all decisions and aspects as the project is delivered. Timing is critical, and efficient managerial procedures will be a key factor for staying on schedule and within budget. Our construction phase services can include: • Facilitate a pre-construction meeting to cover, at a minimum, the overall project objectives, responsibilities of key personnel and agencies, schedules, schedule of values, submittal procedures, correspondence, utility relocations, local agency permit requirements, RFQ/RFI processes, progress payments, change orders, safety issues, emergency response requirements, and all other pertinent topics. Meeting agendas and minutes will be prepared and distributed to all attendees. • Conduct weekly progress meetings with City staff and the contractor to update the status of the project and discuss the schedule, near-term activities, clarifications and problems that need resolution, coordination with other contractors, change order/submittal/RFI status, and safety issues. Meeting agendas and minutes will be prepared and distributed. City of Palm Springs | On-Call Construction Management & Inspection Services NV5 | 13 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA SECTION C: UNDERSTANDING OF PROJECT/SCOPE OF WORK • Immediately document and notify the City of any defects or hazardous conditions observed in the vicinity of the project site prior to, during, or after the construction work. • Monitor the contractor’s work progress, personnel, equipment and materials to assure that adequate resources are available to meet the project schedule and that the contractor’s work is in compliance with the contract documents. Our team will also assure that City activities (such as bus routes, street sweeping and trash pickup) and responsibilities are addressed and appropriately scheduled to minimize any impacts to day-to-day operations. • Work closely with the contractor to maintain an updated set of drawings, specifications, addenda, bulletins, change orders, or other document updates at the jobsite. Updates will incorporate modifications and changes from all sources, such as submittals, RFIs, field orders, etc. • Process RFIs in a timely manner and assure timely response by appropriate project team members (City staff, engineer, other agencies). Response to RFIs will take no longer than seven (7) calendar days. We will coordinate all technical support and constructability reviews during preparation of responses to RFIs and maintain an RFI log to track closed and outstanding RFIs. • Assure an efficient submittal process, beginning with the contractor delivering a submittal schedule for review within 10 calendar days after the effective date of the construction contract. NV5 will provide technical support during review of the submittal schedule (and at a minimum weekly thereafter) to assure compliance with the contract documents and note any matters of concern to the City, such as potential impacts to the schedule. We will monitor, process and forward for approval all submittals and assure timely distribution to and review by appropriate project team members (City staff, engineer, and other agencies). • Review and recommend for approval the contractor’s CPM baseline schedule and, upon acceptance, adopt for the remainder of the project. Monitor work progress in accordance with this baseline schedule on a daily, weekly and monthly basis to assure the contractor maintains all milestone and critical-path dates. Indicated slippage will be addressed during the project meetings and written reports. • Review and respond to requests for design revisions by the contractor. Provide recommendations and forward all responses for approval to the City and/ or design engineer prior to transmitting to the contractor. • Coordinate evaluation of and provide recommendations for “or-equal” or product substitution requests with the design engineer, City, vendors, manufacturers and others. • Initiate and review field orders when a change in the work is needed to maintain the design intent. We will issue field orders to the contractor and monitor the work for compliance. Changes will be logged and recorded in the record specifications and plans. If required, we will follow up with a change order within 14 calendar days of mutual agreement with the contractor on pricing and conditions. • Review, evaluate and make recommendations on submitted change order requests. Change order requests will be fully vetted by applying knowledge of prevailing wage rates, material unit cost guide publications, quantity take-offs, or other measures required in order to substantiate and/or negotiate change orders. Maintain a change order log to track executed and potential change orders and monitor the amounts against the total construction contract. • Develop a cost control system to monitor actual versus estimated costs. Differences will be included in weekly status meetings. For authorized work, accounting records will be maintained using contract unit costs. For any additional work, accounting records will reflect actual costs of time and materials. • Review contractor(s) Safety Program for compliance with City standards as well as any OSHA regulations. Recommend contractor(s) submit City of Palm Springs | On-Call Construction Management & Inspection Services NV5 | 14 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA SECTION C: UNDERSTANDING OF PROJECT/SCOPE OF WORK site-specific safety plans that identify the risks and liability arising from specific operations relating to the project. • Maintain a safe working environment. All NV5 personnel will wear hard hats, safety vests, and rubber-soled shoes at all times while on-site. • Review and forward for approval the contractor payment applications. Conduct the monthly “pencil draft” with the contractor to review the progress to date and verify that payment applications represent work in place and are in compliance with the accepted SOW and the requirements of the construction documents. Once the payment applications are reviewed and approved, and once we have verified that the contractor’s record drawings are current, the construction schedule is updated, and weekly certified payroll reports are submitted, we will forward to the City for approval. • Enforce Labor Compliance requirements, including completion of the Federal Labor Compliance Pre-job checklist. We will assure all certified payroll reports are submitted each month with the payment applications. We will review these reports, verify payroll amounts against wage reports, and then submit to the City for filing. We will work with the contractor to correct any and all labor compliance violations. • Assure compliance with funding requirements set forth in pre-construction phase and assist the City as necessary with reimbursement procedures. INSPECTION SERVICES Effective Quality Assurance and Control inspection is critical to successful project completion. Our Inspection services can include: • Review and become familiar with all contract- and construction-related documents, including plans and specifications, traffic control plans, construction schedules, construction sequences and permitting requirements, and present any concerns during the pre-construction meeting. Attend subsequent progress meetings and maintain communication and assist in facilitating resolution of pending issues. Maintain correspondence file and copy all contractor communications to the City. • Conduct a pre-construction photo/video survey of the project site for verification that the site is returned to its original condition at the end of the construction period. • Perform daily field and quality control inspections and measurements of the contractor’s work, submittals and construction materials to assure conformance with the contract documents, City codes and ordinances, “Greenbook” Standard Specifications, Manual of Traffic Controls for Construction and Maintenance Work Zones, Caltrans Construction Manual and all other applicable codes and regulations. Health and safety measures will be strictly enforced to maintain a safe construction environment. • Prepare daily reports, including daily progress photos, and a comprehensive description of the work completed. Reports will document, at a minimum, the date, weather conditions, traffic control measures taken, progression of work, materials used, and subcontractors, equipment and employees on-site, and major incidents/ safety violations. We will also prepare reports of deviations and non-conformance to specifications and provide responses in accordance with the specification requirements. Notices of Non- Compliance will be delivered immediately to the contractor for any and all deviations. • We will monitor the establishment, maintenance and any required modification of the approved SWPPP. Should the provisions for developing the SWPPP in the specifications be inadequate to support development of a comprehensive and timely submitted stormwater and erosion control plan necessary to comply with current NPDES City of Palm Springs | On-Call Construction Management & Inspection Services NV5 | 15 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA SECTION C: UNDERSTANDING OF PROJECT/SCOPE OF WORK requirements, the NV5 team can work closely with the design consultants to incorporate the required language into the project specifications suitable to meet these goals. • Monitor utility coordination as set forth in the pre- construction meeting, reporting conflicts to the City and recommending a course of action. • Work closely with the contractor to mitigate construction impacts to businesses and residents, and promote site and public safety. • Verify implementation of a traffic control plan that is in accordance with the latest Work Area Traffic Control Handbook (WATCH) requirements, the City’s requirements, and the contract documents. • Verify compliance with funding requirements set forth in the pre-construction phase, conducting field employee interviews as necessary and reporting resulting information to the City. Verify labor and hours reported by contracts match the daily diary. Provide complete measurements and calculations to administer progress payments, assure contractors submit certified payroll reports, and make recommendation for payments. • Compile detailed punch lists with the City, Consultants, and the contractor. NV5 will conduct a preliminary walk-through with the contractor to assure there are no blatant issues and to generate a preliminary punch list. After completion of the preliminary punch-list items, prepare the final punch list and coordinate with the contractor for item completion. All punch lists generated will include schedules for completion. • Upon project completion, conduct final inspection, closeout permits, including encroachment and construction/excavation, and prepare and submit as-built plans to the City. III. POST-CONSTRUCTION PHASE NV5 is committed to an expedient project closeout process. Our post-construction phase services can include: • Obtain all required closeout documentation and materials (Warranties, O and M Manuals, As-Built Plans, Attic Stock, etc.) from the contractor, finalize and compile project closeout files, and submit final package to the City. Advise the City when it is appropriate to file the notice of completion based on all expired time and other conditions required. • Review the contractor’s final application for payment for completeness and forward to the City for approval. • Maintain all relevant records for a minimum of three (3) years. Allow all authorized federal, state, county, and City officials access to all relevant contract records pertinent to these projects IV. ADDITIONAL SERVICES NV5 is prepared to supplement existing City staff to provide encroachment permit coordination and inspections. These services can include: • Review plans, specifications and other encroachment permit-related documents, becoming familiar with traffic control plans, construction schedules, construction sequences, and requirements from other agencies. • Attend pre-construction meetings and take photos before, during and after construction. • Ensure encroachments are constructed according to permit requirements, noting and correcting any compliance problems as soon as possible • Maintain daily log of site and weather conditions, traffic control measures, labor, equipment and materials used; quantity of work performed; and major incidents/safety violations. Submit log to City upon project completion. • Ensure that encroachment permittees do not install materials without approved material testing certifications. Any failed tests shall be reported and permittees will be directed to correct any non- compliant areas. • Ensure access to adjacent businesses/residents is maintained during encroachment permittee work. • Inspect and verify traffic signal installation, including poles, mast arms, signal heads, pedestrian push buttons, detection systems, cabinets, controllers, etc. City of Palm Springs | On-Call Construction Management & Inspection Services NV5 | 16 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA SECTION D: FINANCIAL RESPONSIBILITY NV5’s Financial Capability NV5 is in excellent financial condition and is able to perform the required work as stated in the RFP. Our current workload is strong and we have been able to hire and maintain a growing staff of team members in order to meet the needs of our clients. NV5 Global is a leading provider of professional engineering and consulting solutions with a 60-year history. With a rapidly growing list of clients, we have experienced steady year-over-year growth, especially over the last several years. Our longevity and continued growth is a testament to our financial stability and the strength of our professional capabilities. The City can be secure in NV5’s financial health and ability to perform these on-call services. City of Palm Springs | On-Call Construction Management & Inspection Services NV5 | 17 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA ATTACHMENTS: RESUMES Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA LUANNE BEAN, PE Project Manager Ms. Bean has more than 35 years of experience in the engineering, design, and construction of water and wastewater projects. As a Registered Civil Engineer and a former Class A General Engineering Contractor, Ms. Bean has seen construction from both sides of the fence. Her technical skills include specialized structural analysis and design of large 600-MGD water treatment plants, pipelines up to 12 feet in diameter, mechanical analysis, SCADA & I&C oversight and coordination, diesel generator design and AQMD permitting, the preparation of engineering plans, specifications and cost estimates, as well as construction management. She has held various positions with many public agencies. CONTACT INFO luanne.bean@nv5.com EXPERIENCE 35 years EDUCATION M.S. Civil Engineering B.S. Civil Engineering LICENSES Civil Engineer (CA) No. 50129 Former Class A General Engineering Contractor REGISTRATIONS FEMA OPS - I HAZMAT First Responder/Operations Level DOT Offers of Bulk and Non-Bulk HAZMAT Packages Nuclear Waste Safety for Workers Project Experience On-Call Construction Management and Inspection Services CITY OF PALM SPRINGS | PALM SPRINGS, CA Project Manager. Ms. Bean oversees NV5’s contract with the City providing on- call construction management and inspection services. NV5 has provided special inspection and testing services for the Demuth Community Center egress and HVAC improvements and environmental monitoring related to rock crushing for the private development project “Elan.” Ms. Bean is the City’s primary point of contact and manages all task orders for these services. Diversion Pipeline CITY OF CULVER CITY | CULVER CITY, CA Project Manager/Construction Manager. Ms. Bean oversaw the construction management, inspection and engineering services for the construction of sewer main diversion pipes reversing sewer flow via conventional cut and cover as well as trenchless jack and bore methods to abandon Mesmer and Overland Sewer Pump Stations. This also involved extensive permits and coordination with Caltrans, the City of Los Angeles, and the City of Culver City for these jack and bore pipelines underneath the I-405 and Route 90. The goal of the project was to divert flows from four of the City’s sewer pump stations to a new sewage pump station, Bankfield Station, which is another project in which NV5 provided construction management and inspection services during construction. Crowther Sanitary Sewer Pipeline Replacement CITY OF PLACENTIA | PLACENTIA AND FULLERTON, CA Construction Manager. Ms. Bean oversaw the Construction Management and Inspection Services as the Construction Manager for this project, which includes replacement of approximately 7,400 LF of gravity sewer pipeline in Crowther Avenue, Placentia Avenue, and Orangethorpe Boulevard, located within the Cities of Placentia and Fullerton. The work involved installation of 15-inch, 18-inch, and 22-inch PVC and fused HDPE sewer pipeline and manholes. The work also included reconnection into all of the existing gravity mains and service laterals with a terminus tie-in connection at the existing Orange County Sanitation District’s trunk line on State College Boulevard. The project, which included an encasement crossing underneath the 57 freeway in Caltrans right-of-way, involved coordination with multiple agencies, including Caltrans, the Orange County Sanitation District, Golden State Water, Department of Health Services, the City of Fullerton, and other utility and governmental agencies. Working in high-traffic areas, as well as a jack- RESUMES City of Palm Springs | On-Call Construction Management & Inspection Services NV5 | 19 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA RESUMES and-bore crossing underneath the Orange County Flood Control District’s flood control channel and a jack-and-bore crossing underneath the BNSF railroad, and multiple crossings of Southern California Gas Co.’s high-pressure gas feeder, were among the project’s challenges. NV5 also provided materials testing services for this project. La Palma Avenue and Tustin Avenue Water Main Replacement at OCTA Railway Crossing CITY OF ANAHEIM PUBLIC UTILITIES DEPARTMENT | ANAHEIM, CA Construction Manager. Ms. Bean oversaw the construction management and inspection services as the Construction Manager for this project. Metrolink, with the Orange County Transportation Authority, is expanding the Anaheim Canyon Metrolink Station, which includes the addition of a train track crossing at both La Palma Avenue and Tustin Avenue. The water main replacement project involves bore and jack installation of two new water mains underneath the OCTA railroad track in La Palma Avenue and Tustin Avenue, followed by the abandonment of the existing water mains that will now be too shallow and are not adequately reinforced to carry the load underneath the proposed train track. The project includes close coordination with the City, OCTA, Metrolink, Southern California Regional Rail Authority (SCRRA), among other agencies. William Woollett Jr. Aquatics Center CITY OF IRVINE | IRVINE, CA Project Manager. Ms. Bean is serving as Project Manager for this pool replastering project (three pools) at the William Woollett Jr. Aquatics Center. The complex is a world-class aquatic facility open year round for regional and national competitive events with two 50-meter pools and a 25-yard instruction pool. The City is currently embarking on restoring and resurfacing all three of these pools. These pools appear to be standard gunnite/shotcrete pools with rows of lap tiles on the bottom and border tiles along the rims. The City is currently working with an engineer to develop plans and specifications for the pool resurfacing at this facility. NV5 provided a constructability review of the pending plans and specifications, and will provide construction management and inspection during pool restoration. Rural Ridge Circle and Wilshire Avenue Water Main Replacement CITY OF ANAHEIM PUBLIC UTILITIES DEPARTMENT | ANAHEIM, CA Construction Manager. Ms. Bean served as the Construction Manager for this water main replacement project. The work consisted of two water main improvement areas: the Rural Ridge area for 4,230 LF and the Wilshire-Pearl area for 2,750 LF of 8-inch to 15-inch potable water main, tie-ins to the existing potable water system, 142 1- and 2-inch water services and meters, existing main abandonment, and final street restoration. NV5 provided full Construction Management, Resident Engineering, and Inspection Services for this project, including coordination with the City, shop drawing and RFI review, change order analysis, and scheduling management. Bankfield Sewage Pump Station CITY OF CULVER CITY | CULVER CITY, CA Project Manager/Construction Manager. Ms. Bean oversaw the construction management and inspection services for the construction of the Bankfield Sewer Pump Station adjacent to the Caltrans Right-of-Way. The new pump station receives diverted flows from two existing pump stations, and diverted flows from two more pump stations at a later date. The new pump station has a 10-foot-by-20-foot sewer wet well that is 35 feet deep, constructed in groundwater with a discharge permit to the City of L.A. Sewer Interceptor since the water was contaminated and RWQCB would not issue a permit to discharge to storm drain. There are two submersible pumps, a flow meter vault, a valve vault, a bypass vault for the two force mains, an emergency diesel-fueled backup electrical generator, and complete SCADA systems. NV5 assisted with the final design and implementation of the emergency diesel generator as well as pipeline redesign for the sewer force main, including the AQMD permitting, as the original plans did not accommodate a generator. There is also a 25-foot-by-20-foot building to house instrumentation and SCADA systems, a bathroom and electrical components. This project is an American Public Works Association BEST Awards winner. Sidewalk & Curb Ramp Reconstruction (Phases 2) CITY OF EL MONTE | EL MONTE, CA Construction Manager. Ms. Bean provided construction management services for Phase 2 of this federally assisted Sidewalk & Curb Ramp Reconstruction project. The scope of work includes parkway improvements along various local/residential roadways within the City and includes the reconstruction of existing PCC sidewalks, curb and gutter, driveways, and ADA curb ramps; tree root pruning; and potential tree removal/replacement. City of Palm Springs | On-Call Construction Management & Inspection Services NV5 | 20 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA Project Experience Construction Management and Inspection VARIOUS SOUTHERN CALIFORNIA CITIES Principal-in-Charge. Mr. Jonasson has been responsible for the delivery of CIP projects, particularly pavement/roadway improvements and park improvements, for municipalities including the cities of Jurupa Valley, Coachella, Grand Terrace, Pomona, and Corona. City Engineer CITY OF RANCHO MIRAGE City Engineer. As Contract City Engineer, Mr. Jonasson is currently responsible for overseeing private development and capital project approval and updates to current development and city standards. Plan Check & Staff Augmentation Services VARIOUS COACHELLA VALLEY AGENCIES Public Works Director, City Engineer, and Economic Development Manager. Mr. Jonasson provided building and engineering plan check, construction management, and staff augmentation services for various agencies in the Coachella Valley, as well as for the cities of Palos Verdes Estates and Jurupa Valley. His roles included Public Works Director, City Engineer, and Economic Development Manager. He assisted these cities with engineering, public works, code enforcement, and high-speed broadband initiatives. Additionally, Mr. Jonasson worked on flooding assessment and mitigation, overseeing the delivery of stormwater assessments, including NPDES and water quality compliance. Public Works Director/City Engineer CITY OF LA QUINTA | LA QUINTA, CA Public Works Director/City Engineer. Mr. Jonasson directed a $15M to $25M annual Capital Improvement Program (CIP) for the City, as well as managed a $5.3M annual budget for the Public Works, Planning, and Building departments. He provided expertise and guidance to the executive team and City Council with additional responsibility for flood plain administration, stormwater protection compliance, approval of plans for capital projects and private development and administration of the Lighting and Landscape District. He served as a working director leading a department of 27 full-time employees (Public Works, Planning & Building) while providing oversight of all private development entitlement and permitting, contracts for capital project management, construction inspection, traffic engineering, fleet maintenance, and street and landscape maintenance. TIMOTHY R. JONASSON, PE QA/QC Manager Mr. Jonasson has more than 34 years of experience in public works, municipal engineering, and construction management. He has a proven track record of leading complex infrastructure projects, securing multimillion-dollar federal grants, and driving initiatives that enhance community development. Mr. Jonasson is an expert in managing capital improvement programs, flood protection, and urban revitalization efforts. He served as the City Engineer/Public Works Director for the City of La Quinta for 15 years and has extensive experience working with public agencies in the Coachella Valley. He is a resident of Palm Desert. CONTACT INFO tim.jonasson@nv5.com EXPERIENCE 34 years EDUCATION Masters, Business Administration B.S. Civil Engineering LICENSES/ CERTIFICATES Civil Engineer (CA) No. 45843 AFFILIATIONS American Public Works Association (APWA) American Society of Civil Engineers (ASCE) Society of American Military Engineers (SAME) PUBLIC SERVICE Active-duty Platoon Leader, U.S. Army Corps of Engineers (3 years) RESUMES City of Palm Springs | On-Call Construction Management & Inspection Services NV5 | 21 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA RESUMES CONTACT INFO peter.salgado@nv5.com EXPERIENCE 27 years EDUCATION B.S. Civil Engineering LICENSES Civil Engineer (CA) No. 63159 Project Experience Traffic Signal Improvements at Bellflower Boulevard and Park Street and Bellflower Boulevard and Cedar Street CITY OF BELLFLOWER | BELLFLOWER, CA Construction Manager. Mr. Salgado is providing construction management services for the Traffic Signal Improvements at Bellflower Boulevard and Cedar Street and at Bellflower Boulevard and Park Street. Our team is providing construction management, inspection, labor compliance and geotechnical/ materials testing services for the project. The scope of work includes installation of traffic signal poles and traffic signal controllers; traffic signage and striping; reconstruction of existing ADA curb ramps and sidewalks, AC paving, and all related site work to complete the proposed improvements. Bastanchury Road Widening CITY OF YORBA LINDA | YORBA LINDA, CA Project/Construction Manager. Mr. Salgado provided project and construction management services for the Bastanchury Road Widening project between Casa Loma Avenue and Eureka Avenue. NV5 provided construction management, inspection, materials testing/special inspection, and labor compliance services for the project. The scope of work included adding a second lane in each direction along with a two-way turn lane in the median; elevating portions of the roadway center line up to 6 feet; constructing retaining walls/structures; installation of traffic signals at the intersections of Bastanchury Road/Casa Loma Avenue and Bastanchury Road/Eureka Avenue; and installation of new bike lanes, a multipurpose trail, and sidewalk/parkway improvements with new irrigation and landscaping. Margarita Recreation Center CITY OF TEMECULA | TEMECULA, CA Project Manager. Mr. Salgado oversaw NV5’s team who provided Owner’s Representative services for the reconstruction of the Margarita Recreation Center. This Design-Build (DB) project demolished the existing facility and replaced it with a new 8,500-square-foot building and 25-yard outdoor pool. The new facility includes a six-lane pool, dance/fitness studio, classroom, and multipurpose room. As part of its services, NV5 provided preliminary engineering and geotechnical design, project management, construction management, resident inspection, geotechnical and materials testing and deputy inspection, and, environmental and land surveying. In concert with City staff, NV5 prepared the design bridging documents and the DB Request for Proposal and assisted the City with the DB contract Advertising and Award process. PETER SALGADO, PE Construction Manager With 27 years of experience, Mr. Salgado has managed and delivered a variety of public works projects, including street improvements, vertical construction and tenant improvements, parks and landscaping improvements, and water, sewer and storm drain improvements. Working with a variety of agencies, he is thoroughly familiar with local, state and federal procedures. City of Palm Springs | On-Call Construction Management & Inspection Services NV5 | 22 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA RESUMES Project Experience Bastanchury Road Widening CITY OF YORBA LINDA | YORBA LINDA, CA Assistant Construction Manager. Mr. Daly assisted with construction management services on the Bastanchury Road Widening project between Casa Loma Avenue and Eureka Avenue. The scope of work included adding a second lane in each direction along with a two-way turn lane in the median; elevating portions of the roadway center line up to 6 feet; constructing retaining walls/ structures; installation of traffic signals; and installation of new bike lanes, a multipurpose trail, and sidewalk/parkway improvements with new irrigation and landscaping. NV5 also provided on-site welding inspection of a water line. San Fernando Road Beautification, Phase I CITY OF GLENDALE | GLENDALE, CA Construction Inspector. Mr. Daly provided construction inspection services for the San Fernando Road Beautification, Phase I project, which was located on San Fernando Road between Grandview Avenue and Elk Avenue. The project included reconstruction and resurfacing of existing AC paving; reconstruction of existing sidewalks, driveways, curb and gutter, cross gutters, alley aprons, bus pads, and ADA ramps; construction of center median islands; adjustment of existing manholes and water meters to finished grade; removal and replacement of existing traffic striping and pavement markings; installation of Class II and III bike lane striping with green-backed shared roadway bicycle pavement markings; realignment of 12 intersections; traffic signal improvements; bus stop improvements; installation of drywells and bioswales; and installation of new landscaping and irrigation. This project received a 2024 APWA SoCal Best Project Award in the Traffic, Mobility & Beautification Category. Bartolo Storm Drain and Pump Plant LOS ANGELES COUNTY PUBLIC WORKS | PICO RIVERA, CA Project Manager. Mr. Daly managed this multimillion-dollar storm drain and pump station project in the City of Pico Rivera. The goal of the project was to alleviate flooding along major streets and throughout the local community during major storms. His responsibilities included coordinating the City’s review and approval, obtaining environmental approvals, preparing financial agreements between the County and the City, managing project schedules, and conducting local community meetings to discuss construction impacts. JIM DALY, PE Construction Manager Mr. Daly has more than 37 years of experience managing both horizontal and vertical capital improvement projects. As Assistant Deputy Director (Road Maintenance) for the County of Los Angeles, Mr. Daly managed approximately 500 employees responsible for the maintenance and repair of roadways, sidewalks, and parkway trees. He has experience managing a myriad of projects — including federally funded — for various departments, including Parks and Recreation, Beaches and Harbors, and Public Library departments, and has managed and designed numerous flood control facilities, including storm drains, debris basins and pump plants. CONTACT INFO jim.daly@nv5.com EXPERIENCE 37 years EDUCATION B.S. Civil Engineering LICENSES/ CERTIFICATES Civil Engineer (CA) No. 45612 AFFILIATIONS American Public Works Association American Society of Civil Engineers City of Palm Springs | On-Call Construction Management & Inspection Services NV5 | 23 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA RESUMES Project Experience Lambert Park CITY OF EL MONTE | EL MONTE, CA Construction Manager. Mr. Trammell provided construction management services for the Lambert Park Improvements project. The park is approximately 9 acres and is located within a residential neighborhood in the northeastern portion of the City. Improvements include construction of a new CMU concession and restroom building; hardscape, decorative paving, decomposed granite walking and jogging path and play surfacing; landscaping and irrigation; playground and play equipment; exercise areas and equipment; shade structures and miscellaneous site furnishings; site lighting; site drainage; on- and off-site utilities; renovation of an existing maintenance building; new turf for athletic fields (soccer fields and baseball diamonds); and renovation of existing AC parking lot. Margarita Recreation Center CITY OF TEMECULA | TEMECULA, CA Owner’s Representative. Mr. Trammell served as the Owner’s Representative for the reconstruction of the Margarita Recreation Center. This Design-Build (DB) project demolished the existing facility and replaced it with a new 8,500-square- foot building and 25-yard outdoor pool. The new facility includes a six-lane pool, dance/fitness studio, classroom, and multipurpose room. As part of its services, NV5 provided preliminary engineering and geotechnical design, project management, construction management, resident inspection, geotechnical and materials testing and deputy inspection, and surveying. In concert with City staff, NV5 prepared the design bridging documents and the DB Request for Proposal and assisted the City with the DB contract Advertising and Award process. Robinson Park Recreation Center CITY OF PASADENA | PASADENA, CA Construction Manager. Mr. Trammell served as the Construction Manager for the renovation of Robinson Park Recreation Center. The $7.2M project consisted of the demolition and reconstruction of the recreation center’s approximately 9,000-square-foot multipurpose room, administrative offices, kitchen, open courtyard, restrooms and conference room, an approximately 4,900-square- foot addition of fitness and dance rooms, storage and common areas, and an intensive structural upgrade of the recreation center’s existing 7,300-square-foot gymnasium. The design is fully accessible and includes energy-efficient lighting, technology and security upgrades, and new drought-tolerant landscaping. JIM TRAMMELL, PE, LEED AP Construction Manager Mr. Trammell has more than 30 years of successful demonstrated experience in design and construction management of large-scale and complex projects. As a licensed Civil Engineer, General Contractor and LEED (Environmental Design) Professional, his diverse and professional background brings a unique approach to the development process. His management experience includes 12 years of commercial general contracting/construction management, and he understands and manages the balance between sensible design, quality and cost. He has a proven track record in the successful development of many large-scale projects with demanding schedules. CONTACT INFO jim.trammell@nv5.com EXPERIENCE 30 years EDUCATION B.S. Civil Engineering LICENSES Civil Engineer (CA) No. C46930 LEED AP Licensed General Contractor City of Palm Springs | On-Call Construction Management & Inspection Services NV5 | 24 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA RESUMES Project Experience On-Call City Engineering Services CITY OF LAGUNA WOODS | LAGUNA WOODS, CA Construction Manager. As part of NV5’s on-call contract with the City that includes staff augmentation services, Mr. Zori provides construction management and inspection for public works projects, including street, sewer and storm drain improvements. Barnes Park Multi-Benefit Stormwater Capture CITY OF BALDWIN PARK | BALDWIN PARK, CA Senior Construction Project Manager. Mr. Zori was responsible for the construction of a new underground precast infiltration cistern with a capacity of 4 acre-feet. The cistern, in collaboration with Precon, was constructed of precast concrete elements, including openings at the bottom filled with crushed rock to facilitate the infiltration. Construction required 40,000 cubic yards of excavation and 30,000 cubic yards of backfilling. The project included the diversion structure needed to connect the existing 81-inch RCP main storm drain with the new infiltration cistern, and the demolition and reconstruction of a reinforced concrete 81-inch RCP storm drain pipe, a motorized 42-inch plug valve and actuator, splitter vault and a 30-foot-tall hydrodynamic separator. 590 LF of 42-inch RCP pipeline and other utilities were installed, and added landscaping included irrigation and potable water pipes as well as storm drain and sewer pipes. John Anson Ford Park Infiltration Cistern CITY OF BELL GARDENS | BELL GARDENS, CA Senior Construction Project Manager. Mr. Zori was responsible for the construction of an underground precast infiltration cistern with a capacity of 7 million gallons and the construction of a new 82,000-square-foot parking lot and two baseball fields. The project required demolishing the existing parking lot and two baseball fields. The precast cistern was the result of a design-build contract with Jensen Precast. Main features of the project include 100,000 CY of excavation and 65,000 CY of backfilling; a new 48-inch diversion structure connected to the existing double barrel 10’x11 storm drain culvert; 48-inch RCP and ductile iron pipes; a splitter vault; and two 42-foot-tall x 16-inch diameter precast hydrodynamic separators. Twenty light poles in the parking lot and three new 60-foot-tall Musco sport lights in the baseball fields were installed as well as the communication cables with the existing security cameras. ANTONIO ZORI, CCM Construction Manager Mr. Zori is a results-oriented professional with more than 24 years of experience in managing public and private contracts. He is experienced in construction planning and scheduling, cost estimating, the bidding and procurement process, cost and production tracking, project financial control, contract negotiation, change orders and value engineering, and risk and litigation management. He is familiar with relevant engineering design and management software, including AutoCAD, Primavera 6, Microsoft Project, Revit (BIM), and HCSS. He is fluent in both English and Spanish. CONTACT INFO antonio.zori@nv5.com EXPERIENCE 24 years EDUCATION B.S./M.S. Civil Engineering M.B.A. Master Business Administration (Real Estate) LICENSES/ CERTIFICATES Certified Construction Manager, No. 32411 Certificate International Program, Construction Management, UCLA City of Palm Springs | On-Call Construction Management & Inspection Services NV5 | 25 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA RESUMES Project Experience Potable Water Valve Replacement FY 2021 CITY OF ANAHEIM PUBLIC UTILITIES DEPARTMENT | ANAHEIM, CA Construction Manager/Resident Engineer. Ms. Woodruff served as the Construction Manager/Resident Engineer and the City’s Representative for this design-build water valve replacement project. The work involved the standard water main valve replacements including shutdowns, dewatering, excavation, disinfection and pressure testing, followed by final street restoration under the direction of Anaheim Public Utilities with NV5’s Resident Engineering and Inspection Services. Ms. Woodruff was responsible for managing the Design- Build Contractor and City’s Liaison via elements such as shop drawing review, answering RFIs, Contractor’s pay apps, scheduling review, and other elements such as creating the City’s shutdown plan for each of the 36 sites and coordinating with residents and Anaheim Public Utilities on shutdown. She was responsible for coordinating and working with the design engineer and contractor on including additional valves requested by the City after award. Ms. Woodruff worked with the City to advise and review progress payments, submittals, and change orders. William Woollett Jr. Aquatics Center CITY OF IRVINE | IRVINE, CA Construction Manager. Ms. Woodruff provided construction management services for this pool replastering project (three pools) at the William Woollett Jr. Aquatics Center. The complex is a world-class aquatic facility open year round for regional and national competitive events with two 50-meter pools and a 25-yard instruction pool. The City is currently embarking on restoring and resurfacing all three of these pools. The City is currently working with an engineer to develop plans and specifications for the pool resurfacing at this facility. NV5 provided a constructability review of the pending plans and specifications, and will provide construction management and inspection during pool restoration. La Palma Avenue and Tustin Avenue Water Main Replacements CITY OF ANAHEIM | ANAHEIM, CA Assistant Construction Manager. Our team is providing Construction Management and Inspection Services for the project. The work to be undertaken consists of a bore and jack operation at La Palma Avenue Railroad Crossing for 151 LF of 12-inch ductile-iron carrier pipe within a 24-inch steel casing and 145 LF of 36-inch ductile-iron carrier pipe within 48-inch steel casing. The work will also consist of a bore and jack operation at Tustin Avenue Railroad Crossing for 141 LF of 12-inch ductile iron carrier pipe within a 24-inch steel casing. Due to OCTA’s plan to expand its railways along La Palma Avenue and Tustin Avenue, the project is required to protect the pipes and increase service reliability. INDIA WOODRUFF Assistant Construction Manager Ms. Woodruff is a proactive, self-motivated Assistant Construction Manager/ Resident Engineer who has managed at-risk projects throughout Southern California. She is experienced in Microsoft Office, Procore, Primavera P6, Microsoft Projects, AutoCAD, and Bluebeam Revu. Her solid negotiation and communication skills along with proven project management skills allow her to effectively interact with clients as well as construction trades. CONTACT INFO india.woodruff@nv5. com EXPERIENCE 7 years EDUCATION M.S. Civil Engineering (Coastal Engineering) B.S. Civil Engineering LICENSES/ CERTIFICATES Metrolink Railroad Safety Contractor Safety Trained, No. 26471E22 AWARDS “Honors” AGC Construction Project Management Course, San Diego, CA (January 2021) Ralph Alan Dusseau Award for Civil & Environmental Engineering, Glasboro, N.J. (May 2016) City of Palm Springs | On-Call Construction Management & Inspection Services NV5 | 26 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA RESUMES MIKE HELMA, LEED AP Construction Inspector Mr. Helma has more than 30 years of experience in construction management and inspection with specific expertise in street improvements, sewer, water and storm drain systems, heavy grading, concrete structures, traffic signals, paving and landscaping. He is a LEED Accredited Professional and is adept at managing and inspecting large- and small-scale projects. He has also served as augmented staff for various public works departments. Project Experience Bastanchury Road Widening CITY OF YORBA LINDA | YORBA LINDA, CA Construction Inspector. Mr. Helma provided construction inspection services for the Bastanchury Road Widening project between Casa Loma Avenue and Eureka Avenue. The scope of work included adding a second lane in each direction along with a two-way turn lane in the median; elevating portions of the roadway center line up to 6 feet; constructing retaining walls/structures; installation of traffic signals at the intersections of Bastanchury Road/Casa Loma Avenue and Bastanchury Road/Eureka Avenue; and installation of new bike lanes, a multipurpose trail, and sidewalk/parkway improvements with new irrigation and landscaping. NV5 also provided on-site welding inspection of a water line. Project considerations included coordination with an adjacent tract home development that was undergoing construction improvements; coordination with the Yorba Linda Water District; and coordination with utilities for relocations that would be made before the road widening. Margarita Recreation Center CITY OF TEMECULA | TEMECULA, CA Construction Inspector. Mr. Helma provided construction inspection services for the reconstruction of the Margarita Recreation Center. This Design-Build (DB) project demolished the existing facility and replaced it with a new 8,500-square- foot building and 25-yard outdoor pool. The new facility includes a zero-depth, warm water, wheelchair accessible six-lane pool, dance/fitness studio, classroom, and multipurpose room. Hacienda Road Safety Improvement Project CITY OF LA HABRA HEIGHTS | LA HABRA HEIGHTS, CA Construction Inspector. Mr. Helma is providing construction inspection services for the City’s Hacienda Road Safety Improvement Project. Our team is providing construction management and inspection; labor compliance and wage monitoring; and materials testing and deputy inspection services for the City’s Hacienda Road Safety Improvement Project. The project includes the installation of new traffic signals and ancillary equipment at Hacienda Road and Avocado Crest Road; and the installation of traffic signage and striping. The project is located on Hacienda Road between the south and north city limits. The project includes funding from a state Highway Safety Improvement Program grant. CONTACT INFO mike.helma@nv5.com EXPERIENCE 30 years EDUCATION B.S. Civil Engineering LICENSES LEED Accredited Professional City of Palm Springs | On-Call Construction Management & Inspection Services NV5 | 27 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA RESUMES CONTACT INFO salvador.sanchez @nv5.com EXPERIENCE 30 years LICENSES/ CERTIFICATES Water Utilities Sciences Certificate Metrolink Railroad Safety Contractor Safety Trained, No. 26481E22 Former CA Water Distribution Operator, D5 No. 08546 Former CA Water Treatment Operator, T4 No. 16793 SALVADOR SANCHEZ Construction Inspector Mr. Sanchez is adept at managing and delivering a variety of public works projects, including water, sewer, and storm drain improvements. His skills in the development of project control procedures and methodologies for cost and schedule control have been implemented on several large-scale projects. Mr. Sanchez has accrued more than 30 years of public works experience, demonstrating his expertise in a range of responsibilities, including six years with the City of Riverside, nine years with the City of Pico Rivera and 14 years with the City of Glendale Water Department. Project Experience Rural Ridge Circle and Wilshire Avenue Water Main Replacement CITY OF ANAHEIM | ANAHEIM, CA Construction Inspector. Mr. Sanchez provided construction inspection services for this water main replacement and street improvements project. The work consisted of two water main improvement areas: the Rural Ridge area for 4,230 LF and the Wilshire-Pearl area for 2,750 LF of 8-inch to 15-inch potable water main, tie-ins to the existing potable water system, 142 1- and 2-inch water services and meters, existing main abandonment, and final street restoration. NV5 provided full Construction Management, Resident Engineering, and Inspection Services for this project, including coordination with the City, shop drawing and RFI review, change order analysis, and scheduling management. On-Call Inspection Services CITY OF BELLFLOWER | BELLFLOWER, CA Construction Inspector. Mr. Sanchez provided construction inspection services as part of an On-Call Inspection Services contract with the City for various capital improvement projects and encroachment permits throughout the City. William Woollett Jr. Aquatics Center CITY OF IRVINE | IRVINE, CA Construction Inspector. Mr. Sanchez provided construction inspection services for this pool replastering project (three pools) at the William Woollett Jr. Aquatics Center. The complex is a world-class aquatic facility open year round for regional and national competitive events with two 50-meter pools and a 25-yard instruction pool. The City is currently embarking on restoring and resurfacing all three of these pools. The City is currently working with an engineer to develop plans and specifications for the pool resurfacing at this facility. NV5 provided a constructability review of the pending plans and specifications, and will provide construction management and inspection during pool restoration. City of Palm Springs | On-Call Construction Management & Inspection Services NV5 | 28 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA RESUMES CONTACT INFO daniel.warren@nv5.com EXPERIENCE 30 years LICENSES Water Distribution Operator Grade III No. 8020 Water Treatment Operator Grade II No. 18940 Recycled Site Supervisor Conversion from Potable to Recycled Water Competent Person Site Survey for Soil Conditions Trench Shoring Certified Underground Utilities Certified OSHA 30-Hour Outreach Training Program certification DANIEL WARREN Construction Inspector Mr. Warren is a construction inspector with more than 30 years of experience in public works, including the positions Construction Inspector for the City of La Habra Heights and Grade III Water Distribution Operator and Grade II Water Treatment Operator for the Rowland Water District. Mr. Warren is extremely knowledgeable about the need for the Contractor’s conformance to the approved plans and specifications, adherence to field quality control, as well as what the various heavy construction industry standards and construction principles are for water and wastewater systems. Project Experience Permeable Alley Project Specification No. 3954 CITY OF GLENDALE | GLENDALE, CA Construction Inspector. Mr. Warren is providing construction inspection services for the City’s Permeable Alley Project Specification No. 3954. This project includes the reconstruction of existing AC paving; construction of permeable concrete gutters; and installation of 14 drywells and 11 bioswales in and around 28 alleys at various locations throughout the City. California Avenue Sewer Main and Street Restoration CITY OF CORONA | CORONA, CA Construction Inspector. Mr. Warren provided construction inspection services for the California Avenue Sewer Main and Street Restoration project, which included the construction of approximately 9,000 LF of sewer main up to 24 feet deep within the congested City streets. After initial potholing, some extensive field rework was required to fit the sewer line into the streets due to unforeseen conflicts not originally shown on the plans. These conflicts were found during potholing and necessitated going back to the Department of Health for encroachment to the City’s potable water line with the new sewer construction. The project also included extensive street and sidewalk improvements; specifically, full-width reconstruction and resurfacing of existing AC pavement along the 1.7 mile route including reconstruction of flow lines and cross gutters. NV5 also has provided public outreach and full-time soils compaction testing for the cut and cover conventional trench and bore and jack construction through congested intersections. This project will serve the final completed run connecting the Arantine Hills Lift Station to the Arantine Hills Force Main through this gravity interceptor, allowing conveyance of the City’s sewer to the downtown treatment plant. Diversion Pipeline CITY OF CULVER CITY | CULVER CITY, CA Construction Inspector. Mr. Warren provided construction inspection services for the construction of diversion sewer pipes to abandon Mesmer and Overland Sewer Pump Stations involving conventional cut and cover as well as trenchless jack and bore underneath the Caltrans ROW in multiple jurisdictions, including the City of Los Angeles. The goal of the project was to divert flows from four of the City’s sewer pump stations to a new sewage pump station, Bankfield Station, which is another project for which NV5 provided construction management and inspection services during construction. The project also included full street AC resurfacing. City of Palm Springs | On-Call Construction Management & Inspection Services NV5 | 29 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA RESUMES CONTACT INFO duane.neyens@nv5.com EXPERIENCE 30 years EDUCATION B.S. Organizational Management A.S. Public Works Management LICENSES/ CERTIFICATES Program Certificate — Public Works Management, Palomar College with MSA and APWA Program Certificate — Construction Inspection Technology, San Diego State University Program Certificate — Public Administration Supervisor, (San Diego) North County Supervisors’ Academy Certified Inspector of Sediment & Erosion Control (CISEC) QSP Trained Concrete Testing Technician (ACI) Reinforced Concrete Special Inspector (ICC) Structural Masonry Special Inspector (ICC) OSHA 30-Hour DUANE NEYENS Construction Inspector Mr. Neyens has more than 30 years of experience in the construction industry, including experience as a construction inspector, engineering inspections supervisor, and city construction manager having responsibility for both public works and private development projects. Mr. Neyens has worked as a consultant inspector on public works projects for the County of San Diego and in residential development as a project superintendent for Western National Contractors. He has a solid reputation for his focus on detail, his organizational skills, and an orientation toward successful project outcomes. Project Experience Inland Rail Trail SANDAG/CITY OF SAN MARCOS | SAN MARCOS, CA City Construction Manager. The $2.7M project consisted of building a Class I bicycle facility between the South Santa Fe Avenue/North Pacific Street intersection and Cherimoya Drive. It is an 8-foot-wide, multiuse, paved pathway that connects to future bike paths or existing sidewalks. Work included retaining walls, paving, landscaping and irrigation, lighting, chain-link fence, drainage improvements with water retention/percolation swales and ditches, signage and striping, and graded shoulders adjacent the NCTD Sprinter railroad line. Transit Center Parking Structure CITY OF OCEANSIDE | OCEANSIDE, CA Resident Construction Inspector. This $11M project added a four-story parking structure to the Oceanside Transit Center (serving Amtrak Pacific Surfliner, Metrolink, NCTD Coaster and NCTD Sprinter trains; and for Greyhound, NCTD Breeze, and RTA bus lines). Second Street Sewer Improvements ENCINITAS, CA Construction Inspector. This $1.6M sewer improvement project involved the replacement of a sewer line between Second and Third streets from J Street to north of C Street (microtunneling and boring at depth of 20 feet), and PVC pipe (deep trench at depth up to 15 feet). Emerald Drive and Vista Way Intersection Improvements CITY OF VISTA | VISTA, CA Construction Manager. This $405K project included traffic signal interconnect and modification to the traffic control center as well as constructing minor roadway widening, restriping of traffic lanes and a new bus turnout west of Emerald Drive on Vista Way. City of Palm Springs | On-Call Construction Management & Inspection Services NV5 | 30 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA RESUMES CONTACT INFO haykaz.aghajanian @nv5.com EXPERIENCE 20 years EDUCATION B.S. Civil Engineering LICENSES/ CERTIFICATES Civil Engineer (CA) No. 53866 HAYKAZ AGHAJANIAN, PE Construction Inspector Mr. Aghajanian has more than 20 years of utility and civil engineering experience. His experience includes preparing plans, specifications and cost estimates; performing plan reviews; and providing construction inspection services for a variety of utility and public works projects. Project Experience Crowther Sanitary Sewer Pipeline Replacement CITY OF PLACENTIA | PLACENTIA AND FULLERTON, CA Senior Construction Inspector. Mr. Aghajanian served as Senior Construction Inspector on Crowther Sanitary Sewer Pipeline Replacement project, which included replacement of approximately 7,400 LF of gravity sewer pipeline in Crowther Avenue, Placentia Avenue, and Orangethorpe Boulevard, located within the Cities of Placentia and Fullerton. The work involved installation of 15-inch, 18-inch, and 22-inch PVC and fused HDPE sewer pipeline and manholes. The work also included reconnection into all of the existing gravity mains and service laterals with a terminus tie-in connection at the existing Orange County Sanitation District’s trunk line on State College Boulevard. The project, which included an encasement crossing underneath the 57 freeway in Caltrans right-of-way, involved coordination with multiple agencies, including Caltrans, the Orange County Sanitation District, Golden State Water, Department of Health Services, the City of Fullerton, and other utility and governmental agencies. Working in high-traffic areas, as well as a jack-and-bore crossing underneath the Orange County Flood Control District’s flood control channel and a jack-and-bore crossing underneath the BNSF railroad, and multiple crossings of Southern California Gas Co.’s high-pressure gas feeder, were among the project’s challenges. NV5 provided construction management, inspection and materials testing services for this project. On-Call Inspection Services CITY OF BELLFLOWER | BELLFLOWER, CA Construction Inspector. Mr. Aghajanian provides as-needed construction inspection services as part of NV5’s On-Call Inspection Services contract with the City for various capital improvement projects and encroachment permits throughout the City. Drilling & Equipping of New Water Wells North Long Beach 13 & North Long Beach 14 LONG BEACH UTILITIES DEPARTMENT | LONG BEACH, CA Construction Inspector. As a subconsultant to Wood Rodgers, NV5 is providing Construction Management and Inspection Services for the drilling and equipping of two separate potable water supply wells, Wells North Long Beach 13 & 14, with a design capacity of 2,500 gallons per minute. Located within a City park, the project requires coordination with residents and management of unhoused individuals. Final well design includes two separate wells housed within a CMU building, with a submersible turbine pump and motor, electrical and SCADA equipment, above- and below-grade piping, valving and appurtenances, electrical, instrumentation and control, connection to existing water distribution system, testing and disinfection, and site restoration. City of Palm Springs | On-Call Construction Management & Inspection Services NV5 | 31 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA RESUMES CONTACT INFO bob.bean@nv5.com EXPERIENCE 30 years EDUCATION A.A. Business Administration Apprenticeship Program, IBEW Local 11 Los Angeles REGISTRATIONS Former C10 Electrical Contractor Journeyman Electrician Union Steward AFFILIATIONS IBEW Board of Trustees NECA Board of Trustees ROBERT BEAN Construction Inspector Mr. Bean has more than 30 years of experience as an electrical inspector performing site quality control to ensure the Contractor constructs the work in accordance with the approved plans and specifications. Project Experience Potable Water Valve Replacement FY 2021 CITY OF ANAHEIM PUBLIC UTILITIES DEPARTMENT | ANAHEIM, CA Construction Inspector. Mr. Bean served as the Construction Inspector for this design-build water valve replacement project. The work involved standard water main valve replacements, including shutdowns, dewatering, excavation, disinfection, and pressure testing, followed by final street restoration under the direction of Anaheim Public Utilities with NV5’s Resident Engineering and Inspection Services. J. W. Johnson Reservoir Facility Valve Replacements & Site Improvements LONG BEACH WATER DEPARTMENT | LONG BEACH, CA Construction Inspector. Mr. Bean was the construction inspector for this project involving replacement of four underground water main valves, installation of five storm drain inlets, construction of a containment cell for an indoor above-ground chlorine tank, construction of a large concrete reinforced storage pad, trenching for the installation of electrical conduit, and re-paving of surface areas to allow for proper drainage. 15th Street & Cherry Avenue Sewer Replacement LONG BEACH WATER DEPARTMENT | LONG BEACH, CA Construction Inspector. Mr. Bean was the Construction Inspector for the replacement of 565 lineal feet of 8-inch cement sewer to 12-inch VCP sewer, and the reconnection of the sewer laterals. This project involved full sewer by-pass which was buried temporarily within the street that Mr. Bean constantly monitored for spill prevention. This was a high profile project that Mr. Bean was also responsible for on-going public relations as the project progressed. He was also in charge of paving inspection for the re-paving of Cherry Avenue. Group 12 CIPP Sewer Relining Program LONG BEACH WATER DEPARTMENT | LONG BEACH, CA Construction Inspector. Mr. Bean was the Construction Inspector for the Long Beach Water Department’s Group 12 CIPP sewer relining program. This project involved providing construction oversight and observation of LBWD’s contractor to install almost 15,000 LF of 8-inch, 10-inch and 12-inch cured-in-place sewer cleaning, pre-lining video, lining, and post-lining video. Point repairs and manhole rehabilitations were also undertaken. Once the installation of the CIPP began, Mr. Bean coordinated with the LBWD for shutting off water services for the various residential and businesses along the sewer line routes. Once curing was completed, a post lining video was run, followed by re-installation of the laterals and top hat installation on select laterals. City of Palm Springs | On-Call Construction Management & Inspection Services NV5 | 32 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA RESUMES CONTACT INFO kenneth.hicks@nv5.com EXPERIENCE 18 years LICENSES/ CERTIFICATES Qualified SWPPP Practitioner (CA) No. 27259 (CASQA) Certified Inspector of Sediment and Erosion Control Nuclear Gauge Certified Railroad Safety OSHA 30-Hour OSHA 10-Hour KENNETH P. HICKS, QSP Construction Inspector Mr. Hicks has 18 years of experience providing construction inspection services for various capital improvement projects, including street improvements, wet and dry utilities, grading, stormwater, and landscaping and irrigation. He has provided quality assurance testing for highways, bridges and streets, sewer and water systems, and other structures using nuclear gauge or assigned equipment. He is experienced in working with local, state and federal facilities regarding land use, including right-of-way, construction, easements and other purposes. Project Experience Wilmington Avenue Safe Streets Pedestrian/Bicycle Improvements CITY OF COMPTON | COMPTON, CA Construction Inspector. Mr. Hicks is providing construction inspection services for the City’s Wilmington Avenue Safe Streets Pedestrian/Bicycle Improvements project from Rosecrans Avenue to the southern City boundaries. The work includes pavement rehabilitation, including full-depth AC reconstruction and AC resurfacing; PCC improvements, including ADA-compliant curb ramps, bus pads, and median, sidewalk and driveway improvements; traffic signal modifications; installation of bus shelters and other site furnishings; pedestrian lighting improvements; landscaping and irrigation; and signing & striping. Sidewalk & Curb Ramp Reconstruction Phase 3 (CIP No. 052) CITY OF EL MONTE | EL MONTE, CA Construction Inspector. Mr. Hicks provided construction inspection services for the federally assisted Sidewalk & Curb Ramp Reconstruction Phase 3. The scope of work includes parkway improvements along various local/residential roadways within the City and includes the reconstruction of existing PCC sidewalks, curb and gutter, driveways, and ADA curb ramps; tree root pruning; and potential tree removal/replacement. San Fernando Road Beautification, Phase I CITY OF GLENDALE | GLENDALE, CA Construction Inspector. Mr. Hicks provided construction inspection services for the City’s San Fernando Road Beautification, Phase I project. The project was located on San Fernando Road between Grandview Avenue and Elk Avenue. The project included reconstruction and resurfacing of existing AC paving; reconstruction of existing sidewalks, driveways, curb and gutter, cross gutters, alley aprons, bus pads, and ADA ramps; construction of center median islands; adjustment of existing manholes and water meters to finished grade; removal and replacement of existing traffic striping and pavement markings; installation of Class II and III bike lane striping with green-backed shared roadway bicycle pavement markings; realignment of 12 intersections; traffic signal improvements; bus stop improvements; installation of drywells and bioswales; and installation of new landscaping and irrigation. This project received a 2024 APWA Best Project Award in the Traffic, Mobility & Beautification Category. City of Palm Springs | On-Call Construction Management & Inspection Services NV5 | 33 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA RESUMES Project Experience Pearl Avenue Sewer Replacement CITY OF COMPTON | COMPTON, CA Construction Inspector. Ms. Mohammed is providing field engineering services for the placement of flow metering devices within the existing sewer system on the City’s Pearl Avenue Sewer Replacement project. This existing sewerline includes an additional reach of 400 LF of Pearl Avenue Sewer additions between Rosecrans Avenue and East Kay Street. The City’s sanitary sewer system has experienced prolonged structural damage and capacity deficiencies for years, and this project replaces aging pipes that have impacted the carrying capacity of the aging sewer infrastructure system. Flow metering devices are assisting NV5 with the capacity to develop a preliminary hydraulic model of the sewer main in this limited area, in order to determine if certain reaches can be lined in place, or must be replaced in place due to the need to upsize the existing pipelines. November 2024-Current Drilling & Equipping of New Water Wells NLB 13 & 14 LONG BEACH UTILITIES DEPARTMENT | LONG BEACH, CA Construction Inspector. Ms. Mohammed provided inspection services for the drilling and equipping of two separate potable water supply wells, Wells North Long Beach 13 & 14, with a design capacity of 2,500 gallons per minute. Located within a City Park, the project requires coordination with residents and management of unhoused individuals. Final well design includes two separate wells housed within a CMU building, with a submersible turbine pump and motor, electrical and SCADA equipment, above and below grade piping, valving and appurtenances, electrical, instrumentation and control, connection to existing water distribution system, testing and disinfection, and site restoration. August 2024-Current (January 2025) Apple Valley Water System No. 3 Consolidation Project CITY OF GREENFIELD | GREENFIELD, CA Construction Inspector. Ms. Mohammed provided construction inspection services for the Apple Valley Water System #3 (AAWS) Consolidation project, which is located on a property within the corporate limits of the City of Greenfield. The property is operated as a farm labor camp, and the existing source of potable water for the property is groundwater from a well located on the property. The well has high nitrate levels that exceed the maximum contaminant level (MCL). AAWS received a funding agreement from the State Water Resources Control Board (SWRCB) to undertake preliminary engineering for the Project, which included approximately 200 feet of 12-inch water line in Apple Avenue which will connect the Property to the City water system. The project also includes additional water service and water lines to additional properties, which the funding agency was agreeable to. (July 2024) JINAN MOHAMMED Construction Inspector Ms. Mohammed is an adaptable construction professional with 13 years of experience and a proven knowledge of executive support, construction management and inspection, staff training and development, and workflow prioritization. She has experience with a wide range of public works projects and previously managed a material testing laboratory. CONTACT INFO jinan.mohammed@ nv5.com EXPERIENCE 13 years EDUCATION B.S. Chemical Engineering (Specialized in Petroleum and Gas Refinery) LICENSES/ CERTIFICATES ACI Concrete Field Testing Technician Grade1 CPN training course on radiation safety and use of nuclear gauge Liquid Boot system methane mitigation installation inspector CEE Colombia Engineering Executive Engineering Construction Project Management Certification CSWO Construction Storm Water Operator Certification No. 24568 In the process of gaining ICC certification for Reinforced Concrete, Pre-stressed concrete, and soils In the process of gaining the CCM Certified Construction Manager Certification City of Palm Springs | On-Call Construction Management & Inspection Services NV5 | 34 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA RESUMES CONTACT INFO david.caniglia@nv5.com EXPERIENCE 44 years LICENSES/ CERTIFICATES Leadership in Energy and Environmental Design (LEED) Accredited OSHA 30-Hour DAVID J. CANIGLIA, LEED GA Construction Inspector Mr. Caniglia is a construction QA/QC professional with a lengthy background in heavy civil and infrastructure projects. His responsibilities have included developing and managing quality control plans, performing internal and external audits, contracting compliance, reviewing submittals and RFIs, and performing construction inspections assuring work-in-place complies with all codes, standards, and project specifications. Mr. Caniglia is experienced in identifying and facilitating the resolution of noncomplying work, coordinating third-party testing and inspection agencies, managing the inspection request process, sourcing inspections, and performing root-cause analysis. Project Experience Elk Creek Sustainable Drinking Water Project/Transmission Pipeline and Storage Tank Reconfiguration ELK CREEK COMMUNITY SERVICES DISTRICT | ELK CREEK, CA This project consisted of construction of 5,200 LF of 6-inch HDPE (via horizontal directional drilling) potable water transmission pipeline and appurtenances; construction of ductile iron transmission pipeline affixed to the exterior of an existing concrete bridge; installation of assorted isolation valves, blow-off valves, and air release valves; AC pavement removal and replacement along county roads; reconfiguration of an existing storage tank, including new inlets and outlets, vault removals, piping reconfiguration; and connection to existing water pipelines. California High Speed Rail, CP 2-3 ARCADIS NORTH AMERICA Senior Quality Engineer/Design-Build Construction Oversight. Mr. Caniglia developed and managed QA/QC plans, internal and external audits, construction oversight and inspections, and review of construction phase submittals and FDCs. California High Speed Rail, Construction Package-1 TUTOR PERINI CORP. Quality Control Engineer. City of Fresno Southeast Surface Water Treatment RMA GEOSCIENCE Project Inspector. AOC Madera Courthouse MOORE TWINING AND ASSOCIATES/ENGINEERS AND LABORATORIES Project Inspector. CIty of Fresno Tertiary Treatment Facility MOORE TWINING AND ASSOCIATES/ENGINEERS AND LABORATORIES Project Inspector. City of Fresno T-4 Tank and Booster Pump Station MOORE TWINING AND ASSOCIATES/ENGINEERS AND LABORATORIES Project Inspector. City of Palm Springs | On-Call Construction Management & Inspection Services NV5 | 35 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA RESUMES CONTACT INFO michael.irvin@nv5.com EXPERIENCE 40 years LICENSES/ CERTIFICATES Certified Erosion, Sediment and Storm Water Inspector (CESSWI) Confined Space Certification First Aid Certification Trench Safety AGC Leadership in Construction Course MICHAEL P. IRVIN Construction Inspector Mr. Irvin is an experienced general engineering construction manager, superintendent, and inspector, specializing in public works, street and site development. He has 40 years of experience in the construction industry and is skilled in mass excavation, fine grading, paving, sewer, water, storm drain, dry utility and street construction. Mr. Irvin is a reliable professional with excellent communication and leadership skills. Project Experience Traffic Signal Improvements at Bellflower Boulevard and Park Street and Bellflower Boulevard and Cedar Street CITY OF BELLFLOWER | BELLFLOWER, CA Construction Inspector. Mr. Irvin is providing construction inspection services for the Traffic Signal Improvements at Bellflower Boulevard and Cedar Street and at Bellflower Boulevard and Park Street. NV5 is providing construction management, inspection, labor compliance and geotechnical/materials testing services for the project. The scope of work includes installation of traffic signal poles and traffic signal controllers; traffic signage and striping; reconstruction of existing ADA curb ramps and sidewalks, AC paving, and all related site work to complete the proposed improvements. On-Call Inspection Services CITY OF BELLFLOWER | BELLFLOWER, CA Construction Inspector. Mr. Irvin provides as-needed construction inspection services as part of NV5’s On-Call Inspection Services contract with the City for various capital improvement projects and encroachment permits throughout the City. Ontario Ranch Business Center REAL ESTATE DEVELOPMENT ASSOCIATES | ONTARIO, CA Senior Construction Manager. The $100M project included the complete infrastructure development for a 158-acre commercial business center with 13 buildings totaling over 3,000,000 SF, including storm drain, sewer and water improvements, dry utilities, street improvements, street lighting and traffic signals. Altitude Business Center RICHLAND COMMUNITIES | CHINO, CA Senior Construction Manager. The $4M project included the complete infrastructure development for a business park with over 1,000,000 SF of business space, including grading, wet & dry utilities, street improvements, traffic signals, and landscaping. W.C. Fields Street & Hollywood Drive Improvements NBC UNIVERSAL | HOLLYWOOD, CA Senior Construction Manager. The $28M project included major street improvements for Universal Studios Hollywood, including pile driving, retaining walls, and street improvements. City of Palm Springs | On-Call Construction Management & Inspection Services NV5 | 36 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA RESUMES CONTACT INFO rafael.gutierrez@nv5. com EXPERIENCE 18 years EDUCATION A.A. Computer-aided Drafting & Design RAFAEL GUTIERREZ Project Engineer/CAD Design + Construction Administration Mr. Gutierrez has more than 18 years of experience as a design engineer for various civil engineering and capital improvement projects, including water/ wastewater and transportation projects. As a design engineer, his qualifications include the ability to review and prepare plans, specifications and cost estimates; surveying; and establishing, maintaining and fostering positive working relationships with agency staff. Mr. Gutierrez is proficient in CAD and other design software. He also has extensive people skills and works well with executives, vendors, surveyors, project engineers, architects and drafters in a variety of work environments. Project Experience Design-Build Water Line Crossing Alternatives for Metrolink/SCRRA Upgrades CITY OF EL MONTE | EL MONTE, CA CAD Designer. Mr. Gutierrez is part of the team that provided emergency engineering design services for the Water Line Crossings at Johnson Avenue and the Railroad, as well as the other side of Ramona Boulevard. Due to an additional railroad track proposed by SCRRA to meet the needs of the upcoming Olympics, the City must encase two 8-inch potable water lines that run north from Johnson Avenue underneath the existing railroad tracks to the alley beyond, and a second one that runs west of Ramona Boulevard underneath the railroad tracks. Phelan Road in the Phelan Area COUNTY OF SAN BERNARDINO | PHELAN, CA CAD Designer. Mr. Gutierrez is providing CAD design services for providing engineering design services, including the preparation of preliminary and final plans, specifications and estimates, for the design of Phelan Road, Phelan Area. The project includes pavement rehabilitation and reconstruction on Phelan Road, from State Route 138 east to Los Banos Avenue, new or replacement of existing ADA ramps at 19 locations, and traffic signal installation at Clovis Road in the Phelan area. Services include utility coordination; preparation of legal descriptions and plats; preparation of traffic signing and striping plans and a pedestrian traffic plan; traffic signal modification plans for any ramp locations necessary to provide ADA compliance; environmental services support, including preparation of plans, reports and/or applications for a Stormwater Pollution Prevention Plan; and advertising, bidding and construction support. William Woollett Jr. Aquatics Center CITY OF IRVINE | IRVINE, CA Construction Administration. Mr. Gutierrez assisted the Project Manager for this pool replastering project (three pools) at the William Woollett Jr. Aquatics Center. The complex is a world-class aquatic facility open year round for regional and national competitive events with two 50-meter pools and a 25-yard instruction pool. The City is currently embarking on restoring and resurfacing all three of these pools. These pools appear to be standard gunnite/shotcrete pools with rows of lap tiles on the bottom and border tiles along the rims. The City is currently working with an engineer to develop plans and specifications for the pool resurfacing at this facility. City of Palm Springs | On-Call Construction Management & Inspection Services NV5 | 37 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA RESUMES Project Experience Strategic Undergrounding CITY OF SANTA YSABEL | SANTA YSABEL, CA Community Outreach Manager. Since 2019, served as the community outreach manager, working to reduce public safety power shutoff (PSPS) events. Collaborated with internal and external teams on design reviews and subcontractor schedules, developed communication solutions for contracting firms, and engaged closely with homeowners to ensure project awareness. Within circuit C220, the program successfully completed 25 miles of work across eight segments, coordinating with the Santa Ysabel tribe and Caltrans to ensure proper trenching depth and respect for sensitive areas. Wildfire Mitigation Program CITY OF JULIAN | JULIAN, CA Community Outreach Manager. Managed community outreach efforts to minimize public safety power shutoff (PSPS) events. Coordinated with internal/ external teams on design reviews and subcontractor schedules, formulated communication strategies for contracting firms, and maintained close engagement with homeowners to enhance project awareness. Additionally, led a fire-hardening initiative for SDG&E in Julian, improving power infrastructure to reduce PSPS during high winds. The project covered 19 segments targeting over 700 property owners on circuits OK1, SL1, C221, and C222. Targeted Underground Infrastructure CITY OF DESCANSO | DESCANSO, CA Community Outreach Manager. Served as the community outreach manager, focusing on reducing fire risk. Coordinated with internal/external teams on design reviews and subcontractor schedules, devised communication strategies for contracting firms, and closely engaged with homeowners to ensure project awareness. Completed 12.35 miles of work in a high-fire-risk area, providing civil and electric design, survey, GIS, environmental studies, and support services for an underground circuit. CONTACT INFO mary.hitchcock@nv5. com EXPERIENCE 20 years EDUCATION B.S. Business Administration LICENSES/ CERTIFICATES Licensed Notary Project Manager Certified OTHER CREDENTIALS Leading with Executive Presence – Credential Leadership Development Program – Credential Building Teams – Credential Leading Innovation – Credential Leading Judgment and Decisiveness – Credential Leadership insights on Culture – Credential Leading through Shared Vision – Credential MARY HITCHCOCK Public Outreach Ms. Hitchcock has more than 20 years of experience in project and program management. She has been working with NV5 on various projects including fire mitigation risk for distribution circuits, thus reducing the impacts during Public Safety Power Shut-off events. Ms. Hitchcock has collaborated with internal and external teams on design reviews, subcontractor schedules, developed and proposed communication solutions for external contracting firms, and works closely with homeowners on project communication and awareness. She is skilled in leading multiple projects from concept through completion across several industries on budget and task. Ms. Hitchcock has excellent communication, project, program and operational skills which has had great success across several programs. City of Palm Springs | On-Call Construction Management & Inspection Services NV5 | 38 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA RESUMES CONTACT INFO bocasio@pacificresources services.com EXPERIENCE 25+ years EDUCATION M.P.A. Public Affairs B.S. Urban & Regional Planning Valley Leadership Institute BENJAMIN OCASIO Labor Compliance (Pacific Resources Services) Mr. Ocasio has more than 25 years of years of experience providing prevailing wage monitoring and enforcement services, Project Labor Agreement/Project Stabilization Agreement, workforce and business outreach services, and Disadvantaged Business Enterprises compliance services on numerous large public works projects throughout Southern California. He began his prevailing wage career as a Management Assistant with the City of Los Angeles Office of Contract Compliance. He also received training as a Caltrans Inspector. Project Experience Bellflower Boulevard Rehabilitation CITY OF BELLFLOWER | BELLFLOWER, CA Labor Compliance and Federal Funding. As a subconsultant to NV5, Pacific Resources Services is providing labor compliance and federal funding services for the federally funded Bellflower Boulevard Rehabilitation project from Artesia Boulevard to South City Limit. The scope of work includes reconstruction and resurfacing of existing asphalt pavement; removal and reconstruction of PCC sidewalks, driveways, curb and gutter, cross-gutters, drain inlets, and ADA curb ramps; landscaping and irrigation; adjustment of utilities to grade; replacement of existing traffic loops; and traffic striping and signage. FY 2021-22 Street Improvements CITY OF LA HABRA HEIGHTS | LA HABRA HEIGHTS, CA Labor Compliance. As a subconsultant to NV5, Pacific Resources Services provided labor compliance services for FY 2021-22 Street Improvements project. The scope of work includes street reconstruction and resurfacing, installation of AC berms, removal and construction of curb and gutter, utility adjustments, and traffic signage and striping. NV5 also provided geotechnical/materials testing and deputy inspection services for this project. Lambert Park Improvements CITY OF EL MONTE | EL MONTE, CA Labor Compliance. As a subconsultant to NV5, Pacific Resources Services provided labor compliance services for this 9-acre park and playground project. Improvements include construction of a new CMU concession and restroom building; hardscape, decorative paving, decomposed granite walking and jogging path, and play surfacing; landscaping and irrigation; playground and play equipment; exercise areas and equipment; shade structures and miscellaneous site furnishings; site lighting; site drainage; on- and off-site utilities; renovation of an existing maintenance building; new turf for athletic fields (soccer fields and baseball diamonds); and renovation of existing AC parking lot. City of Palm Springs | On-Call Construction Management & Inspection Services NV5 | 39 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA EXHIBIT “D” FEE SCHEDULE Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? INSR ADDL SUBR LTR INSD WVD DATE (MM/DD/YYYY) PRODUCER CONTACT NAME: FAXPHONE (A/C, No):(A/C, No, Ext): E-MAIL ADDRESS: INSURER A : INSURED INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : POLICY NUMBER POLICY EFF POLICY EXPTYPE OF INSURANCE LIMITS(MM/DD/YYYY)(MM/DD/YYYY) AUTOMOBILE LIABILITY UMBRELLA LIAB EXCESS LIAB WORKERS COMPENSATION AND EMPLOYERS' LIABILITY DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) AUTHORIZED REPRESENTATIVE EACH OCCURRENCE $ DAMAGE TO RENTED CLAIMS-MADE OCCUR $PREMISES (Ea occurrence) MED EXP (Any one person)$ PERSONAL & ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER:GENERAL AGGREGATE $ PRO-POLICY LOC PRODUCTS - COMP/OP AGG $JECT OTHER:$ COMBINED SINGLE LIMIT $(Ea accident) ANY AUTO BODILY INJURY (Per person)$ OWNED SCHEDULED BODILY INJURY (Per accident)$AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE $AUTOS ONLY AUTOS ONLY (Per accident) $ OCCUR EACH OCCURRENCE $ CLAIMS-MADE AGGREGATE $ DED RETENTION $$ PER OTH- STATUTE ER E.L. EACH ACCIDENT $ E.L. DISEASE - EA EMPLOYEE $ If yes, describe under E.L. DISEASE - POLICY LIMIT $DESCRIPTION OF OPERATIONS below INSURER(S) AFFORDING COVERAGE NAIC # COMMERCIAL GENERAL LIABILITY Y / N N / A (Mandatory in NH) SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). COVERAGES CERTIFICATE NUMBER:REVISION NUMBER: CERTIFICATE HOLDER CANCELLATION © 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORDACORD 25 (2016/03) CERTIFICATE OF LIABILITY INSURANCE Lockton Companies, LLC DBA Lockton Insurance Brokers, LLC in CA CA license #0F15767 3280 Peachtree Rd. NE, Ste. 1000 Atlanta GA 30305 (404) 460-3600 NV5, Inc. 133 Technology Drive Suite 200 Irvine CA 92618 Everest Indemnity Insurance Company 10851 Hartford Fire Insurance Company 19682 National Fire and Marine Insurance Co 20079 Navigators Specialty Insurance Company 36056 Twin City Fire Insurance Company 29459 X X 2,000,000 300,000 15,000 2,000,000 4,000,000 4,000,000 X X X 2,000,000 XXXXXXX XXXXXXX XXXXXXX XXXXXXX X X X $0 10,000,000 10,000,000 XXXXXXX N X 1,000,000 1,000,000 1,000,000 Excess Liab Prof/Poll Liab Bus Per Prop Ea Claim/Agg $10M/$10M Ea Claim/Agg $10M/$20M Limit $23,515,383 A 21 CSE S88601 5/1/2025 5/1/2026 A 21 CSE S88600 5/1/2025 5/1/2026 E XC9EX00437-251 5/1/2025 5/1/2026 D 42-EPP-321328-04 5/1/2025 5/1/2026 A 22UUNBL5R2L 5/1/2025 5/1/2026 B GA25UMRZ0HBL9IC 5/1/2025 5/1/2026 C 22 WE BE9P58 5/1/2025 5/1/2026 5/1/2026 1491108 Y Y Y Y N N Y 4/29/2025 N N 18143130 18143130 XXXXXXX City of Palm Springs City Manager 3200 E. Tahquitz Canyon Way Palm Springs CA 92262 City of Palm Springs, its officials, employees, and agents are included as additional insureds if required by written contract with respect to General Liability and Automobile Liability per the terms and conditions of the policy. A waiver of subrogation applies in favor of City of Palm Springs, its officials, employees, and agents if required by written contract with respect to General Liability, Automobile Liability, and Workers' Compensation per the terms and conditions of the policy where permitted by state law. A 30-day notice of cancellation is included if required by written contract per the terms and conditions of the policy. X X X See Attachments Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA NV5 Global Workers Compensation Insurer by State Alaska - Twin City Fire Insurance Company Alabama - Twin City Fire Insurance Company Arkansas - Twin City Fire Insurance Company Arizona - Twin City Fire Insurance Company California - Sentinel Insurance Company Colorado - Twin City Fire Insurance Company Connecticut - Twin City Fire Insurance Company District of Columbia - Twin City Fire Insurance Company Delaware - Twin City Fire Insurance Company Florida - Twin City Fire Insurance Company Georgia - Property & Casualty Insurance Company of Hartford Hawaii - Hartford Underwriters Insurance Company Iowa - Twin City Fire Insurance Company Idaho - Twin City Fire Insurance Company Illinois - Twin City Fire Insurance Company Indiana - Twin City Fire Insurance Company Kansas - Twin City Fire Insurance Company Kentucky - Twin City Fire Insurance Company Louisiana - Twin City Fire Insurance Company Massachusetts - Sentinel Insurance Company Maryland - Twin City Fire Insurance Company Maine - Twin City Fire Insurance Company Michigan - Twin City Fire Insurance Company Minnesota - Nutmeg Insurance Company Missouri - Hartford Underwriters Insurance Company Mississippi - Twin City Fire Insurance Company Montana - Twin City Fire Insurance Company North Carolina - Hartford Insurance Company of the Southeast North Dakota - Twin City Fire Insurance Company Nebraska - Twin City Fire Insurance Company New Hampshire - Twin City Fire Insurance Company Attachment Code: D646207 Master ID: 1491108, Certificate ID: 18143130 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA New Jersey - Hartford Underwriters Insurance Company New Mexico - Hartford Insurance Company of the Southeast Nevada - Twin City Fire Insurance Company New York - Hartford Accident and Indemnity Insurance Company Ohio - Twin City Fire Insurance Company Oklahoma - Twin City Fire Insurance Company Oregon - Twin City Fire Insurance Company Pennsylvania - Twin City Fire Insurance Company Rhode Island - Twin City Fire Insurance Company South Carolina - Twin City Fire Insurance Company Tennessee - Twin City Fire Insurance Company Texas - Hartford Underwriters Insurance Company Utah - Twin City Fire Insurance Company Virginia - Twin City Fire Insurance Company Vermont - Twin City Fire Insurance Company Washington - Twin City Fire Insurance Company Wisconsin - Hartford Casualty Insurance Company West Virginia - Twin City Fire Insurance Company Wyoming - Twin City Fire Insurance Company Attachment Code: D646207 Master ID: 1491108, Certificate ID: 18143130 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA Policy Number: 21 CSE S88600 COMMERCIAL GENERAL LIABILITY COVERAGE FORM Various provisions in this policy restrict coverage. Read the entire policy carefully to determine rights, duties and what is and is not covered. Throughout this policy the words "you" and "your" refer to the Named Insured shown in the Declarations, and any other person or organization qualifying as a Named Insured under this policy. The words "we", "us" and "our" refer to the stock insurance company member of The Hartford providing this insurance. The word "insured"means any person or organization qualifying as such under Section II – Who Is An Insured. Other words and phrases that appear in quotation marks have special meaning. Refer to Section V – Definitions. SECTION I – COVERAGES COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY 1. Insuring Agreement a. We will pay those sums that the insured becomes legally obligated to pay as damages because of "bodily injury" or "property damage" to which this insurance applies. We will have the right and duty to defend the insured against any "suit" seeking those damages. However, we will have no duty to defend the insured against any "suit" seeking damages for "bodily injury" or "property damage" to which this insurance does not apply. We may, at our discretion, investigate any "occurrence" and settle any claim or "suit" that may result. But: (1) The amount we will pay for damages is limited as described in Section III – Limits Of Insurance; and (2) Our right and duty to defend ends when we have used up the applicable limit of insurance in the payment of judgments or settlements under Coverages A or B or medical expenses under Coverage C. No other obligation or liability to pay sums or perform acts or services is covered unless explicitly provided for under Supplementary Payments – Coverages A and B. b. This insurance applies to "bodily injury" and "property damage" only if: (1) The "bodily injury" or "property damage" is caused by an "occurrence" that takes place in the "coverage territory"; (2) The "bodily injury" or "property damage" occurs during the policy period; and (3) Prior to the policy period, no insured listed under Paragraph 1. of Section II – Who Is An Insured and no "employee" authorized by you to give or receive notice of an "occurrence" or claim, knew that the "bodily injury" or "property damage" had occurred, in whole or in part. If such a listed insured or authorized "employee" knew, prior to the policy period, that the "bodily injury" or "property damage" occurred, then any continuation, change or resumption of such "bodily injury" or "property damage" during or after the policy period will be deemed to have been known prior to the policy period. c. "Bodily injury" or "property damage" will be deemed to have been known to have occurred at the earliest time when any insured listed under Paragraph 1. of Section II – Who Is An Insured or any "employee" authorized by you to give or receive notice of an "occurrence" or claim: (1) Reports all, or any part, of the "bodily injury" or "property damage" to us or any other insurer; (2) Receives a written or verbal demand or claim for damages because of the "bodily injury" or "property damage"; or (3) Becomes aware by any other means that "bodily injury" or "property damage" has occurred or has begun to occur. d. Damages because of "bodily injury" include damages claimed by any person or organization for care, loss of services or death resulting at any time from the "bodily injury". e. Incidental Medical Malpractice And Good Samaritan Coverage "Bodily injury" arising out of the rendering of or failure to render the following health care services by any "employee" or "volunteer worker" shall be deemed to be caused by an "occurrence" for: HG 00 01 09 16 Page 1 of 21 © 2016 The Hartford (Includes copyrighted material of Insurance Services Office, Inc. with its permission.) Attachment Code: D587565 Master ID: 1491108, Certificate ID: 18143130 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA treatment, advice or instruction; or (c) The furnishing or dispensing of drugs or medical, dental, or surgical supplies or appliances; or (2) First aid services, which include: (a) Cardiopulmonary resuscitation, whether performed manually or with a defibrillator; or (b) (b) Services performed as a Good Any Samaritan. For the purpose of determining the limits of insurance, any act or omission together with all related acts or omissions in the furnishing of these services to any one person will be considered one "occurrence". However, this Incidental Medical Malpractice And Good Samaritan Coverage provision applies only if you are not engaged in the business or occupation of providing any of the services described in this provision. 2. Exclusions This insurance does not apply to: a. Expected Or Intended Injury "Bodily injury" or "property damage" expected or intended from the standpoint of the insured. This exclusion does not apply to "bodily injury" or "property damage" resulting from the use of reasonable force to protect persons or property. b. Contractual Liability "Bodily injury" or "property damage" for which the insured is obligated to pay damages by reason of the assumption of liability in a contract or agreement. This exclusion does not apply to liability for damages: health (1) That the insured would have in the or absence of the contract or agreement; or (2) Assumed in a contract or agreement that is an "insured contract", provided the "bodily injury" or "property damage" occurs subsequent to the execution of the contract or agreement. Solely for the purposes of liability assumed in an "insured contract", reasonable attorney fees and necessary litigation expenses incurred by or for a party other than an insured are deemed to be damages because of "bodily injury" or "property damage", provided: therapeutic service, (1) Professional health care services such as: (a) Medical, surgical, dental, laboratory, x- ray or nursing services or treatment, advice or instruction, or the related furnishing of food or beverages; (3) Any statute,ordinance or regulation attorney relating to the sale, gift, distribution or use of alcoholic beverages. This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in: (a) The supervision, hiring, employment, training or monitoring of others by that insured; or fees (b) Providing or failing to provide and litigation transportation with respect to any (a) Liability to such party for, or for the cost of, that party's defense has also been assumed in the same "insured contract"; and person that may be under the influence of alcohol; if the "occurrence" which caused the "bodily injury" or "property damage", involved that which is described in Paragraph (1), (2) or (3) above. However, this exclusion applies only if you are in the business of manufacturing, distributing, selling, serving or furnishing alcoholic beverages. For the purposes of this exclusion, permitting a person to bring alcoholic beverages on your premises, for consumption on your premises, whether or not a fee is charged or a license is required for such activity, is not by itself considered the business of selling, serving or furnishing alcoholic beverages. d. Workers' Compensation And Similar Laws Any obligation of the insured under a workers' compensation, disability benefits or unemployment compensation law or any similar law. e. Employer's Liability "Bodily injury" to: (1) An "employee" of the insured arising out of and in the course of: expenses are for defense of that party against a civil or alternative dispute resolution proceeding in which damages to which this insurance applies are alleged. c. Liquor Liability "Bodily injury" or "property damage" for which any insured may be held liable by reason of: (1) Causing or contributing to the intoxication of any person; (2) The furnishing of alcoholic beverages to a person under the legal drinking age or under the influence of alcohol; or (b) Such Page 2 of 21 HG 00 01 09 16 Attachment Code: D587565 Master ID: 1491108, Certificate ID: 18143130 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA injury"or "property damage" duties arising out of the actual, alleged or threatened discharge, dispersal, seepage, migration, release or escape of "pollutants": related (a) At or from any premises,site or to location which is or was at any time owned or occupied by, or rented or loaned to, any insured. However, this subparagraph does not apply to: (i) "Bodily injury" if sustained within a building and caused by smoke, fumes, vapor or soot produced by or originating from equipment that is used to heat, cool or dehumidify the building, or equipment that is used to heat water for personal use, by the building's occupants or their guests; (ii) "Bodily injury" or "property damage" for which you may be held liable, if you are a contractor and the owner or lessee of such premises, site or location has been added to your policy as an additional insured with respect to your ongoing operations performed for that additional insured at that premises, site or location and such premises, site or location is not and never was owned or occupied by, or rented or loaned to, any insured, other than that additional insured; or (iii) "Bodily injury" or "property damage" arising out of heat, smoke or fumes from a "hostile fire"; the (b) At or from any premises,site or (a) Employment by the insured; or location which is or was at any time used by or for any insured or others for conduct of the insured's business; or (2) The spouse, child, parent, brother or sister of that "employee" as a consequence of Paragraph (1) above. This exclusion applies: (1) Whether the insured may be liable as an employer or in any other capacity; and (2) To any obligation to share damages with or repay someone else who must pay damages because of the injury. This exclusion does not apply to liability assumed by the insured under an "insured contract". f. Pollution (b) Performing (1) "Bodily time storage, transported, handled, stored, treated, disposed of, or processed as waste by or for: (i) Any insured; or disposal, (ii) Any person or organization for the processing or treatment of waste; whom you may be legally handling, responsible; (c) Which (d) At or from any premises,site or are location on which any insured or any contractors or subcontractors working directly or indirectly on any insured's behalf are performing operations if the "pollutants" are brought on or to the premises, site or location in connection with such operations by such insured, contractor or subcontractor. However, this subparagraph does not apply to: (i) "Bodily injury" or "property damage" arising out of the escape of fuels, lubricants or other operating fluids which are needed to perform the normal electrical, hydraulic or mechanical functions necessary for the operation of "mobile equipment" or its parts, if such fuels, lubricants or other operating fluids escape from a vehicle part designed to hold, store or receive them. This exception does not apply if the "bodily injury" or "property damage" arises out of the intentional discharge, dispersal or release of the fuels, lubricants or other operating fluids, or if such fuels, lubricants or other operating fluids are brought on or to the premises, site or location with the intent that they be discharged, dispersed or released as part of the operations being performed by such insured, contractor or subcontractor; (ii) "Bodily injury" or "property damage" sustained within a building and caused by the release of gases, fumes or vapors from materials brought into that building in connection with operations being performed by you or on your behalf by a contractor or subcontractor; or (iii) "Bodily injury" or "property damage" arising out of heat, smoke or fumes from a "hostile fire"; or or (e) At or from any premises,site or were location on which any insured or any contractors or subcontractors working at any HG 00 01 09 16 Page 3 of 21 Attachment Code: D587565 Master ID: 1491108, Certificate ID: 18143130 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA directly or indirectly on any insured's behalf are performing operations if the operations are to test for, monitor, clean up, remove, contain, treat, detoxify or neutralize, or in any way respond to, or assess the effects of, "pollutants". (2) Any loss, cost or expense arising out of any: (a) Request, demand, order or statutory or regulatory requirement that any insured or others test for, monitor, clean up, remove, contain, treat, detoxify or neutralize, or in any way respond to, or assess the effects of, "pollutants"; or (b) Claim or suit by or on behalf of a governmental authority for damages because of testing for, monitoring, cleaning up, removing, containing, treating, detoxifying or neutralizing, or in any way responding to, or assessing the effects of, "pollutants". However, this paragraph does not apply to liability for damages because of "property damage" that the insured would have in the absence of such request, demand, order or statutory or regulatory requirement, or such claim or "suit" by or on behalf of a governmental authority. g. Aircraft, Auto Or Watercraft "Bodily injury" or "property damage" arising out of the ownership, maintenance, use or entrustment to others of any aircraft, "auto" or watercraft owned or operated by or rented or loaned to any insured. Use includes operation and "loading or unloading". This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that insured, if the "occurrence" which caused the "bodily injury" or "property damage" involved the ownership, maintenance, use or entrustment to others of any aircraft, "auto" or watercraft that is owned or operated by or rented or loaned to any insured. This exclusion does not apply to: (1) A watercraft while ashore on premises you own or rent; (2) A watercraft you do not own that is: (a) Less than 51 feet long; and (b) Not being used to carry persons for a charge; (3) Parking an "auto" on, or on the ways next (5) "Bodily injury"or "property damage" assumed arising out of: under (a) The operation of machinery or any equipment that is attached to, or part of, a land vehicle that would qualify under the definition of "mobile equipment" if it were not subject to a compulsory or financial responsibility law or other motor vehicle insurance law where it is licensed or principally garaged; or (b) The operation of any of the machinery or equipment listed in Paragraph f.(2) or f.(3) of the definition of "mobile equipment"; or (6) An aircraft that is not owned by any insured and is hired, chartered or loaned with a paid crew. However, this exception does not apply if the insured has any other insurance for such "bodily injury" or "property damage", whether the other insurance is primary, excess, contingent or on any other basis. h. Mobile Equipment "Bodily injury" or "property damage" arising out of: (1) The transportation of "mobile equipment" by an "auto" owned or operated by or rented or loaned to any insured; or (2) The use of "mobile equipment" in, or while in practice for, or while being prepared for, "insured any prearranged racing,speed, to, premises you own or rent, provided the "auto" is not owned by or rented or loaned to you or the insured; demolition, or stunting activity. i. War "Bodily injury" or "property damage", however caused, arising, directly or indirectly, out of: (1) War, including undeclared or civil war; (2) Warlike action by a military force, including action in hindering or defending against an actual or expected attack, by any government, sovereign or other authority using military personnel or other agents; or (3) Insurrection, rebellion, revolution, usurped power, or action taken by governmental authority in hindering or defending against any of these. j. Damage To Property "Property damage" to: contract" for the ownership, maintenance or use of aircraft or watercraft; (4) Liability Page 4 of 21 HG 00 01 09 16 Attachment Code: D587565 Master ID: 1491108, Certificate ID: 18143130 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA any contractors or own, subcontractors working directly or indirectly on your behalf are performing operations, if the "property damage" arises out of those operations; or (6) That particular part of any property that must be restored, repaired or replaced rent, because "your work"was incorrectly or performed on it. Paragraphs (1), (3) and (4) of this exclusion do not apply to "property damage" (other than damage by fire) to premises, including the contents of such premises, rented to you for a period of seven or fewer consecutive days. A separate limit of insurance applies to Damage To Premises Rented To You as described in Section III – Limits Of Insurance. Paragraph (2) of this exclusion does not apply if the premises are "your work" and were never occupied, rented or held for rental by you. Paragraphs (3) and (4) of this exclusion do not apply to "property damage" arising from the use of elevators. occupy, Paragraphs (3),(4),(5)and (6)of this (1) Property exclusion do not apply to liability assumed under a sidetrack agreement. Paragraphs (3) and (4) of this exclusion do not apply to "property damage" to borrowed equipment while not being used to perform operations at the job site. Paragraph (6) of this exclusion does not apply including any costs or expenses incurred by you, or any other person, organization or entity, for repair, replacement, enhancement, restoration or maintenance of such property for any reason, including prevention of injury to a person or damage to another's property; (2) Premises you sell, give away or abandon, if the "property damage" arises out of any part of those premises; (3) Property loaned to you; (4) Personal property in the care, custody or control of the insured; (5) That particular part of real property on to "property damage"included in the you "products-completed operations hazard". k. Damage To Your Product "Property damage" to "your product" arising out of it or any part of it. l. Damage To Your Work "Property damage" to "your work" arising out of it or any part of it and included in the "products-completed operations hazard". which you or Personal Information And Data-related defect, Liability Damages arising out of: deficiency, (1) Any access to or disclosure of any inadequacy person's or organization's confidential or personal information, including patents, trade secrets, processing methods, customer lists, financial information, credit card information, health information or any other type of nonpublic information; or (2) The loss of, loss of use of, damage to, or corruption of,inability to access,or This exclusion does not apply if the damaged work or the work out of which the damage arises was performed on your behalf by a subcontractor. m. Damage To Impaired Property Or Property Not Physically Injured "Property damage" to "impaired property" or property that has not been physically injured, arising out of: inability to manipulate electronic data. This exclusion applies even if damages are claimed for notification costs, credit monitoring expenses, forensic expenses, dangerous condition in "your product" or "your work"; or (2) A delay or failure by you or anyone acting on your behalf to perform a contract or agreement in accordance with its terms. This exclusion does not apply to the loss of use of other property arising out of sudden and accidental physical injury to "your product" or "your work" after it has been put to its intended use. n. Recall Of Products, Work Or Impaired Property Damages claimed for any loss, cost or expense incurred by you or others for the loss of use, withdrawal, recall, inspection, repair, replacement, adjustment, removal or disposal of: (1)"Your product"; (2)"Your work"; or (3)"Impaired property"; if such product, work, or property is withdrawn or recalled from the market or from use by any person or organization because of a known or suspected defect, deficiency, inadequacy or dangerous condition in it. o. Personal And Advertising Injury "Bodily injury" arising out of "personal and advertising injury". p. Access or Disclosure Of Confidential Or (1) A HG 00 01 09 16 Page 5 of 21 Attachment Code: D587565 Master ID: 1491108, Certificate ID: 18143130 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA the injury-causing event unless described in the definition of "employment- related practices" occurs before employment, during employment or after employment of that person; (2) Whether the insured may be liable as an employer or in any other capacity; and (3) To any obligation to share damages with or repay someone else who must pay damages because of the injury. r. Asbestos Paragraph (1) "Bodily injury"or "property damage" (1) arising out of the "asbestos hazard". above (2) Any damages,judgments,settlements, public relations expenses or any other loss, cost or expense incurred by you or others arising out of that which is described in Paragraph (1) or (2) above. loss, costs or expenses that: (a) May be awarded or incurred by reason of any claim or suit alleging actual or threatened injury or damage of any nature or kind to persons or property which would not have occurred in whole or in part but for the "asbestos hazard"; (b) Arise out of any request, demand, order or statutory or regulatory requirement that any insured or others test for, monitor, clean up, remove, encapsulate, contain, treat, detoxify or neutralize or in any way respond to or applies, this exclusion does not apply to damages because of "bodily injury”. As used in this exclusion, electronic data means information, facts or programs stored as or on, created or used on, or transmitted to or from computer software, including systems and applications software, hard or floppy disks, CD-ROMS, tapes, drives, cells, data processing devices or any other media which are used with electronically controlled equipment. q. Employment-Related Practices "Bodily injury" to: (1) A person arising out of any "employment– related practices"; or (2) The spouse, child, parent, brother or sister of that person as a consequence of "bodily injury" to that person at whom any "employment-related practices" are directed. This exclusion applies: However, (1) Whether local statute, assess the effects of an "asbestos hazard"; or (c) Arise out of any claim or suit for damages because of testing for, monitoring, cleaning up, removing, encapsulating, containing, treating, detoxifying or neutralizing or in any way responding to or assessing the effects of an "asbestos hazard". s. Recording And Distribution Of Material Or Information In Violation Of Law "Bodily injury" or "property damage" arising directly or indirectly out of any action or omission that violates or is alleged to violate: (1) The Telephone Consumer Protection Act (TCPA), including any amendment of or addition to such law; (2) The CAN-SPAM Act of 2003, including any amendment of or addition to such law; (3)The Fair Credit Reporting Act (FCRA), and any amendment of or addition to such law, including the Fair and Accurate Credit Transaction Act (FACTA); or ordinance or regulation, other than the TCPA or CAN-SPAM Act of 2003 or FCRA and their amendments and additions, that addresses, prohibits or limits the printing, dissemination, disposal, collecting, recording, sending, transmitting, communicating or distribution of material or information. (4) Any Damage To Premises Rented To You – federal, Exception For Damage By Fire, Lightning Or Explosion Exclusions c. through h. and j. through n. do not apply to damage by fire, lightning or explosion to premises while rented to you or temporarily occupied by you with permission of the owner. A separate limit of insurance applies to this coverage as described in Section III – Limits Of Insurance. COVERAGE B PERSONAL AND ADVERTISING INJURY LIABILITY 1. Insuring Agreement a. We will pay those sums that the insured becomes legally obligated to pay as damages because of "personal and advertising injury" to which this insurance applies. We will have the right and duty to defend the insured against any "suit" seeking those damages. However, we will have no duty to defend the insured against any "suit" seeking damages for "personal and advertising injury" to which this insurance does not apply. We may, at our state or Page 6 of 21 HG 00 01 09 16 Attachment Code: D587565 Master ID: 1491108, Certificate ID: 18143130 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA and discretion, investigate any offense and settle any claim or "suit" that may result. But: (1) The amount we will pay for damages is limited as described in Section III – Limits Of Insurance; and (2) Our right and duty to defend end when we have used up the applicable limit of insurance in the payment of judgments or settlements under Coverages A or B or medical expenses under Coverage C. No other obligation or liability to pay sums or perform acts or services is covered unless explicitly provided for under Supplementary Payments – Coverages A and B. advertising injury" caused by an offense arising out of your business but only if the offense was committed in the "coverage territory" during the policy period. 2. Exclusions This insurance does not apply to: a. Knowing Violation Of Rights Of Another "Personal and advertising injury" arising out of an offense committed by, at the direction or with the consent or acquiescence of the insured with the expectation of inflicting "personal and advertising injury". b. This b. Material Published With Knowledge Of insurance Falsity "Personal and advertising injury" arising out of oral, written or electronic publication, in any manner, of material, if done by or at the direction of the insured with knowledge of its falsity. c. Material Published Prior To Policy Period "Personal and advertising injury" arising out of oral, written or electronic publication, in any manner, of material whose first publication took place before the beginning of the policy period. d. Criminal Acts "Personal and advertising injury" arising out of a criminal act committed by or at the direction of the insured. e. Contractual Liability "Personal and advertising injury" for which the insured has assumed liability in a contract or agreement. This exclusion does not apply to liability for damages that the insured would have in the absence of the contract or agreement. f. Breach Of Contract "Personal and advertising injury" arising out of a breach of contract, except an implied contract to applies to "personal Goods – "advertising Failure To Conform To Statements "Personal and advertising injury" arising out of the failure of goods, products or services to conform with any statement of quality or performance made in your "advertisement". h. Wrong Description Of Prices "Personal and advertising injury" arising out of the wrong description of the price of goods, products or services. idea" i. Infringement Of Intellectual Property in Rights (1) "Personal and advertising injury" arising out of any actual or alleged infringement or violation of any intellectual property rights such as copyright, patent, trademark, trade name, trade secret, trade dress, service mark or other designation of origin or authenticity; or (2) Any injury or damage alleged in any clam or "suit" that also alleges an infringement or violation of any intellectual property right, whether such allegation of infringement or violation is made by you or by any other party involved in the claim or "suit", regardless of whether this insurance would otherwise apply. However, this exclusion does not apply if the only allegation in the claim or "suit" involving any intellectual property right is limited to: (1) Infringement, in your "advertisement", of: (a)Copyright; (b)Slogan; or (c)Title of any literary or artistic work; or your (2) Copying,in your "advertisement",a use "advertisement". person’s or organization’s "advertising another's idea" or style of "advertisement". g. Quality j. Insureds In Media And Internet Type Or Businesses "Personal and advertising injury" committed by an insured whose business is: (1) Advertising, broadcasting, publishing or telecasting; (2) Designing or determining content of web sites for others; or (3) An Internet search, access, content or service provider. However, this exclusion does not apply to Paragraphs a., b. and c. of the definition of "personal and advertising injury" under the Definitions Section. Performance Of HG 00 01 09 16 Page 7 of 21 Attachment Code: D587565 Master ID: 1491108, Certificate ID: 18143130 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA For the purposes of this exclusion, the placing of frames, borders or links, or advertising, for you or others anywhere on the Internet, is not by itself, considered the business of advertising, broadcasting, publishing or telecasting. k. Electronic Chatrooms Or Bulletin Boards "Personal and advertising injury" arising out of an electronic chatroom or bulletin board the insured hosts, owns, or over which the insured exercises control. l. Unauthorized Use Of Another's Name Or Product "Personal and advertising injury" arising out of the unauthorized use of another's name or product in your e-mail address, domain name or metatags, or any other similar tactics to mislead another's potential customers. m. Pollution "Personal and advertising injury" arising out of the actual, alleged or threatened discharge, dispersal, seepage, migration, release or escape of "pollutants" at any time. n. Pollution-Related Any loss, cost or expense arising out of any: (1) Request, demand, order or statutory or regulatory requirement that any insured or others test for, monitor, clean up, remove, contain, treat, detoxify or neutralize, or in any way respond to, or assess the effects of, "pollutants"; or (2) Claim or suit by or on behalf of a governmental authority for damages because of testing for, monitoring, cleaning up, removing, containing, treating, detoxifying or neutralizing, or in any way responding to, or assessing the effects of, "pollutants". o. War "Personal and advertising injury", however caused, arising, directly or indirectly, out of: (1) War, including undeclared or civil war; (2) Warlike action by a military force, including action in hindering or defending against an actual or expected attack, by any government, sovereign or other authority using military personnel or other agents; or (3) Insurrection, rebellion, revolution, usurped power, or action taken by governmental authority in hindering or defending against any of these. p. Internet Advertisements And Content Of Others (3) Content, "Personal and advertising injury"arising including directly or indirectly out of any action or omission that violates or is alleged to violate: (1) The Telephone Consumer Protection Act (TCPA), including any amendment of or addition to such law; (2) The CAN-SPAM Act of 2003, including any amendment of or addition to such law; (3)The Fair Credit Reporting Act (FCRA), and any amendment of or addition to such law, including the Fair and Accurate Credit Transaction Act (FACTA); or information, (4) Any federal,state or local statute, sounds, ordinance or regulation, other than the TCPA or CAN-SPAM Act of 2003 or FCRA and their amendments and additions, that addresses, prohibits or limits the printing, dissemination, disposal, collecting, recording, sending, transmitting, communicating or distribution of material or information. "Personal and advertising injury" arising out of: (1) An "advertisement" for others on your web site; (2) Placing a link to a web site of others on your web site; text, graphics, or images from a web site of others displayed within a frame or border on your web site; or (4) Computer code, software or programming used to enable: (a) Your web site; or (b) The presentation or functionality of an "advertisement" or other content on your web site. q. Right Of Privacy Created By Statute "Personal and advertising injury" arising out of the violation of a person's right of privacy created by any state or federal act. However, this exclusion does not apply to liability for damages that the insured would have in the absence of such state or federal act. r. Violation Of Anti-Trust law "Personal and advertising injury" arising out of a violation of any anti-trust law. s. Securities "Personal and advertising injury" arising out of the fluctuation in price or value of any stocks, bonds or other securities. t. Recording And Distribution Of Material Or Information In Violation Of Law Page 8 of 21 HG 00 01 09 16 Attachment Code: D587565 Master ID: 1491108, Certificate ID: 18143130 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA described in the definition of "employment- related practices" occurs before employment, during employment or after employment of that person; (2) Whether the insured may be liable as an employer or in any other capacity; and (3) To any obligation to share damages with or repay someone else who must pay damages because of the injury. v. Asbestos (1) "Personal and advertising injury" arising out of the "asbestos hazard". (1) Whether (2) Any damages,judgments,settlements, the loss, costs or expenses that: (a) May be awarded or incurred by reason of any claim or suit alleging actual or threatened injury or damage of any nature or kind to persons or property which would not have occurred in whole or in part but for the "asbestos hazard"; (b) Arise out of any request, demand, order or statutory or regulatory requirement that any insured or others test for, monitor, clean up, remove, encapsulate, contain, treat, detoxify or neutralize or in any way respond to or assess the effects of an "asbestos hazard"; or (c) Arise out of any claim or suit for damages because of testing for, monitoring, cleaning up, removing, encapsulating, containing, treating, detoxifying or neutralizing or in any way responding to or assessing the effects of an "asbestos hazard". w. Access Or Disclosure Of Confidential Or Personal Information "Personal and advertising injury" arising out of any access to or disclosure of any person's or organization's confidential or personal information, including patents, trade secrets, processing methods, customer lists, financial information, credit card information, health injury-causing event u. Employment-Related Practices "Personal and advertising injury" to: (1) A person arising out of any "employment– related practices"; or (2) The spouse, child, parent, brother or sister of that person as a consequence of "personal and advertising injury" to that person at whom any "employment-related practices" are directed. This exclusion applies: (3) The injured person submits to for "bodily examination,at our expense,by injury" physicians of our choice as often as we reasonably require. b. We will make these payments regardless of fault. These payments will not exceed the applicable limit of insurance. We will pay reasonable expenses for: (1) First aid administered at the time of an accident; (2) Necessary medical, surgical, X-ray and caused dental services,including prosthetic by devices; and an (3) Necessary ambulance,hospital, information or any other type of nonpublic information. This exclusion applies even if damages are claimed for notification costs, credit monitoring expenses, forensic expenses, public relations expenses or any other loss, cost or expense incurred by you or others arising out of any access to or disclosure of any person's or organization's confidential or personal information. COVERAGE C MEDICAL PAYMENTS 1. Insuring Agreement a. We will pay medical expenses as described professional nursing and funeral services. 2. Exclusions We will not pay expenses for "bodily injury": a.Any Insured To any insured, except "volunteer workers". b.Hired Person To a person hired to do work for or on behalf of any insured or a tenant of any insured. c. Injury On Normally Occupied Premises To a person injured on that part of premises you own or rent that the person normally occupies. d. Workers Compensation And Similar Laws To a person, whether or not an "employee" of accident: (1) On premises you own or rent; (2) On ways next to premises you own or rent; or (3) Because of your operations; provided that: (1) The accident takes place in the "coverage territory" and during the policy period; (2) The expenses are incurred and reported to us within three years of the date of the accident; and below HG 00 01 09 16 Page 9 of 21 Attachment Code: D587565 Master ID: 1491108, Certificate ID: 18143130 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA attachments,but only for bond amounts within within the applicable limit of insurance. We do not have to furnish these bonds. the d. All reasonable expenses incurred by the "products-completed insured at our request to assist us in the investigation or defense of the claim or "suit", including actual loss of earnings up to $500 a day because of time off from work. e. All court costs taxed against the insured in the "suit". However, such costs do not include attorneys' fees, attorneys' expenses, witness or expert fees, or any other expenses of a party taxed to the insured. f. Prejudgment interest awarded against the insured on that part of the judgment we pay. If we make an offer to pay the applicable limit of insurance, we will not pay any prejudgment interest based on that period of time after the offer. g. All interest on the full amount of any judgment that accrues after entry of the judgment and before we have paid, offered to pay, or deposited in court the part of the judgment that is within the applicable limit of insurance. These payments will not reduce the limits of insurance. 2. If we defend an insured against a "suit" and an indemnitee of the insured is also named as a any insured, if benefits for the "bodily injury" are payable or must be provided under a workers' compensation or disability benefits law or a similar law. e. Athletics Activities To a person injured while practicing, instructing or participating in any physical exercises or games, sports, or athletic contests. f. Products-Completed Operations Hazard operations hazard". g. Coverage A Exclusions Excluded under Coverage A. SUPPLEMENTARY PAYMENTS – COVERAGES A AND B 1. We will pay, with respect to any claim we investigate or settle, or any "suit" against an insured we defend: a. All expenses we incur. b. Up to $1,000 for cost of bail bonds required because of accidents or traffic law violations arising out of the use of any vehicle to which the Bodily Injury Liability Coverage applies. We do not have to furnish these bonds. c. The cost of appeal bonds or bonds to release Included assumed by the insured; c. The obligation to defend, or the cost of the defense of, that indemnitee, has also been assumed by the insured in the same "insured contract"; against d. The allegations in the "suit"and the the information we know about the "occurrence" are such that no conflict appears to exist between the interests of the insured and the interests of the indemnitee; e. The indemnitee and the insured ask us to conduct and control the defense of that indemnitee against such "suit" and agree that we can assign the same counsel to defend the insured and the indemnitee; and f. The indemnitee: (1) Agrees in writing to: (a) Cooperate with us in the investigation, settlement or defense of the "suit"; (b) Immediately send us copies of any demands, notices, summonses or legal papers received in connection with the "suit"; indemnitee (c) Notify any other insurer whose seeks party to the "suit", we will defend that indemnitee if all of the following conditions are met: coverage is available to the damages for which the insured has assumed the liability of the indemnitee in a contract or agreement that is an "insured contract"; indemnitee; and a. The (d) Cooperate with us with respect to b. This insurance coordinating other applicable applies insurance available to the indemnitee; and (2) Provides us with written authorization to: (a) Obtain records and other information related to the "suit"; and (b) Conduct and control the defense of the indemnitee in such "suit". to So long as the above conditions are met, such attorneys' fees incurred by us in the defense of that indemnitee, necessary litigation expenses incurred by us and necessary litigation expenses incurred by the indemnitee at our request will be paid as Supplementary Payments. Notwithstanding the provisions of Paragraph 2.b.(2) of Section I – Coverage A – Bodily Injury And Property Damage Liability, such payments will not be deemed to be damages for "bodily injury" and "property damage" and will not reduce the limits of insurance. liability "suit" Page 10 of 21 HG 00 01 09 16 Attachment Code: D587565 Master ID: 1491108, Certificate ID: 18143130 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA Our obligation to defend an insured's indemnitee and to pay for attorneys' fees and necessary litigation expenses as Supplementary Payments ends when: a. We have used up the applicable limit of insurance in the payment of judgments or settlements; or b. The conditions set forth above, or the terms of the agreement described in Paragraph f. above, are no longer met. SECTION II – WHO IS AN INSURED 1. If you are designated in the Declarations as: insureds, but only with respect to the conduct of a business of which you are the sole owner. b. A partnership or joint venture, you are an insured. Your members, your partners, and their spouses are also insureds, but only with respect to the conduct of your business. a. An c. A limited liability company,you are an individual, insured. Your members are also insureds, but only with respect to the conduct of your business. Your managers are insureds, but only with respect to their duties as your managers. d. An organization other than a partnership, joint venture or limited liability company, you are an insured. Your "executive officers" and directors are insureds, but only with respect to their duties as your officers or directors. Your stockholders are also insureds, but only with respect to their liability as stockholders. e. A trust, you are an insured. Your trustees are also insureds, but only with respect to their duties as trustees. 2. Each of the following is also an insured: a. Employees And Volunteer Workers Your "volunteer workers" only while performing duties related to the conduct of your business, or your "employees", other than either your "executive officers" (if you are an organization other than a partnership, joint venture or limited liability company) or your managers (if you are a limited liability company), but only for acts within the scope of their employment by you or while performing duties related to the conduct of your business. you However,none of these "employees"or and "volunteer workers" are insureds for: (1) "Bodily injury" or "personal and advertising injury": (a) To you, to your partners or members (if you are a partnership or joint venture), to your members (if you are a limited your spouse are which physical liability company), to a co-"employee" while in the course of his or her employment or performing duties related to the conduct of your business, or to your other "volunteer workers" while performing duties related to the conduct of your business; (b) To the spouse, child, parent, brother or sister of that co-"employee" or that "volunteer worker" as a consequence of Paragraph (1)(a) above; (c) For which there is any obligation to share damages with or repay someone else who must pay damages because of the injury described in Paragraphs (1)(a) or (1)(b) above; or (d) Arising out of his or her providing or failing to provide professional health care services. If you are not in the business of providing professional health care services: (a) Subparagraphs (1)(a), (1)(b) and (1)(c) above do not apply to any "employee" or "volunteer worker" providing first aid services; and (b) Subparagraph (1)(d) above does not apply to any nurse, emergency medical technician or paramedic employed by you to provide such services. (2) "Property damage" to property: (a) Owned, occupied or used by, (b) Rented to, in the care, custody or control control is being exercised for any of, purpose by you, any of your "employees", "volunteer workers", any partner or member (if you are a partnership or joint venture), or any member (if you are a limited liability company). b. Real Estate Manager Any person (other than your "employee" or "volunteer worker"), or any organization while acting as your real estate manager. c. Temporary Custodians Of Your Property Any person or organization having proper temporary custody of your property if you die, but only: (1) With respect to liability arising out of the maintenance or use of that property; and (2) Until your legal representative has been appointed. d. Legal Representative If You Die Your legal representative if you die, but only or over HG 00 01 09 16 Page 11 of 21 Attachment Code: D587565 Master ID: 1491108, Certificate ID: 18143130 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA with respect to duties as such.That representative will have all your rights and duties under this Coverage Part. e. Unnamed Subsidiary Any subsidiary, and subsidiary thereof, of yours which is a legally incorporated entity of which you own a financial interest of more than 50% of the voting stock on the effective date of the Coverage Part. The insurance afforded herein for any subsidiary not named in this Coverage Part as a named insured does not apply to injury or damage with respect to which such insured is also a named insured under another policy or would be a named insured under such policy but for its termination or the exhaustion of its limits of insurance. 3. Newly Acquired Or Formed Organization Any organization you newly acquire or form, other than a partnership, joint venture or limited liability company, and over which you maintain financial interest of more than 50% of the voting stock, will qualify as a Named Insured if there is no other similar insurance available to that organization. However: a. Coverage under this provision is afforded only until the 180th day after you acquire or form the organization or the end of the policy period, whichever is earlier; b. Coverage A does not apply to "bodily injury" or "property damage" that occurred before you acquired or formed the organization; and c. Coverage B does not apply to "personal and advertising injury" arising out of an offense committed before you acquired or formed the organization. 4. Nonowned Watercraft With respect to watercraft you do not own that is less than 51 feet long and is not being used to carry persons for a charge, any person is an insured while operating such watercraft with your permission. Any other person or organization responsible for the conduct of such person is also an insured, but only with respect to liability arising out of the operation of the watercraft, and only if no other insurance of any kind is available to that person or organization for this liability. However, no person or organization is an insured with respect to: a. "Bodily injury" to a co-"employee" of the person operating the watercraft; or b. "Property damage" to property owned by, rented to, in the charge of or occupied by you or the employer of any person who is an insured under this provision. Or When Permit The following person(s) or organization(s) are an additional insured when you have agreed, in a written contract, written agreement or because of a permit issued by a state or political subdivision, that such person or organization be added as an additional insured on your policy, provided the injury or damage occurs subsequent to the execution of the contract or agreement. A person or organization is an additional insured under this provision only for that period of time required by the contract or agreement. However, no such person or organization is an insured under this provision if such person or organization is included as an insured by an endorsement issued by us and made a part of this Coverage Part. a. Vendors Any person(s) or organization(s) (referred to below as vendor), but only with respect to "bodily injury" or "property damage" arising out of "your products" which are distributed or sold in the regular course of the vendor's business and only if this Coverage Part provides coverage for "bodily injury" or "property damage" included within the "products-completed operations hazard". Required (1) The insurance afforded the vendor is By5. Additional subject to the following additional Insureds exclusions: This insurance does not apply to: (a) "Bodily injury" or "property damage" for which the vendor is obligated to pay damages by reason of the assumption of liability in a contract or agreement. This exclusion does not apply to liability for damages that the vendor would have in the absence of the contract or agreement; (b) Any express warranty unauthorized by you; (c) Any physical or chemical change in the Written product made intentionally by the Contract, vendor; (d) Repackaging, except when unpacked solely for the purpose of inspection, demonstration, testing, or the substitution of parts under instructions from the manufacturer, and then repackaged in the original container; (e) Any failure to make such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally Written Agreement Page 12 of 21 HG 00 01 09 16 Attachment Code: D587565 Master ID: 1491108, Certificate ID: 18143130 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA installation,servicing make or repair operations, except such operations performed at the vendor's premises in connection with the sale of the product; (g) Products which, after distribution or sale by you, have been labeled or relabeled or used as a container, part or ingredient of any other thing or substance by or for the vendor; or (h) "Bodily injury" or "property damage" arising out of the sole negligence of the vendor for its own acts or omissions or those of its employees or anyone else acting on its behalf. However, this exclusion does not apply to: (i) The exceptions contained in Sub- paragraphs (d) or (f); or in (ii) Such inspections,adjustments, the tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products. (2) This insurance does not apply to any insured person or organization, from whom you have acquired such products, or any ingredient, part or container, entering into, accompanying or containing such products. b. Lessors Of Equipment usual (1) Any person(s)or organization(s)from undertakes whom you lease equipment; but only with respect to their liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your maintenance, operation or use of equipment leased to you by such person(s) or organization(s). (2) With respect to the insurance afforded to these additional insureds this insurance does not apply to any "occurrence" which takes place after the equipment lease expires. c. Lessors Of Land Or Premises Any person or organization from whom you lease land or premises, but only with respect to liability arising out of the ownership, maintenance or use of that part of the land or premises leased to you. With respect to the insurance afforded these additional insureds the following additional course of business, in connection with the distribution or sale of the products; to (f) Demonstration, This insurance does not apply to: 1. Any "occurrence" which takes place after you cease to lease that land; or 2. Structural alterations, new construction or demolition operations performed by or on behalf of such person or organization. d. Architects, Engineers Or Surveyors Any architect, engineer, or surveyor, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf: (1) In connection with your premises; or operations performed by you or on your behalf. With respect to the insurance afforded these additional insureds, the following additional exclusion applies: This insurance does not apply to "bodily injury", "property damage" or "personal and advertising injury" arising out of the rendering of or the failure to render any professional services by or for you, including: 1. The preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; or 2. Supervisory, inspection, architectural or engineering activities. This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that insured, if the "occurrence" which caused the "bodily injury" or "property damage", or the offense which caused the "personal and advertising injury", involved the rendering of or the failure to render any professional services by or for you. (2) In e. Permits Issued By State Or Political the Subdivisions Any state or political subdivision, but only with respect to operations performed by you or on your behalf for which the state or political subdivision has issued a permit. With respect to the insurance afforded these additional insureds, this insurance does not apply to: performance (1) "Bodily injury","property damage"or of "personal and advertising injury" arising out of operations performed for the state or municipality; or your ongoing exclusions apply: HG 00 01 09 16 Page 13 of 21 Attachment Code: D587565 Master ID: 1491108, Certificate ID: 18143130 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA or operations; (2) In connection with your premises owned by or rented to you; or "property (3) In connection with "your work"and damage" included within the "products-completed operations hazard", but only if (2) "Bodily (a) The written contract or agreement included within the "products-completed operations hazard". f. Any Other Party Any other person or organization who is not an additional insured under Paragraphs a. through e. above, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf: requires you to provide such coverage to such additional insured; and (b) This Coverage Part provides coverage for "bodily injury" or "property damage" injury" included within the "products- (1) In completed operations hazard". However: (1) The insurance afforded to such additional the insured only applies to the extent performance permitted by law; and (2) If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. With respect to the insurance afforded to these additional insureds, this insurance does not apply to: "Bodily injury", "property damage" or "personal and advertising injury" arising out of the rendering of, or the failure to render, any professional architectural, engineering or surveying services, including: (1) The preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; or (2) Supervisory, inspection, architectural or engineering activities. This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, of your ongoing Declarations and the rules below fix the most we will pay regardless of the number of: a. Insureds; b. Claims made or "suits" brought; or c. Persons or organizations making claims or bringing "suits". 2. General Aggregate Limit The General Aggregate Limit is the most we will pay for the sum of: a. Medical expenses under Coverage C; The b. Damages under Coverage A,except Limits of damages because of "bodily injury"or Insurance "property damage" included in the "products- completed operations hazard"; and c. Damages under Coverage B. shown 3. Products-Completed Operations Aggregate in Limit The Products-Completed Operations Aggregate Limit is the most we will pay under Coverage A for damages because of "bodily injury" and "property damage" included in the "products- completed operations hazard". 4. Personal And Advertising Injury Limit Subject to 2. above, the Personal and Advertising Injury Limit is the most we will pay under Coverage B for the sum of all damages because of all "personal and advertising injury" sustained by any one person or organization. 5. Each Occurrence Limit Subject to 2. or 3. above, whichever applies, the Each Occurrence Limit is the most we will pay for the sum of: a. Damages under Coverage A; and the by that insured, if the "occurrence" which caused the "bodily injury" or "property damage", or the offense which caused the "personal and advertising injury", involved the rendering of or the failure to render any professional services by or for you. The limits of insurance that apply to additional insureds is described in Section III – Limits Of Insurance. How this insurance applies when other insurance is available to the additional insured is described in the Other Insurance Condition in Section IV – Commercial General Liability Conditions. No person or organization is an insured with respect to the conduct of any current or past partnership, joint venture or limited liability company that is not shown as a Named Insured in the Declarations. SECTION III – LIMITS OF INSURANCE 1. The Most We Will Pay employment, training or monitoring of others Page 14 of 21 HG 00 01 09 16 Attachment Code: D587565 Master ID: 1491108, Certificate ID: 18143130 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA because b. The Limits of Insurance shown in the of Declarations. Such amount shall be a part of and not in addition to Limits of Insurance shown in the Declarations and described in this Section. The Limits of Insurance of this Coverage Part apply separately to each consecutive annual period and to any remaining period of less than 12 months, starting with the beginning of the policy period shown in the Declarations, unless the policy period is extended after issuance for an additional period of less than 12 months. In that case, the additional period will be deemed part of the last preceding period for purposes of determining the Limits of Insurance. all SECTION IV –COMMERCIAL GENERAL "bodily LIABILITY CONDITIONS 1. Bankruptcy Bankruptcy or insolvency of the insured or of the injury" insured's estate will not relieve us of our and obligations under this Coverage Part. 2. Duties In The Event Of Occurrence, Offense, Claim Or Suit "property b. Medical expenses under Coverage C damage" arising out of any one "occurrence". 6. Damage To Premises Rented To You Limit Subject to 5. above, the Damage To Premises Rented To You Limit is the most we will pay under Coverage A for damages because of "property damage" to any one premises, while rented to you, or in the case of damage by fire, lightning or explosion, while rented to you or temporarily occupied by you with permission of the owner. In the case of damage by fire, lightning or explosion, the Damage to Premises Rented To You Limit applies to all damage proximately caused by the same event, whether such damage results from fire, lightning or explosion or any combination of these. 7. Medical Expense Limit Subject to 5. above, the Medical Expense Limit is the most we will pay under Coverage C for all medical expenses because of "bodily injury" sustained by any one person. 8. How Limits Apply To Additional Insureds If you have agreed in a written contract or written agreement that another person or organization be added as an additional insured on your policy, the most we will pay on behalf of such additional insured is the lesser of: a. The limits of insurance specified in the written contract or written agreement; or Insured You and any other involved insured must: c. Assistance (1) Immediately send us copies of any And demands, notices, summonses or legal papers received in connection with the claim or "suit"; (2) Authorize us to obtain records and other information; (3) Cooperate with us in the investigation or settlement of the claim or defense against the "suit"; and Cooperation (4) Assist us,upon our request,in the Of enforcement of any right against any person or organization which may be liable to the insured because of injury or damage to which this insurance may also apply. d. Obligations At The Insureds Own Cost No insured will, except at that insured's own cost, voluntarily make a payment, assume any obligation, or incur any expense, other than for first aid, without our consent. e. Additional Insureds Other Insurance If we cover a claim or "suit" under this Coverage Part that may also be covered by other insurance available to an additional insured, such additional insured must submit such claim or "suit" to the other insurer for defense and indemnity. However, this provision does not apply to the extent that you have agreed in a written The a. Notice Of Occurrence Or Offense You or any additional insured must see to it that we are notified as soon as practicable of an "occurrence" or an offense which may result in a claim. To the extent possible, notice should include: (1) How, when and where the "occurrence" or offense took place; (2) The names and addresses of any injured persons and witnesses; and (3) The nature and location of any injury or damage arising out of the "occurrence" or offense. b. Notice Of Claim If a claim is made or "suit" is brought against any insured, you or any additional insured must: (1) Immediately record the specifics of the claim or "suit" and the date received; and (2) Notify us as soon as practicable. You or any additional insured must see to it that we receive written notice of the claim or "suit" as soon as practicable. HG 00 01 09 16 Page 15 of 21 Attachment Code: D587565 Master ID: 1491108, Certificate ID: 18143130 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA the additional written insured is a partnership; agreement (3)Any manager,if you or the additional that insured is a limited liability company; this (4) Any "executive officer"or insurance contract manager, if you or the additional insured is a corporation; insurance is primary and non-contributory with the additional insured's own insurance. f. Knowledge Of An Occurrence, Offense, Claim Or Suit Paragraphs a. and b. apply to you or to any additional insured only when such "occurrence", offense, claim or "suit" is known to: (1) You or any additional insured that is an individual; (5) Any trustee,if you or the additional or insured is a trust; or (6) Any elected or appointed official, if you or (2) Any the additional insured is a political partner, subdivision or public entity. This duty applies separately to you and any additional insured. 3. Legal Action Against Us No person or organization has a right under this Coverage Part: a. To join us as a party or otherwise bring us into a "suit" asking for damages from an insured; or b. To sue us on this Coverage Part unless all of its terms have been fully complied with. A person or organization may sue us to recover on an agreed settlement or on a final judgment against an insured; but we will not be liable for damages that are not payable under the terms of this Coverage Part or that are in excess of the applicable limit of insurance. An agreed settlement means a settlement and release of liability signed by us, the insured and the claimant or the claimant's legal representative. 4. Other Insurance If other valid and collectible insurance is available to the insured for a loss we cover under Coverages A or B of this Coverage Part, our obligations are limited as follows: a. Primary Insurance This insurance is primary except when b. below applies. If other insurance is also primary, we will share with all that other insurance by the method described in c. below. if you or Damage To Borrowed whether Equipment Or Use Of Elevators If the loss arises out of "property damage" to borrowed equipment or the use of elevators to the extent not subject to Exclusion j. of Section I - Coverage A - Bodily Injury And Property Damage Liability; (6) When You Are Added As An Additional Insured To Other Insurance Any other insurance available to you covering liability for damages arising out of the premises or operations, or products and completed operations, for which you have been added as an additional insured by that insurance; or primary, (7) When You Add Others As An excess, Additional Insured To This Insurance b. Excess Insurance This insurance is excess over any of the other Any other insurance available to an contingent or on any other basis: (1) Your Work That is Fire, Extended Coverage, Builder's Risk, Installation Risk or similar coverage for "your work"; (2) Premises Rented To You That is fire, lightning or explosion insurance for premises rented to you or temporarily occupied by you with permission of the owner; (3) Tenant Liability That is insurance purchased by you to cover your liability as a tenant for "property damage" to premises rented to you or temporarily occupied by you with permission of the owner; (4) Aircraft, Auto Or Watercraft If the loss arises out of the maintenance or use of aircraft, "autos" or watercraft to the extent not subject to Exclusion g. of Section I – Coverage A – Bodily Injury And Property Damage Liability; additional insured. However, the following provisions apply to other insurance available to any person or organization who is an additional insured under this coverage part. (a) Primary Insurance When Required By Contract This insurance is primary if you have agreed in a written contract or written agreement that this insurance be primary. If other insurance is also insurance, (5) Property Page 16 of 21 HG 00 01 09 16 Attachment Code: D587565 Master ID: 1491108, Certificate ID: 18143130 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA primary, we will share with all that described in c. below. (b) Primary And Non-Contributory To Other Insurance When Required By Contract If you have agreed in a written contract, written agreement, or permit that this insurance is primary and non- contributory with the additional insured's own insurance, this insurance is primary and we will not seek contribution from that other insurance. Paragraphs (a) and (b) do not apply to other insurance to which the additional insured has been added as an additional insured. When this insurance is excess, we will have no duty under Coverages A or B to defend the insured against any "suit" if any other insurer has a duty to defend the insured against that "suit". If no other insurer defends, we will undertake to do so, but we will be entitled to the insured's rights against all those other insurers. When this insurance is excess over other insurance, we will pay only our share of the amount of the loss, if any, that exceeds the sum of: other (1) The total amount that all such other insurance insurance would pay for the loss in the absence of this insurance; and (2) The total of all deductible and self-insured amounts under all that other insurance. We will share the remaining loss, if any, with any other insurance that is not described in this Excess Insurance provision and was not bought specifically to apply in excess of the Limits of Insurance shown in the Declarations of this Coverage Part. 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 method, 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. by the method 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 period 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 a. We the information we need for premium will computation, and send us copies at such times as we may request. 6. Representations a. When You Accept This Policy By accepting this policy, you agree: (1) The statements in the Declarations are accurate and complete; compute (2) Those statements are based upon all representations you made to us; and (3) We have issued this policy in reliance upon your representations. b. Unintentional Failure To Disclose Hazards If unintentionally you should fail to disclose all hazards relating to the conduct of your business that exist at the inception date of this Coverage Part, we shall not deny coverage under this Coverage Part because of such failure. 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. premiums 8. Transfer Of Rights Of Recovery Against for Others To Us a. Transfer Of Rights Of Recovery If the insured has rights to recover all or part of any payment, including Supplementary Payments, we have made under this Coverage Part, those rights are transferred to us. The insured must do nothing after loss to this 5. Premium Audit HG 00 01 09 16 Page 17 of 21 Attachment Code: D587565 Master ID: 1491108, Certificate ID: 18143130 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA labeling of any goods or contained products; or in, b. An interactive conversation between or on among persons through a computer network. or 2. "Advertising idea" means any idea for an upon "advertisement". the 3. "Asbestos hazard"means an exposure or impair them. At our request, the insured will bring "suit" or transfer those rights to us and help us enforce them. b. Waiver Of Rights Of Recovery (Waiver Of Subrogation) If the insured has waived any rights of recovery against any person or organization for all or part of any payment, including Supplementary Payments, we have made under this Coverage Part, we also waive that right, provided the insured waived their rights of recovery against such person or organization in a contract, agreement or permit that was executed prior to the injury or damage. 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 notice 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 the widespread public dissemination of information or images that has the purpose of inducing the sale of goods, products or services through: a. (1)Radio; (2)Television; (3)Billboard; (4)Magazine; (5)Newspaper; or b. Any other publication that is given widespread public distribution. However, "advertisement" does not include: a. The design, printed material, information or threat of exposure to the actual or alleged properties of asbestos and includes the mere presence of asbestos in any form. 4. "Auto" means: a. A land motor vehicle, trailer or semitrailer designed for travel on public roads, including any attached machinery or equipment; or b. Any other land vehicle that is subject to a images packaging or "Employee"does not include a "temporary not worker". 8. "Employment-Related Practices" means: a. Refusal to employ that person; b. Termination of that person's employment; or c. Employment-related practices, policies, acts or omissions, such as coercion, demotion, include evaluation,reassignment,discipline, "mobile other motor vehicle insurance law where it is licensed or principally garaged. defamation,harassment,humiliation, equipment". 5. "Bodily injury" means physical: a.Injury; b.Sickness; or c.Disease sustained by a person and, if arising out of the above, mental anguish or death at any time. 6. "Coverage territory" means: a. The United States of America (including its territories and possessions), Puerto Rico and Canada; b. International waters or airspace, but only if the injury or damage occurs in the course of travel or transportation between any places included in a. above; or c. All other parts of the world if the injury or damage arises out of: (1) Goods or products made or sold by you in the territory described in a. above; (2) The activities of a person whose home is in the territory described in a. above, but is away for a short time on your business; or (3) "Personal and advertising injury" offenses that take place through the Internet or similar electronic means of communication provided the insured's responsibility to pay damages is determined in the United States of America (including its territories and possessions), Puerto Rico or Canada, in a "suit" on the merits according to the substantive law in such territory or in a settlement we agree to. However, discrimination or malicious prosecution 7. "Employee" directed at that person. 9. "Executive officer" means a person holding any of the officer positions created by your charter, includes constitution,by-laws or any other similar a governing document. "leased 10."Hostile fire"means one which becomes worker". uncontrollable or breaks out from where it was intended to be. "auto"does compulsory or financial responsibility law or Page 18 of 21 HG 00 01 09 16 Attachment Code: D587565 Master ID: 1491108, Certificate ID: 18143130 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA 11."Impaired property" means tangible property, other than "your product" or "your work", that cannot be used or is less useful because: a. It incorporates "your product" or "your work" that is known or thought to be defective, deficient, inadequate or dangerous; or b. You have failed to fulfill the terms of a contract or agreement; if such property can be restored to use by the repair, replacement, adjustment or removal of "your product" or "your work", or your fulfilling the terms of the contract or agreement. 12."Insured contract" means: a. A contract for a lease of premises. However, that portion of the contract for a lease of premises that indemnifies any person or organization for damage by fire, lightning or explosion to premises while rented to you or temporarily occupied by you with permission of the owner is subject to the Damage to Premises Rented To You Limit described in Section III – Limits of Insurance; b. A sidetrack agreement; c. Any easement or license agreement, including an easement or license agreement in connection with construction or demolition operations on or within 50 feet of a railroad; d. An obligation, as required by ordinance, to indemnify a municipality, except in connection with work for a municipality; e. An elevator maintenance agreement; f. That part of any other contract or agreement pertaining to your business (including an indemnification of a municipality in connection with work performed for a municipality) under which you assume the tort liability of another party to pay for "bodily injury" or "property damage" to a third person or organization, provided the "bodily injury" or "property damage" is caused, in whole or in part, by you or by those acting on your behalf. Tort liability means a liability that would be imposed by law in the absence of any contract or agreement. Paragraph f. includes that part of any contract or agreement that indemnifies a railroad for "bodily injury" or "property damage" arising out of construction or demolition operations, within 50 feet of any railroad property and affecting any railroad bridge or trestle, tracks, road-beds, tunnel, underpass or crossing. However, Paragraph f. does not include that part of any contract or agreement: (1) That indemnifies an architect, engineer or surveyor for injury or damage arising out of: instructions,or or failing to give them, if that is the primary cause of the injury or damage; or (2) Under which the insured, if an architect, engineer or surveyor, assumes liability for an injury or damage arising out of the insured's rendering or failure to render professional services, including those listed in (1) above and supervisory, inspection, architectural or engineering activities. 13."Leased worker" means a person leased to you by a labor leasing firm under an agreement between you and the labor leasing firm, to perform duties related to the conduct of your business. "Leased worker" does not include a "temporary worker". 14."Loading or unloading" means the handling of property: a. After it is moved from the place where it is failing accepted for movement into or onto an to aircraft, watercraft or "auto"; b. While it is in or on an aircraft, watercraft or "auto"; or c. While it is being moved from an aircraft, watercraft or "auto" to the place where it is finally delivered; but "loading or unloading" does not include the movement of property by means of a mechanical device, other than a hand truck, that is not attached to the aircraft, watercraft or "auto". 15."Mobile equipment" means any of the following types of land vehicles, including any attached machinery or equipment: a. Bulldozers, farm machinery, forklifts and other vehicles designed for use principally off public roads; b. Vehicles maintained for use solely on or next to premises you own or rent; c. Vehicles that travel on crawler treads; (a) Preparing, d. Vehicles,whether self-propelled or not, prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; or maintained primarily to provide mobility to permanently mounted: (1) Power cranes, shovels, loaders, diggers or drills; or approving, (2) Road construction or resurfacing (b) Giving equipment such as graders, scrapers or rollers; e. Vehicles not described in a., b., c. or d. above that are not self-propelled and are maintained directions or HG 00 01 09 16 Page 19 of 21 Attachment Code: D587565 Master ID: 1491108, Certificate ID: 18143130 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA welding, (2) Cherry pickers and similar devices building mounted on automobile or truck chassis and used to raise or lower workers; and (3) Air compressors, pumps and generators, primarily to provide mobility to permanently attached equipment of the following types: (1) Air compressors, pumps and generators, including spraying,welding,building cleaning, geophysical exploration, lighting and well servicing equipment; or (2) Cherry pickers and similar devices used to raise or lower workers; f. Vehicles not described in a., b., c. or d. above maintained primarily for purposes other than the transportation of persons or cargo. However, self-propelled vehicles with the following types of permanently attached equipment are not "mobile equipment" but will be considered "autos": (1) Equipment designed primarily for: (a) Snow removal; cleaning, geophysical exploration, lighting and well servicing equipment. However, "mobile equipment" does not include any land vehicle that is subject to a compulsory or financial responsibility law or other motor vehicle insurance law where it is licensed or principally garaged. Land vehicles subject to a compulsory or financial responsibility law or other motor vehicle insurance law are considered "autos". including 16."Occurrence"means an accident,including (b) Road continuous or repeated exposure to substantially the same general harmful conditions. maintenance, 17."Personal and advertising injury"means but injury, including consequential "bodily injury", arising out of one or more of the following offenses: a. False arrest, detention or imprisonment; b. Malicious prosecution; c. The wrongful eviction from, wrongful entry into, or invasion of the right of private occupancy of a room, dwelling or premises that a person or organization occupies, committed by or on behalf of its owner, landlord or lessor; d. Oral, written or electronic publication, in any manner, of material that slanders or libels a person or organization or disparages a person's or organization's goods, products or services; not spraying, construction or resurfacing; or (c) Street cleaning; "advertisement",a person’s of or organization’s "advertising idea" or style of "advertisement"; or g. Infringement of copyright, slogan, or title of material any literary or artistic work,in your that "advertisement". 18."Pollutants" mean any solid, liquid, gaseous or thermal irritant or contaminant, including smoke, vapor, soot, fumes, acids, alkalis, chemicals and waste. Waste includes materials to be recycled, reconditioned or reclaimed. 19."Products-completed operations hazard": violates a. Includes all "bodily injury"and "property a damage" occurring away from premises you own or rent and arising out of "your product" or "your work" except: (1) Products that are still in your physical possession; or (2) Work that has not yet been completed or abandoned. However, "your work" will be deemed completed at the earliest of the following times: (a) When all of the work called for in your contract has been completed. (b) When all of the work to be done at the job site has been completed if your contract calls for work at more than one job site. (c) When that part of the work done at a job site has been put to its intended use by any person or organization other than another contractor or subcontractor working on the same project. Work that may need service, maintenance, correction, repair or replacement, but which is otherwise complete, will be treated as completed. b. Does not include "bodily injury" or "property damage" arising out of: (1) The transportation of property, unless the injury or damage arises out of a condition in or on a vehicle not owned or operated by you, and that condition was created by the "loading or unloading" of that vehicle by any insured; person's (2) The existence of tools,uninstalled e. Oral, written or electronic publication, in any right of privacy; equipment or abandoned or unused manner, materials; or f. (3) Products or operations for which the Copying, classification, listed in the Declarations or in a policy Schedule, states that products- in your Page 20 of 21 HG 00 01 09 16 Attachment Code: D587565 Master ID: 1491108, Certificate ID: 18143130 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA arbitration proceeding in which such means a damages are claimed and to which the civil insured must submit or does submit with our consent; or proceeding b. Any other alternative dispute resolution in which proceeding in which such damages are completed operations are subject to the General Aggregate Limit. 20."Property damage" means: a. Physical injury to tangible property, including all resulting loss of use of that property. All such loss of use shall be deemed to occur at the time of the physical injury that caused it; or b. Loss of use of tangible property that is not physically injured. All such loss of use shall be deemed to occur at the time of the "occurrence" that caused it. As used in this definition, computerized or electronically stored data, programs or software are not tangible property. Electronic data means information, facts or programs: a. Stored as or on; b. Created or used on; or c. Transmitted to or from; computer software, including systems and applications software, hard or floppy disks, CD- ROMS, tapes, drives, cells, data processing devices or any other media which are used with electronically controlled equipment. claimed and to which the insured submits with our consent. 22."Temporary worker" means a person who is damages because of "bodily injury", "property damage" or "personal and advertising injury" to which this insurance applies are alleged. "Suit" includes: 21."Suit" a. An organization whose manufactured, business or assets you have acquired; and sold, (2) Containers (other than vehicles), handled, materials, parts or equipment furnished in connection with such goods or products. b. Includes (1) Warranties or representations made at 24."Your product": a. Means: (1) Any goods or products, other than real any time with respect to the fitness, distributed or disposed of by: (a) You; (b) Others trading under your name; or quality, durability, performance or use of "your product"; and (2) The providing of or failure to provide warnings or instructions. c. Does not include vending machines or other property rented to or located for the use of others but not sold. 25."Your work": a. Means: (1) Work or operations performed by you or on your behalf; and (2) Materials, parts or equipment furnished in connection with such work or operations. b. Includes (1) Warranties or representations made at property, any time with respect to the fitness, (c) A quality, durability, performance or use of "your work", and (2) The providing of or failure to provide warnings or instructions. person or furnished to you to substitute for a permanent "employee" on leave or to meet seasonal or short-term workload conditions. 23."Volunteer worker" means a person who a. Is not your "employee"; b. Donates his or her work; c. Acts at the direction of and within the scope of duties determined by you; and d. Is not paid a fee,salary or other compensation by you or anyone else for their work performed for you. HG 00 01 09 16 Page 21 of 21 Attachment Code: D587565 Master ID: 1491108, Certificate ID: 18143130 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA Attachment Code: D587565 Master ID: 1491108, Certificate ID: 18143130 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA Policy Number: 21 CSE S88601 personal affairs.The Named Insured shown in the Declarations is amended to include:C. Lessors as Insureds (1) Any legal business entity other than a Paragraph A.1. - WHO IS AN INSURED - of partnership or joint venture, formed as a Section II - Liability Coverage is amended to subsidiary in which you have an add: ownership interest of more than 50% on e.The lessor of a covered "auto" while the the effective date of the Coverage Form."auto" is leased to you under a written However, the Named Insured does not agreement if: include any subsidiary that is an (1)The agreement requires you to"insured"under any other automobile provide direct primary insurance for policy or would be an "insured"under the lessor andsuchapolicybutforitsterminationor the exhaustion of its Limit of Insurance.(2) The "auto" is leased without a driver. (2) Any organization that is acquired or Such a leased "auto" will be considered a formed by you and over which you covered "auto" you own and not a covered maintain majority ownership.However,"auto" you hire. the Named Insured does not include any D.Additional Insured if Required by Contract newly formed or acquired organization:(1)Paragraph A.1. - WHO IS AN INSURED(a)That is a partnership or joint -of Section II -Liability Coverage isventure,amended to add: (b)That is an "insured" under any other f.When you have agreed, in a writtenpolicy,contract or written agreement, that a (c) That has exhausted its Limit of person or organization be added as Insurance under any other policy, or an additional insured on your (d) 180 days or more after its business auto policy, such person or acquisition or formation by you,organization is an "insured", but only unless you have given us notice of to the extent such person or the acquisition or formation.organization is liable for "bodilyinjury" or "property damage" causedCoveragedoesnotapplyto"bodily by the conduct of an "insured" under injury" or "property damage" that results paragraphs a.or b.of Who Is Anfroman"accident"that occurred before Insured with regard to theyou formed or acquired the organization.ownership, maintenance or use of a B.Employees as Insureds covered "auto."Paragraph A.1. - WHO IS AN INSURED - of SECTION II - LIABILITY COVERAGE is amended to add: © 2011, The Hartford (Includes copyrighted material Form HA 99 16 03 12 of ISO Properties, Inc., with its permission.)Page 1 of 5 COMMERCIAL AUTOMOBILE HA 99 16 03 12 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. COMMERCIAL AUTOMOBILE BROAD FORM ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM To the extent that the provisions of this endorsement provide broader benefits to the "insured" than other provisions of the Coverage Form, the provisions of this endorsement apply. 1.BROAD FORM INSURED d.Any "employee" of yours while using a A.Subsidiaries and Newly Acquired or covered "auto" you don't own, hire or Formed Organizations borrow in your business or your Attachment Code: D587561 Master ID: 1491108, Certificate ID: 18143130 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA The insurance afforded to any such E.Primary and Non-Contributory if additional insured applies only if the Required by Contract "bodily injury"or "property damage"Only with respect to insurance provided tooccurs:an additional insured in 1.D. - Additional (1) During the policy period, and Insured If Required by Contract,the following provisions apply:(2) Subsequent to the execution of such written contract, and (3) Primary Insurance When Required By Contract(3) Prior to the expiration of the period of time that the written contract This insurance is primary if you have requires such insurance be provided agreed in a written contract or written to the additional insured.agreement that this insurance be primary.If other insurance is also (2)How Limits Apply primary, we will share with all that otherIf you have agreed in a written contract insurance by the method described inorwrittenagreementthatanother Other Insurance 5.d.person or organization be added as an (4)Primary And Non-Contributory To Otheradditionalinsuredonyourpolicy,the Insurance When Required By Contractmostwewillpayonbehalfofsuch additional insured is the lesser of:If you have agreed in a written contract or written agreement that this insurance(a)The limits of insurance specified in is primary and non-contributory with the the written contract or written additional insured's own insurance,this agreement; or insurance is primary and we will not(b)The Limits of Insurance shown in seek contribution from that otherthe Declarations.insurance. Such amount shall be a part of and not Paragraphs (3) and (4) do not apply to other in addition to Limits of Insurance shown insurance to which the additional insuredin the Declarations and described in this has been added as an additional insured.Section.When this insurance is excess, we will have no (3)Additional Insureds Other Insurance duty to defend the insured against any "suit"if to an defends, we will undertake to do so, but we will If we cover a claim or "suit" under this any other insurer has a duty to defend the Coverage Part that may also be covered insured against that "suit". If no other insurer by additional insured,such additional be entitled to the insured's rights against all other insured must submit such claim or "suit"those other insurers. insurance available to the other insurer for defense and When this insurance is excess over otherindemnity. insurance, we will pay only our share of the However, this provision does not apply amount of the loss, if any, that exceeds the sum to the extent that you have agreed in a of: written contract or written agreement (1)The total amount that all such otherthatthisinsuranceisprimaryandnon-insurance would pay for the loss in thecontributory with the additional insured's absence of this insurance; andown insurance. (2)The total of all deductible and self-insured (4)Duties in The Event Of Accident, Claim,amounts under all that other insurance.Suit or Loss We will share the remaining loss, if any, by the If you have agreed in a written contract method described in Other Insurance 5.d.or written agreement that another 2.AUTOS RENTED BY EMPLOYEESpersonororganizationbeaddedasan additional insured on your policy, the Any "auto" hired or rented by your "employee" additional insured shall be required to on your behalf and at your direction will be comply with the provisions in LOSS considered an "auto" you hire.CONDITIONS 2.-DUTIES IN THE The OTHER INSURANCE Condition is amendedEVENTOFACCIDENT,CLAIM ,SUIT by adding the following:OR LOSS –OF SECTION IV – BUSINESS AUTO CONDITIONS, in the same manner as the Named Insured. © 2011, The Hartford (Includes copyrighted material Form HA 99 16 03 12 of ISO Properties, Inc., with its permission.)Page 2 of 5 Attachment Code: D587561 Master ID: 1491108, Certificate ID: 18143130 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA If an "employee’s"personal insurance also 5.PHYSICAL DAMAGE -ADDITIONAL applies on an excess basis to a covered "auto"TEMPORARY TRANSPORTATION EXPENSE hired or rented by your "employee" on your COVERAGE behalf and at your direction,this insurance will Paragraph A.4.a.of SECTION III -PHYSICAL be primary to the "employee’s"personal DAMAGE COVERAGE is amended to provide ainsurance.limit of $50 per day and a maximum limit of $1,000.3.AMENDED FELLOW EMPLOYEE EXCLUSION EXCLUSION 5. - FELLOW EMPLOYEE - of 6.LOAN/LEASE GAP COVERAGE SECTION II -LIABILITY COVERAGE does not Under SECTION III -PHYSICAL DAMAGE apply if you have workers'compensation COVERAGE,in the event of a total "loss"to a insurance in-force covering all of your covered "auto", we will pay your additional legal "employees".obligation for any difference between the actual Coverage is excess over any other collectible cash value of the "auto" at the time of the "loss" insurance.and the "outstanding balance" of the loan/lease. 4.HIRED AUTO PHYSICAL DAMAGE COVERAGE "Outstanding balance" means the amount you owe on the loan/lease at the time of "loss" less If hired "autos"are covered "autos"for Liability any amounts representing taxes;overdueCoverageandifComprehensive,Specified payments;penalties,interest or chargesCausesofLoss,or Collision coverages are resulting from overdue payments;additionalprovidedunderthisCoverageFormforanymileage charges; excess wear and tear charges;"auto"you own,then the Physical Damage lease termination fees;security deposits not Coverages provided are extended to "autos" you returned by the lessor;costs for extendedhire or borrow, subject to the following limit.warranties, credit life Insurance, health, accidentThemostwewillpayfor"loss"to any hired or disability insurance purchased with the loan or "auto" is:lease; and carry-over balances from previous (1) $100,000;loans or leases. (2) The actual cash value of the damaged or 7.AIRBAG COVERAGE stolen property at the time of the "loss"; or Under Paragraph B.EXCLUSIONS -of PHYSICAL DAMAGE (3) The damaged or stolen property,COVERAGE, the following is added: whichever is smallest, minus a deductible. The The exclusion relating to mechanical breakdown deductible will be equal to the largest deductible does not apply to the accidental discharge of an cost applicable to any owned "auto"for that airbag. of repairing or replacing the SECTION III - coverage. No deductible applies to "loss" caused 8.ELECTRONIC EQUIPMENT -BROADENEDby fire or lightning. Hired Auto Physical Damage COVERAGEcoverageisexcessoveranyothercollectiblea.The exceptions to Paragraphs B.4 -insurance.Subject to the above limit, deductible EXCLUSIONS - of SECTION III - PHYSICAL and excess provisions, we will provide coverage DAMAGE COVERAGE are replaced by the equal to the broadest coverage applicable to any following:covered "auto" you own. Exclusions 4.c.and 4.d.do not apply to We will also cover loss of use of the hired "auto"equipment designed to be operated solelyifitresultsfroman"accident",you are legally by use of the power from the "auto's"liable and the lessor incurs an actual financial electrical system that, at the time of "loss", loss,subject to a maximum of $1000 per is:"accident". (1)Permanently installed in or upon This extension of coverage does not apply to the covered "auto";any "auto"you hire or borrow from any of your electronic Removable from a housing unit"employees", partners (if you are a partnership), equipment described in members (if you are a limited liability company),which is permanently installed in or members of their households.or upon the covered "auto"; (3)An integral part of the same unit Paragraphs (1) and (2) above; or © 2011, The Hartford (Includes copyrighted material (2) Form HA 99 16 03 12 of ISO Properties, Inc., with its permission.)Page 3 of 5 housing any Attachment Code: D587561 Master ID: 1491108, Certificate ID: 18143130 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA Auto Coverage Form,Physical Coverage Form is the smaller (or smallest) for the Damage Coverage,Limit of Insurance,deductible, it will be waived; normal If another Hartford Financial Services Group,(4) operation of the covered "auto" or Inc. company policy or coverage form that is not the monitoring of the covered an automobile policy or coverage form applies to "auto's" operating system.the same "accident", the following applies: b.Section III – Version CA 00 01 03 10 of the (1) If the deductible under this Business Auto Necessary Business Paragraph C.2 and Version CA 00 01 10 01 of (2)If the deductible under this Business AutotheBusinessAutoCoverageForm,Physical Coverage Form is not the smaller (orDamageCoverage,Limit of Insurance, smallest)deductible,it will be reduced byParagraphCareeachamendedtoaddthetheamountofthesmaller(or smallest)following:deductible. $1,500 is the most we will pay for "loss" in 12.AMENDED DUTIES IN THE EVENT OF any one "accident"to all electronic ACCIDENT, CLAIM, SUIT OR LOSSequipment (other than equipment designed The requirement in LOSS CONDITIONS 2.a.-solely for the reproduction of sound,and DUTIES IN THE EVENT OF ACCIDENT,CLAIM,accessories used with such equipment)SUIT OR LOSS -of SECTION IV - BUSINESSthatreproduces,receives or transmits AUTO CONDITIONS that you must notify us of audio,visual or data signals which, at the an "accident" applies only when the "accident" istime of "loss", is:known to:(1) Permanently installed in or upon (1)You, if you are an individual;the covered "auto"in a housing, opening or other location that is not (2) A partner, if you are a partnership; normally used by the "auto"(3) A member, if you are a limited liability manufacturer for the installation of company; or such equipment; (4) An executive officer or insurance manager, if (2) Removable from a permanently you are a corporation. installed housing unit as described 13.UNINTENTIONAL FAILURE TO DISCLOSE in Paragraph 2.a.above or is an HAZARDSintegral part of that equipment; or If you unintentionally fail to disclose any hazards(3) An integral part of such equipment.existing at the inception date of your policy,we c.For each covered "auto", should loss be limited will not deny coverage under this Coverage to electronic equipment only, our obligation to Form because of such failure. pay for,repair,return or replace damaged or 14.HIRED AUTO - COVERAGE TERRITORYstolenelectronicequipment will be reduced by Paragraph e. of GENERAL CONDITIONS 7. -the Declarations, or $250, whichever deductible is POLICY PERIOD, COVERAGE TERRITORY - applicable less.of SECTION IV -BUSINESS AUTO deductible shown in the CONDITIONS is replaced by the following:9.EXTRA EXPENSE -BROADENED COVERAGE e.For short-term hired "autos", the coverage territory with respect to Liability Coverage isUnder Paragraph A. - COVERAGE - of SECTION anywhere in the world provided that if theIII-PHYSICAL DAMAGE COVERAGE,we will "insured's" responsibility to pay damages for pay for the expense of returning a stolen covered "bodily injury"or "property damage"is "auto" to you.determined in a "suit," the "suit" is brought in following is added:settlement we agree to. No deductible applies to glass damage if the 15. WAIVER OF SUBROGATION III glass is repaired rather than replaced.TRANSFER OF RIGHTS OF RECOVERY - 11. TWO OR MORE DEDUCTIBLES AGAINST OTHERS TO US - of SECTION IV - PHYSICAL DAMAGE COVERAGE,the America, Puerto Rico or Canada or in a 10. GLASS REPAIR - WAIVER OF DEDUCTIBLE the United States of America, the territories Under Paragraph D. - DEDUCTIBLE - of SECTION and possessions of the United States of BUSINESS AUTO CONDITIONS is amended byUnder Paragraph D. - DEDUCTIBLE - of SECTION adding the following:III -PHYSICAL DAMAGE COVERAGE,the following is added: © 2011, The Hartford (Includes copyrighted material Form HA 99 16 03 12 of ISO Properties, Inc., with its permission.)Page 4 of 5 Attachment Code: D587561 Master ID: 1491108, Certificate ID: 18143130 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA Natural Gas Vehicle We waive any right of recovery we may have c.Regardless of the number of autos deemed a against any person or organization with whom total loss, the most we will pay under this you have a written contract that requires such waiver because of payments we make for Payment Coverage provision for any one Hybrid, damages under this Coverage Form."loss" is $10,000. 16. RESULTANT MENTAL ANGUISH COVERAGE For the purposes of the coverage provision, The definition of "bodily injury" in SECTION V-a.A "non-hybrid" auto is defined as an auto that DEFINITIONS is replaced by the following:uses only an internal combustion engine to Electric,or move the auto but does not include autos"Bodily injury"means bodily injury,sickness or powered solely by electricity or natural gas.disease sustained by any person,including mental anguish or death resulting from any of b.A "hybrid" auto is defined as an auto with an these.internal combustion engine and one or more electric motors;and that uses the internal17.EXTENDED CANCELLATION CONDITION combustion engine and one or more electric Paragraph 2.of the COMMON POLICY motors to move the auto,or the internal CONDITIONS -CANCELLATION -applies combustion engine to charge one or more except as follows:electric motors, which move the auto. If we cancel for any reason other than 19.VEHICLE WRAP COVERAGEnonpaymentof premium, we will mail or deliver In the event of a total loss to an "auto" for whichtothefirstNamedInsuredwrittennoticeofComprehensive,Specified Causes of Loss,orcancellation at least 60 days before the effective Collision coverages are provided under thisdate of cancellation.Coverage Form,then such Physical Damage18.HYBRID,ELECTRIC,OR NATURAL GAS Coverages are amended to add the following:VEHICLE PAYMENT COVERAGE In addition to the actual cash value of the "auto", In the event of a total loss to a "non-hybrid" auto we will pay up to $1,000 for vinyl vehicle wraps for which Comprehensive,Specified Causes of which are displayed on the covered "auto" at theLoss, or Collision coverages are provided under time of total loss.Regardless of the number ofthisCoverageForm,then such Physical autos deemed a total loss, the most we will pay Damage Coverages are amended as follows:under this Vehicle Wrap Coverage provision for an auto powered solely by electricity or natural actual cash value or replacement cost, coverage provision, signs whichever is less, b.The auto must be replaced and a copy of a bill of sale or new lease agreement received by us within 60 calendar days of the date of "loss," © 2011, The Hartford (Includes copyrighted material or other graphics Form HA 99 16 03 12 of ISO Properties, Inc., with its permission.)Page 5 of 5 a.If the auto is replaced with a "hybrid" auto or any one "loss" is $5,000. For purposes of this gas, we will pay an additional 10%, to a painted or magnetically affixed to the vehicle are maximum of $2,500, of the "non-hybrid" auto’s not considered vehicle wraps. Attachment Code: D587561 Master ID: 1491108, Certificate ID: 18143130 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA Attachment Code: D587561 Master ID: 1491108, Certificate ID: 18143130 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT Policy Number: 22 WE BE9P58 Endorsement Number: Effective Date: 05/01/25 Effective hour is the same as stated on the Information Page of the policy. Named Insured and Address: NV5 Global, Inc. 200 S Park RD STE 350 Hollywood, FL 33021 We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule. SCHEDULE Any person or organization for whom you are required by written contract or agreement to obtain this waiver of rights from us. Endorsement is not applicable in KY, NH, NJ or for any MO construction risk Countersigned by Authorized Representative Form WC 00 03 13 Printed in U.S.A. Attachment Code: D587582 Master ID: 1491108, Certificate ID: 18143130 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA Attachment Code: D587584 Master ID: 1491108, Certificate ID: 18143130 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA Attachment Code: D662981 Master ID: 1491108, Certificate ID: 18143130 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA Attachment Code: D662982 Master ID: 1491108, Certificate ID: 18143130 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA Attachment Code: D662983 Master ID: 1491108, Certificate ID: 18143130 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA CITY COUNCIL STAFF REPORT DATE: MAY 28, 2025 CONSENT CALENDAR SUBJECT: APPROVAL OF PROFESSIONAL SERVICES AGREEMENTS WITH DUDEK, A CALIFORNIA CORPORATION; ENGINEERING RESOURCES OF SOUTHERN CALIFORNIA, A CALIFORNIA CORPORATION; BERG & ASSOCIATES, INC., A CALIFORNIA CORPORATION; NV5, INC., A CALIFORNIA CORPORATION; AND SOUTHSTAR ENGINEERING & CONSULTING, INC., A CALIFORNIA CORPORATION, FOR ON-CALL CONSTRUCTION MANAGEMENT AND INSPECTION SERVICES FROM: Scott C. Stiles, City Manager BY: Engineering Services Department SUMMARY: Approval of this item will allow the Engineering Services Department to enter into five- year professional services agreements to provide construction management and inspection services for a variety of public works projects. A total of five firms have been selected to provide on-call services. RECOMMENDATION: 1) Approve Professional Services Agreement No. _____ with Dudek, a California corporation, to provide “On-call” Construction Management & Inspection services for an initial three (3) year term, subject to two (2) additional one (1) year extensions approved at the discretion of the City Manager for an amount not to exceed $3,000,000; 2) Approve Professional Services Agreement No. _____ with Engineering Resources of Southern California, Inc., a California corporation, to provide “On-call” Construction Management & Inspection services for an initial three (3) year term, subject to two (2) additional one (1) year extensions approved at the discretion of the City Manager for an amount not to exceed $3,000,000; 3) Approve Professional Services Agreement No. _____ with Berg & Associates, a California corporation, to provide “On-call” Construction Management & Inspection services for an initial three (3) year term, subject to two (2) additional one (1) year extensions approved at the discretion of the City Manager for an amount not to exceed $3,000,000; 4) Approve Professional Services Agreement No. _____ with NV5, Inc., a California corporation, to provide “On-call” Construction Management & Inspection services Item 1H - Page 1 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA for an initial three (3) year term, subject to two (2) additional one (1) year extensions approved at the discretion of the City Manager for an amount not to exceed $3,000,000; 5) Approve Professional Services Agreement No. _____ with Southstar Engineering & Consulting, a California corporation, to provide “On-call” Construction Management & Inspection services for an initial three (3) year term, subject to two (2) additional one (1) year extensions approved at the discretion of the City Manager for an amount not to exceed $3,000,000; and 6) Authorize the City Manager or designee to execute all necessary Agreements and execute all task orders that fall under the Agreement value. BUSINESS PRINCIPAL DISCLOSURE: Copies of the Public Integrity Disclosure form for the awarded firms are included as Attachment A. BACKGROUND: The City of Palm Springs Engineering Services Department requires as-needed, On-Call Construction Management & Inspection Services for a variety of future capital improvement projects. The full extent of required professional services is not known at the present time; however, the Department generally anticipates the ongoing need for construction management and inspection services for various budgeted projects. Currently, the City has four on-call construction management and inspection firms available to perform services for the City’s various projects: • Dudek, Inc. • Berg & Associates (Berg) • NV5 • Southstar Engineering & Consulting (Southstar) These firms have provided services to the City for past projects since 2020. However, their existing contracts have the following term limits: an initial term of three years, with two one-year extensions upon approval of the City Manager and mutual consent of the above Consultants, for a total maximum term of five years. Since the four firms are in the final months of their contracts with the City, Staff solicited a Request for Qualifications (RFQ) under “CM&I RFQ 2025” for On-Call Construction Management & Inspection Services. By requesting RFQ’s periodically, the City positions itself to work with the most qualified firms and the use of competitive pricing. The RFQ was written to ensure that the selected firms have demonstrated successful experience and capacity to provide construction management & inspection services to a municipal government agency for the types of projects anticipated to be undertaken in the years to come. Item 1H - Page 2 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA STAFF ANALYSIS: On March 24, 2025, the RFQ for “On-Call” Construction Management & Inspection Services was posted through the City’s on-line bid management system PlanetBidsTM. By the April 22, 2025 deadline, a total of eighteen (18) proposals were received as shown in Table 1 below: Table 1 No. Firm Location Status 1 Dudek La Quinta, CA Selected 2 Engineering Resources of Southern California Redlands, CA Selected 3 Berg & Associates, Inc. San Pedro, CA Selected 4 NV5, Inc. Palm Desert, CA Selected 5 Southstar Engineering & Consulting, Inc. Riverside, CA Selected 6 TKE Engineering, Inc. Palm Desert, CA Not Selected 7 Z&K Consultants, Inc. Riverside, CA Not Selected 8 Accenture Infrastructure and Capital Projects, LLC Palm Desert, CA Not Selected 9 Transtech Engineers, Inc. Chino, CA Not Selected 10 Qvadrant Consulting, Inc. Palm Desert, CA Not Selected 11 Willdan Engineering Anaheim, CA Not Selected 12 Albert A. Webb Associates Riverside, CA Not Selected 13 CSG Consultants, Inc. Orange, CA Not Selected 14 MAARS Services, Inc. Fullerton, CA Not Selected 15 Interwest Consulting Group San Jacinto, CA Not Selected 16 4Leaf, Inc. Fair Oaks, CA Not Selected 17 MCK Americas El Segundo, CA Not Selected 18 CFI Tulsa, OK Not Selected As part of the scoring criteria, local firms were given local preference by applying five percent of the available points to their score sheet, per the current procurement ordinance. Following a review of the proposals by a selection committee, the top five ranking firms were selected. Staff recommends that the City Council approve Professional Services Agreements with the selected firms to provide the requested services for the City. A copy of the Agreement is included as Attachment B. It is important to note that the agreements are not for a specific dollar amount, as the extent to which services may be needed is not known. The maximum contract amount reflects the on-call nature of the Agreement, in that there is no defined cost other than the consultant’s schedule of hourly rates and fees identified in Exhibit “D” of the agreements. This fact is reflected in Section 2.1 of the Agreement, which states: Item 1H - Page 3 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA City and Consultant hereby acknowledge and agree that the Services required by this Agreement will vary dependent upon the number, type, and extent of the Services the Consultant shall provide; and no guarantee of the extent or the type of Services required of Consultant under the terms of this Agreement is made by the City. The annual level of services required by this Agreement is unknown and may significantly increase or decrease from year to year. In acknowledgement of the fact that the number and type of projects requiring the Consultant’s Services has not been identified for this Agreement, City and Consultant hereby acknowledge and agree that a specific “Maximum Contract Amount” shall be imposed on each separate project that the City may assign Consultant as provided in Section 1.8 and in this Section 2.1. Each such separate project shall be identified as a Task Order authorized by the Director of Engineering/City Engineer or the City Manager as provided in this Section 2.1. Consultant shall be compensated and reimbursed for the services rendered under this Agreement in accordance with the fee schedule set forth in Exhibit “D”. The total amount of Compensation for the duration of the term of this agreement, as defined in Section 3.4, shall not exceed $3,000,000. ENVIRONMENTAL ASSESSMENT: The requested City Council action is not a “Project” as defined by the California Environmental Quality Act (CEQA). Pursuant to Section 15378(a), a “Project” means the whole of an action, which has a potential for resulting in either a direct physical change in the environment, or a reasonably foreseeable indirect physical change in the environment. According to Section 15378(b), a Project does not include: (5) Organizational or administrative activities of governments that will not result in direct or indirect physical changes in the environment. ALIGNMENT WITH STRATEGIC PLANNING: This aligns with the City Council Broad Goal of Infrastructure and Facilities. FISCAL IMPACT: The proposed agreements provide services to the City as on-call agreements and have no specific contract sum. The scope of services required by these agreements will vary dependent upon the number and type of projects assigned to the various firms. The annual level of on-call services required by these agreements is unknown and may significantly increase or decrease from year to year. Expenditures for individual “Task Orders” approved for specific assignments associated with capital projects will be encumbered from funding previously budgeted and appropriated for that capital project. Where possible, staff will seek grant, state, or federal funding for capital projects. Item 1H - Page 4 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA REVIEWED BY: City Engineer: Joel Montalvo Deputy City Manager: Flinn Fagg City Manager: Teresa Gallavan for Scott Stiles ATTACHMENTS: A. Public Integrity Disclosure Forms B. Sample Agreement Item 1H - Page 5 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA Attachment A Item 1H - Page 6 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA PUBLIC INTEGRITY DISCLOSURE APPLICANT DISCLOSURE FORM 1. Name of Entity 2. Address of Entity (Principal Place of Business) 4. State where Entity is Registered with Secretary of State If other than California, is the Entity also registered in California?  Yes  No 5. Type of Entity  Corporation  Limited Liability Company  Partnership  Trust  Other (please specify) 6. Officers, Directors, Members, Managers, Trustees, Other Fiduciaries (please specify) Note: If any response is not a natural person, please identify all officers, directors, members, managers and other fiduciaries for the member, manager, trust, or other entity  Officer  Director  Member  Manager [name]  General Partner  Limited Partner Other  Officer  Director  Member  Manager [name] General Partner  Limited Partner  Other  Officer  Director  Member  Manager [name]  General Partner  Limited Partner  Other Dudek 6 05 Third Street, Encinitas, CA 92024 Michael McGrattan, CIOAmy Paul, General COunsel, Secretary California Joseph Monaco, President and CEO Eric Wilson, COOHelder Guimaraes, CFO/Treasurer 3. Local or California Address (if different than #2) 78-075 Main Street, Suite G-203, La Quinta, CA 92253 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA 7. Owners/Investors with a 5% beneficial interest in the Applicant Entity or a related entity EXAMPLE JANE DOE [name of owner/investor] 50%, ABC COMPANY, Inc. [percentage of beneficial interest in entity and name of entity] A. [name of owner/investor] [percentage of beneficial interest in entity and name of entity] B. [name of owner/investor] [percentage of beneficial interest in entity and name of entity] C. [name of owner/investor] [percentage of beneficial interest in entity and name of entity] D. [name of owner/investor] [percentage of beneficial interest in entity and name of entity] E. [name of owner/investor] [percentage of beneficial interest in entity and name of entity] I DECLARE UNDER PENALTY OF PERJURY UNDER THE LAWS OF THE STATE OF CALIFORNIA THAT THE FOREGOING IS TRUE AND CORRECT. Signature of Disclosing Party, Printed Name, Title Date 100%ESOP Joseph Monaco, President and CEO April 22, 2025 Item 1H - Page 8 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA PUBLIC INTEGRITY DISCLOSURE APPLICANT DISCLOSURE FORM 1. Name of Entity 2. Address of Entity (Principal Place of Business) 3. Local or California Address (if different than #2) 4. State where Entity is Registered with Secretary of State If other than California, is the Entity also registered in California?  Yes  No 5. Type of Entity  Corporation  Limited Liability Company  Partnership  Trust  Other (please specify) 6. Officers, Directors, Members, Managers, Trustees, Other Fiduciaries (please specify) Note: If any response is not a natural person, please identify all officers, directors, members, managers and other fiduciaries for the member, manager, trust, or other entity  Officer  Director  Member  Manager [name]  General Partner  Limited Partner Other  Officer  Director  Member  Manager [name]  General Partner  Limited Partner  Other  Officer  Director  Member  Manager [name]  General Partner  Limited Partner  Other Engineering Resources of Southern California, Inc. 1861 W. Redlands Blvd., Redlands, CA 92373 77-564 Country Club Drive, Suite 128, Palm Desert, CA 92211 California John M. Brudin, PE, President Moe Ahmadi, PE, Vice President Trenton Brudin, PE, Secretary 1861 W Redlands Blvd., Redlands, CA 92373 77-564 Country Club Dr., STE 128., Palm Desert, CA 92211 Item 1H - Page 9 ✓ ✓ ✓ ✓ Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA PUBLIC INTEGRITY DISCLOSURE APPLICANT DISCLOSURE FORM 1. Name of Entity 2. Address of Entity (Principal Place of Business) 3. Local or California Address (if different than #2) 4. State where Entity is Registered with Secretary of State If other than California, is the Entity also registered in California?  Yes  No 5. Type of Entity  Corporation  Limited Liability Company  Partnership  Trust  Other (please specify) 6. Officers, Directors, Members, Managers, Trustees, Other Fiduciaries (please specify) Note: If any response is not a natural person, please identify all officers, directors, members, managers and other fiduciaries for the member, manager, trust, or other entity  Officer  Director  Member  Manager [name]  General Partner  Limited Partner Other  Officer  Director  Member  Manager [name] General Partner  Limited Partner  Other Officer  Director  Member  Manager [name]  General Partner  Limited Partner  Other Engineering Resources of Southern California, Inc. 1861 W. Redlands Blvd., Redlands, CA 92373 77-564 Country Club Drive, Suite 128, Palm Desert, CA 92211 California Craig Brudin, Treasurer 1861 W Redlands Blvd., Redlands, CA 92373 77-564 Country Club Dr., STE 128., Palm Desert, CA 92211 Item 1H - Page 10 ✓ ✓ ✓ ✓ Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA 7. Owners/Investors with a 5% beneficial interest in the Applicant Entity or a related entity EXAMPLE JANE DOE [name of owner/investor] 50%, ABC COMPANY, Inc. [percentage of beneficial interest in entity and name of entity] A. [name of owner/investor] [percentage of beneficial interest in entity and name of entity] B. [name of owner/investor] [percentage of beneficial interest in entity and name of entity] C. [name of owner/investor] [percentage of beneficial interest in entity and name of entity] D. [name of owner/investor] [percentage of beneficial interest in entity and name of entity] E. [name of owner/investor] [percentage of beneficial interest in entity and name of entity] I DECLARE UNDER PENALTY OF PERJURY UNDER THE LAWS OF THE STATE OF CALIFORNIA THAT THE FOREGOING IS TRUE AND CORRECT. Signature of Disclosing Party, Printed Name, Title Date 65%John M. Brudin, PE Moe Ahmadi, PE 15% Trent Brudin, PE 10% Craig Brudin, QSP 10% John M. Brudin, PE, President April 25, 2022 Item 1H - Page 11~ Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA PUBLIC INTEGRITY DISCLOSURE APPLICANT DISCLOSURE FORM 1. Name of Entity 2. Address of Entity (Principal Place of Business) 3. Local or California Address (if different than #2) 4. State where Entity is Registered with Secretary of State If other than California, is the Entity also registered in California?  Yes  No 5. Type of Entity  Corporation  Limited Liability Company  Partnership  Trust  Other (please specify) 6. Officers, Directors, Members, Managers, Trustees, Other Fiduciaries (please specify) Note: If any response is not a natural person, please identify all officers, directors, members, managers and other fiduciaries for the member, manager, trust, or other entity  Officer  Director  Member  Manager [name]  General Partner  Limited Partner Other  Officer  Director  Member  Manager [name]  General Partner  Limited Partner  Other  Officer  Director  Member  Manager [name]  General Partner  Limited Partner  Other Berg & Associates, Inc. 302 West 5th St, Suite 210, San Pedro, CA. 90731 California Item 1H - Page 12 ✓ ✓ ✓ ✓ Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA 7. Owners/Investors with a 5% beneficial interest in the Applicant Entity or a related entity EXAMPLE JANE DOE [name of owner/investor] 50%, ABC COMPANY, Inc. [percentage of beneficial interest in entity and name of entity] A. [name of owner/investor] [percentage of beneficial interest in entity and name of entity] B. [name of owner/investor] [percentage of beneficial interest in entity and name of entity] C. [name of owner/investor] [percentage of beneficial interest in entity and name of entity] D. [name of owner/investor] [percentage of beneficial interest in entity and name of entity] E. [name of owner/investor] [percentage of beneficial interest in entity and name of entity] I DECLARE UNDER PENALTY OF PERJURY UNDER THE LAWS OF THE STATE OF CALIFORNIA THAT THE FOREGOING IS TRUE AND CORRECT. Signature of Disclosing Party, Printed Name, Title Date Deborah Berg 100%, Berg & Assocaites, Inc. Vice President 04.22.25 Item 1H - Page 13 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA E. PUBLIC INTEGRITY BUSINESS DISCLOSURE PUBLIC INTEGRITY DISCLOSURE APPLICANT DISCLOSURE FORM 1. Name of Entity 2. Address of Entity (Principal Place of Business) 3. Local or California Address (if different than #2) 4. State where Entity is Registered with Secretary of State If other than California, is the Entity also registered in California?  Yes  No 5. Type of Entity  Corporation  Limited Liability Company  Partnership  Trust  Other (please specify) 6. Officers, Directors, Members, Managers, Trustees, Other Fiduciaries (please specify) Note: If any response is not a natural person, please identify all officers, directors, members, managers and other fiduciaries for the member, manager, trust, or other entity  Officer  Director  Member  Manager [name]  General Partner  Limited Partner Other  Officer  Director  Member  Manager [name] General Partner  Limited Partner  Other  Officer  Director  Member  Manager [name]  General Partner  Limited Partner  Other NV5, Inc. 200 South Park Road, Suite 350, Hollywood, FL 33021 42829 Cook Street, Suite 104, Palm Desert, CA 92211 X X XDickerson Wright Richard Tong XX Alexander Hockman XX California City of Palm Springs | On-Call Construction Management & Inspection Services NV5 | A5Item 1H - Page 14 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA E. PUBLIC INTEGRITY BUSINESS DISCLOSURE 7. Owners/Investors with a 5% beneficial interest in the Applicant Entity or a related entity EXAMPLE JANE DOE [name of owner/investor] 50%, ABC COMPANY, Inc. [percentage of beneficial interest in entity and name of entity] A. [name of owner/investor] [percentage of beneficial interest in entity and name of entity] B. [name of owner/investor] [percentage of beneficial interest in entity and name of entity] C. [name of owner/investor] [percentage of beneficial interest in entity and name of entity] D. [name of owner/investor] [percentage of beneficial interest in entity and name of entity] E. [name of owner/investor] [percentage of beneficial interest in entity and name of entity] I DECLARE UNDER PENALTY OF PERJURY UNDER THE LAWS OF THE STATE OF CALIFORNIA THAT THE FOREGOING IS TRUE AND CORRECT. Signature of Disclosing Party, Printed Name, Title Date NV5 Global, Inc.100%, NV5 Global Inc. Jeffrey M. Cooper Executive Vice President/COO 4/18/25 City of Palm Springs | On-Call Construction Management & Inspection Services NV5 | A6Item 1H - Page 15 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA Section e: FormS Southstar | DCCM | Response to City of Palm Springs, CM&I RFQ 2025 | April 22, 2025 viii PUBLIC INTEGRITY DISCLOSURE APPLICANT DISCLOSURE FORM 1. Name of Entity 2. Address of Entity (Principal Place of Business) 3. Local or California Address (if different than #2) 4. State where Entity is Registered with Secretary of State If other than California, is the Entity also registered in California?  Yes  No 5. Type of Entity  Corporation  Limited Liability Company  Partnership  Trust  Other (please specify) 6. Officers, Directors, Members, Managers, Trustees, Other Fiduciaries (please specify) Note: If any response is not a natural person, please identify all officers, directors, members, managers and other fiduciaries for the member, manager, trust, or other entity  Officer  Director  Member  Manager [name]  General Partner  Limited Partner Other  Officer  Director  Member  Manager [name]  General Partner  Limited Partner  Other  Officer  Director  Member  Manager [name]  General Partner  Limited Partner  Other Southstar Engineering & Consulting, Inc. (Southstar | DCCM) 1945 Chicago Ave Unit C-2 Riverside, CA 92507 1945 Chicago Ave Unit C-2 Riverside, CA 92507 California Yvette Kirrin, PE - President Jason Bennecke, PE, MBA, PMP - CEO Amr Abuelhassan, PE, MS, QSD - COO Item 1H - Page 16 -1 - -- ~ ✓ ✓ ' - ✓ - ✓ - I_ _J Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA Section e: FormS Southstar | DCCM | Response to City of Palm Springs, CM&I RFQ 2025 | April 22, 2025 ix 7. Owners/Investors with a 5% beneficial interest in the Applicant Entity or a related entity EXAMPLE JANE DOE [name of owner/investor] 50%, ABC COMPANY, Inc. [percentage of beneficial interest in entity and name of entity] A. [percentage of beneficial interest in entity and name of entity] B. [name of owner/investor] [percentage of beneficial interest in entity and name of entity] C. [name of owner/investor] [percentage of beneficial interest in entity and name of entity] D. [name of owner/investor] [percentage of beneficial interest in entity and name of entity] E. [name of owner/investor] [percentage of beneficial interest in entity and name of entity] I DECLARE UNDER PENALTY OF PERJURY UNDER THE LAWS OF THE STATE OF CALIFORNIA THAT THE FOREGOING IS TRUE AND CORRECT. Signature of Disclosing Party, Printed Name, Title Amr Abuelhassan, PE, MS, QSD - COO DATE 04-22-25 DCCM North America, LLC 100% N/A - Southstar has no persons owning an interest with a value of two thousand dollars ($2,000) or more who have a material financial relationship with an elected or appointed City official who will vote on the applicant’s application, or with the City Manager or City Attorney. Item 1H - Page 17 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA Attachment B Item 1H - Page 18 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA CITY OF PALM SPRINGS PROFESSIONAL SERVICES AGREEMENT ON-CALL xxxxxxxxxxxxxx SERVICES (SAMPLE AGREEMENT – INTENTIONALLY INCOMPLETE) THIS PROFESSIONAL SERVICES AGREEMENT (hereinafter “Agreement”) is made and entered into, to be effective this _____ day of _____________, 2025, by and between the CITY OF PALM SPRINGS, a California charter city and municipal corporation, (hereinafter referred to as “City”) and xxxxxxxxxxxxx , (hereinafter referred to as “Consultant”). City and Consultant are sometimes hereinafter individually referred to as “Party” and are hereinafter collectively referred to as the “Parties.” RECITALS A. City has determined that there is a need for As-Needed, “On-Call” xxxxxxxxxx Services for a variety of future xxxxxxxxxxx projects, (hereinafter the “Project”). B. Consultant has submitted to City a proposal to provide As-Needed, “On-Call” xxxxxxxxxxxxxx Services for a variety of future xxxxxxxxxxxx projects to City pursuant to the terms of this Agreement. C.Consultant is qualified by virtue of its experience, training, education, reputation, and expertise to provide these services and has agreed to provide such services as provided herein. D.City desires to retain Consultant to provide such professional services. 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: 1.0 SERVICES OF CONSULTANT 1.1 Scope of Services. In compliance with all terms and conditions of this Agreement, Consultant agrees to perform the professional services set forth in the Scope of Services described in Exhibit “A,” which is attached hereto and is incorporated herein by reference (hereinafter referred to as the “Services” or “Work”). The Services shall be more particularly described in the individual Task Order issued by the City. As a material inducement to the City entering into this Agreement, Consultant represents and warrants that this Agreement requires specialized skills and abilities and is consistent with this understanding, Consultant is a provider of first class work and professional services and that Consultant is experienced in performing the Work contemplated herein and, in light of such status and experience, Consultant covenants that it shall perform the Work 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. 1.2 Contract Documents. The Agreement between the Parties shall consist of the following: (1) this Agreement; (2) the Scope of Services; (3) the City’s Request for Proposals (4) the Consultant’s signed, original proposal submitted to the City (“Consultant’s Proposal”); (5) Fee Schedule; and (5) the Task Order (as defined herein) (collectively referred to as the “Contract Documents”). The City’s Request Item 1H - Page 19 - Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA for Proposals and the Consultant’s Proposal, which is attached as Exhibits “B” and “C” respectively, is incorporated by reference and are made a part of this Agreement. The Scope of Services shall include the Consultant’s Proposal. All provisions of the Scope of Services, Task Order, the City’s Request for Proposals and the Consultant’s Proposal shall be binding on the Parties. Should any conflict or inconsistency exist in the Contract Documents, the conflict or inconsistency shall be resolved by applying the provisions in the highest priority document, which shall be determined in the following order of priority: (1st) the terms of this Agreement; (2nd) the provisions of the Task Order; (3rd) Scope of Services (Exhibit “A”), as may be amended from time to time; (4th) the provisions of the City’s Request for Qualifications (Exhibit “B”); and (5th) the provisions of the Consultant’s Proposal. 1.3 Compliance with Law. Consultant warrants that all Services rendered hereunder shall be performed in accordance with all applicable federal, state, and local laws, statutes, and ordinances and all lawful orders, rules, and regulations promulgated thereunder, including without limitation all applicable Cal/OSHA requirements. Consultant shall be liable for all violations of such laws and regulations in connection with the Services and this Agreement. 1.4 Licenses, Permits, Fees and Assessments. Consultant represents and warrants to City that it has obtained all licenses, permits, qualifications, and approvals of whatever nature that are legally required to practice its profession and perform the Work required by this Agreement. Consultant represents and warrants to City that Consultant shall, at its sole cost and expense, keep in effect at all times during the term of this Agreement, any license, permit, qualification, or approval that is legally required for Consultant to perform the Work under this Agreement. Consultant shall have the sole obligation to pay for any fees, assessments, and taxes, plus applicable penalties and interest, which may be imposed by law and arise from or are necessary for the Consultant's performance of the Work required by this Agreement, and shall indemnify, defend, and hold harmless City against any such fees, assessments, taxes penalties, or interest levied, assessed, or imposed against City hereunder. 1.5 Familiarity with Work. By executing this Agreement, Consultant warrants that Consultant (a) has thoroughly investigated and considered the Scope of Services to be performed, (b) has carefully considered how the Services should be performed, and (c) fully understands the facilities, difficulties, and restrictions attending performance of the Services under this Agreement. If the Services involve work upon any site, Consultant warrants that Consultant has or will investigate the site and is or will be fully acquainted with the conditions there existing, prior to commencement of any Services hereunder. Should the Consultant discover any latent or unknown conditions that will materially affect the performance of the Services hereunder, Consultant shall immediately inform the City of such fact and shall not proceed except at Consultant's risk until written instructions are received from the City. 1.6 Care of Work. Consultant shall adopt reasonable methods during the term of the Agreement to furnish continuous protection to the Work and the equipment, materials, papers, documents, plans, studies, and/or other components thereof to prevent losses or damages, and shall be responsible for all such damages, to persons or property, until acceptance of the Work by the City, except such losses or damages as may be caused by City's own negligence. 1.7 Further Responsibilities of Parties. Both Parties agree to use reasonable care and diligence to perform their respective obligations under this Agreement. Both Parties agree to act in good faith to execute all instruments, prepare all documents, and take all actions as may be reasonably necessary to carry out the purposes of this Agreement. Item 1H - Page 20 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA 1.8 Performance of Services. City Manager or Director of Engineering/City Engineer, as provided in Section 2.1 of this Agreement, shall have the right at any time during the term of this Agreement to order the performance of services as generally described in the Scope of Services to perform extra or additional work beyond that specified in the Scope of Services or make changes by altering, adding to, or deducting from such Work. No Work may be undertaken unless a written order is first given by the City Manager or the Director of Engineering/City Engineer to the Consultant, incorporating therein the identification and description of the Work to be performed, a maximum or not to exceed amount for such Work, and the time to perform the Work. 1.9 Unauthorized Aliens. Consultant hereby represents and warrants that it will comply with all of the provisions of the Federal Immigration and Nationality Act, 8 U.S.C.A. §§1101, et seq., as amended, and in connection therewith, shall not employ unauthorized aliens as defined therein. Should Consultant so employ such unauthorized aliens for the performance of any Work under this Agreement, and should any liability or sanctions be imposed against City for such use of unauthorized aliens, Consultant hereby agrees to reimburse City for any and all liabilities, actions, suits, claims, demands, losses, costs, judgments, arbitration awards, settlements, damages, demands, orders, or penalties which arise out of or are related to such employment, together with any and all costs, including attorneys' fees, incurred by City. 2.0 COMPENSATION 2.1 Maximum Contract Amount. City and Consultant hereby acknowledge and agree that the Services required by this Agreement will vary dependent upon the number, type, and extent of the Services the Consultant shall provide; and no guarantee of the extent or the type of Services required of Consultant under the terms of this Agreement is made by the City. The annual level of services required by this Agreement is unknown and may significantly increase or decrease from year to year. In acknowledgement of the fact that the number and type of projects requiring the Consultant’s Services has not been identified for this Agreement, City and Consultant hereby acknowledge and agree that a specific “Maximum Contract Amount” shall be imposed on each separate project that the City may assign Consultant as provided in Section 1.8 and in this Section 2.1. Each such separate project shall be identified as a Task Order authorized by the Director of Engineering/City Engineer or the City Manager as provided in this Section 2.1. Consultant shall be compensated and reimbursed for the services rendered under this Agreement in accordance with the fee schedule set forth in Exhibit “D”. The total amount of Compensation for the duration of the term of this agreement, as defined in Section 3.4, shall not exceed $5,000,000. The method of compensation for each separate City authorized Task Order may include: (i) a lump sum payment upon completion, (ii) payment for time and materials based upon the Consultant's Schedule of Hourly Billing Rates (Fee Schedule) as shown on Exhibit “D”, or (iii) such other methods as may be specified in the Schedule of Compensation. Compensation shall include reimbursement for actual and necessary expenditures for reproduction costs, telephone expense, transportation expense, and all other necessary expenditures required to perform the professional services under this Agreement. Compensation shall include the attendance of Consultant at all project meetings reasonably deemed necessary by the City; Consultant shall not be entitled to any additional compensation for attending said meetings. Consultant hereby acknowledges that it accepts the Item 1H - Page 21 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA risk that the Services to be provided pursuant to the Scope of Services may be more costly or time consuming than Consultant anticipates, and that Consultant shall not be entitled to additional compensation, therefore. It is expressly agreed that the maximum contract amount of this Agreement is undefined and is subject to the number and type of projects requiring the Consultant’s Services throughout the duration of the term of this Agreement, if any. Consultant’s compensation shall be limited to the Maximum Contract Amount identified on each separate, individually authorized Task Order corresponding to a project requiring the services of the Consultant. By approval of this Agreement, the City Council hereby authorizes the subsequent approval of individual Task Orders (Purchase Orders) in those amounts sufficient to cover the cost of required Services necessary for the projects. 2.2 Method of Payment. Unless some other method of payment is specified in the Schedule of Compensation (Exhibit “D”), in any month in which Consultant wishes to receive payment, no later than the tenth (10) working day of such month, Consultant shall submit to the City, in a form approved by the City’s Finance Director, an invoice for Services rendered prior to the date of the invoice. Such requests shall be based upon the amount and value of the Services performed by Consultant and accompanied by such reporting data including an itemized breakdown of all costs incurred and tasks performed during the period covered by the invoice, as may be required by the City. City shall use reasonable efforts to make payments to Consultant within forty-five (45) days after receipt of the invoice or a soon thereafter as is reasonably practical. There shall be a maximum of one payment per month. 2.3 Changes in Scope. In the event any change or changes in the Scope of Services is requested by the City, the Parties shall execute a written amendment to this Agreement, setting forth with particularity all terms of such amendment, including, but not limited to, any additional professional fees. An amendment may be entered into: (a) to provide for revisions or modifications to documents or other work product or work when documents or other work product or work is required by the enactment or revision of law subsequent to the preparation of any documents, other work product, or work; and/or (b) to provide for additional services not included in this Agreement or not customarily furnished in accordance with generally accepted practice in Consultant’s profession. 2.4 Appropriations. This Agreement is subject to and contingent upon funds being appropriated therefore by the Palm Springs City Council for each fiscal year covered by the Agreement. If such appropriations are not made, the City Manager may terminate this Agreement as provided in Section 8.3 of this Agreement; otherwise, there shall be no funding for any Services and Consultant shall not be entitled to payment for any Services that Consultant may provide. 3. SCHEDULE OF PERFORMANCE 3.1 Time of Essence. Time is of the essence in the performance of this Agreement. The time for completion of the Services to be performed by Consultant is an essential condition of this Agreement. Consultant shall prosecute regularly and diligently the Work of this Agreement according to the agreed upon Schedule of Performance for each Task Order. Neither Party shall be accountable for delays in performance caused by any condition beyond the reasonable control and without the fault or negligence Item 1H - Page 22 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA of the non-performing Party. Delays shall not entitle Consultant to any additional compensation regardless of the Party responsible for the delay. 3.2 Schedule of Performance. Consultant shall commence the Services pursuant to this Agreement upon receipt of a written Task Order and shall perform all Services within the time period(s) established in the Schedule of Performance. When requested by Consultant, extensions to the time period(s) specified in the Schedule of Performance may be approved in writing by the Contract Officer, but such extensions shall not exceed one hundred eighty (180) days cumulatively; however, the City shall not be obligated to grant such an extension. 3.3 Force Majeure. The time for performance of Services to be rendered under each Task Order may be extended because of any delays due to a Force Majeure Event, if Consultant 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 Consultant’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 Consultant 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 Consultant 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. 3.4 Term. Unless earlier terminated under the terms of this Agreement, this Agreement shall continue in full force and effect for three (3) years from the effective date of this Agreement. At the sole discretion of the City Manager, upon written notice to Consultant and mutual agreement, the term of this Agreement may be extended for two (2) additional one (1) year terms. 4. COORDINATION OF WORK 4.1 Representative of Consultant. The following principal of Consultant is hereby designated as being the principal and representative of Consultant authorized to act in its behalf with respect to the Services to be performed under this Agreement and make all decisions in connection therewith: xxxxxxxxxxxxx. It is expressly understood that the experience, knowledge, education, capability, expertise, 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 Consultant and devoting sufficient time to personally supervise the services performed hereunder. The foregoing principal may not be changed by Consultant without prior written approval of the Contract Officer. 4.2 Contract Officer. The Contract Officer shall be such person as may be designated by the City Manager of City and is subject to change by the City Manager. It shall be the Consultant's Item 1H - Page 23 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA responsibility to ensure that the Contract Officer is kept fully informed of the progress of the performance of the Services, and the Consultant shall refer any decisions which must be made by City to the Contract Officer. Unless otherwise specified herein, any approval of City required hereunder shall mean the approval of the Contract Officer. The Contract Officer shall have authority to sign all documents on behalf of the City required hereunder to carry out the terms of this Agreement. 4.3 Prohibition Against Subcontracting or Assignments. The experience, knowledge, education, capability, and reputation of Consultant, its principals and employees, were a substantial inducement for City to enter into this Agreement. Consultant 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 Consultant is permitted to subcontract any part of this Agreement by City, Consultant shall be responsible to City for the acts and omissions of its subconsultant(s) in the same manner as it is for persons directly employed. Nothing contained in this Agreement shall create any contractual relationships between any subconsultant and City. All persons engaged in the Work will be considered employees of Consultant. City will deal directly with and will make all payments to Consultant. In addition, neither this Agreement nor any interest herein may be transferred, assigned, conveyed, hypothecated, or encumbered voluntarily or by operation of law, whether for the benefit of creditors or otherwise, without the prior written consent of City. Transfers restricted hereunder shall include the transfer to any person or group of persons acting in concert of more than twenty five percent (25%) of the present ownership and/or control of Consultant, taking all transfers into account on a cumulative basis. In the event of any such unapproved transfer, including any bankruptcy proceeding, this Agreement shall be void. No approved transfer shall release Consultant or any surety of Consultant from any liability hereunder without the express written consent of City. 4.4 Independent Consultant. A. The legal relationship between the Parties is that of an independent Consultant, and nothing herein shall be deemed to make Consultant a City employee. During the performance of this Agreement, Consultant and its officers, employees, and agents shall act in an independent capacity and shall not act as City officers or employees. The personnel performing the Services under this Agreement on behalf of Consultant shall at all times be under Consultant’s exclusive direction and control. Neither City nor any of its officers, employees, or agents shall have control over the conduct of Consultant or any of its officers, employees, or agents, except as set forth in this Agreement. Consultant, its officers, employees, or agents shall not maintain an office or any other type of fixed business location at City’s offices. City shall have no voice in the selection, discharge, supervision, or control of Consultant’s employees, servants, representatives, or agents, or in fixing their number, compensation, or hours of service. Consultant shall pay all wages, salaries, and other amounts due its employees in connection with this Agreement and shall be responsible for all reports and obligations respecting them, including but not limited to social security income tax withholding, unemployment compensation, workers’ compensation, and other similar matters. City shall not in any way or for any purpose be deemed to be a partner of Consultant in its business or otherwise a joint ventures or a member of any joint enterprise with Consultant. B. Consultant shall not incur or have the power to incur any debt, obligation, or liability against City, or bind City in any manner. Item 1H - Page 24 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA C. No City benefits shall be available to Consultant, its officers, employees, or agents in connection with any performance under this Agreement. Except for professional fees paid to Consultant as provided for in this Agreement, City shall not pay salaries, wages, or other compensation to Consultant for the performance of Services under this Agreement. City shall not be liable for compensation or indemnification to Consultant, its officers, employees, or agents, for injury or sickness arising out of performing Services hereunder. If for any reason any court or governmental agency determines that the City has financial obligations, other than pursuant to Section 2 and Subsection 1.8 herein, of any nature relating to salary, taxes, or benefits of Consultant’s officers, employees, servants, representatives, subconsultants, or agents, Consultant shall indemnify City for all such financial obligations. 4.5 California Labor Code Requirements. A. Consultant 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, Consultant agrees to fully comply with such Prevailing Wage Laws. Consultant 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 Consultant 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 Consultant and all subcontractors performing such Services must be registered with the Department of Industrial Relations. Consultant 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 Consultant’s sole responsibility to comply with all applicable registration and labor compliance requirements. 5. INSURANCE 5.1 Types of Insurance. Consultant shall procure and maintain, at its sole cost and expense, in a form and content satisfactory to City, the insurance described herein for the duration of this Agreement, including any extension thereof, or as otherwise specified herein, against claims which may arise from or in connection with the performance of the Work hereunder by Consultant, its agents, representatives, or employees. In the event the City Manager determines that the Work or Services to be performed under this Agreement creates an increased or decreased risk of loss to the City, the Consultant agrees that the minimum limits of the insurance policies may be changed accordingly upon receipt of written notice from the City Manager or his designee. Consultant shall immediately substitute any insurer Item 1H - Page 25 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA whose A.M. Best rating drops below the levels specified herein. Except as otherwise authorized below for professional liability (errors and omissions) insurance, all insurance provided pursuant to this Agreement shall be on an occurrence basis. The minimum amount of insurance required hereunder shall be as follows: A. Errors and Omissions Insurance. Consultant shall obtain and maintain in full force and effect throughout the term of this Agreement, standard industry form professional liability (errors and omissions) insurance coverage in an amount of not less than one million dollars ($1,000,000.00) per occurrence and two-million dollars ($2,000,000.00) annual aggregate, in accordance with the provisions of this section. (1) Consultant shall either: (a) certify in writing to the City that Consultant is unaware of any professional liability claims made against Consultant and is unaware of any facts which may lead to such a claim against Consultant; or (b) if Consultant does not provide the certification pursuant to (a), Consultant shall procure from the professional liability insurer an endorsement providing that the required limits of the policy shall apply separately to claims arising from errors and omissions in the rendition of services pursuant to this Agreement. (2) If the policy of insurance is written on a “claims made” basis, the policy shall be continued in full force and effect at all times during the term of this Agreement, and for a period of three (3) years from the date of the completion of the Services provided hereunder. In the event of termination of the policy during this period, Consultant shall obtain continuing insurance coverage for the prior acts or omissions of Consultant during the course of performing Services under the terms of this Agreement. The coverage shall be evidenced by either a new policy evidencing no gap in coverage, or by obtaining separate extended “tail” coverage with the present or new carrier or other insurance arrangements providing for complete coverage, either of which shall be subject to the written approval by the City Manager. (3) In the event the policy of insurance is written on an “occurrence” basis, the policy shall be continued in full force and effect during the term of this Agreement, or until completion of the Services provided for in this Agreement, whichever is later. In the event of termination of the policy during this period, new coverage shall immediately be obtained to ensure coverage during the entire course of performing the Services under the terms of this Agreement. B. Workers’ Compensation Insurance. Consultant shall obtain and maintain, in full force and effect throughout the term of this Agreement, workers’ compensation insurance in at least the minimum statutory amounts, and in compliance with all other statutory requirements, as required by the State of California. Consultant agrees to waive and obtain endorsements from its workers’ compensation insurer waiving subrogation rights under its workers’ compensation insurance policy against the City and to require each of its subconsultants, if any, to do likewise under their workers’ compensation insurance policies. If Consultant has no employees, Consultant shall complete the City’s Request for Waiver of Workers’ Compensation Insurance Requirement form. C. Commercial General Liability Insurance. Consultant shall obtain and maintain, in full force and effect throughout the term of this Agreement, a policy of commercial general liability insurance written on a per occurrence basis with a combined single limit of at least one million dollars ($1,000,000.00) and two million dollars ($2,000,000.00) general aggregate for bodily injury and property Item 1H - Page 26 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA damage including coverages for contractual liability, personal injury, independent Consultants, broad form property damage, products and completed operations. D. Business Automobile Insurance. Consultant shall obtain and maintain, in full force and effect throughout the term of this Agreement, a policy of business automobile liability insurance written on a per occurrence basis with a single limit liability in the amount of one million dollars ($1,000,000.00) bodily injury and property damage. The policy shall include coverage for owned, non- owned, leased, and hired cars. E. Employer Liability Insurance. Consultant shall obtain and maintain, in full force and effect throughout the term of this Agreement, a policy of employer liability insurance written on a per occurrence basis with a policy limit of at least one million dollars ($1,000,000.00) for bodily injury or disease. 5.2 Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions must be declared to and approved by the City Manager prior to commencing any work or services under this Agreement. Consultant guarantees payment of all deductibles and self-insured retentions. City reserves the right to reject deductibles or self-insured retentions in excess of $10,000, and the City Manager may require evidence of pending claims and claims history as well as evidence of Consultant’s ability to pay claims for all deductible amounts and self-insured retentions proposed in excess of $10,000. 5.3 Other Insurance Requirements. The following provisions shall apply to the insurance policies required of Consultant pursuant to this Agreement: A. For any claims related to this Agreement, Consultant’s coverage shall be primary insurance as respects City and its officers, council members, officials, employees, agents, and volunteers. Any insurance or self-insurance maintained by the City and its officers, council members, officials, employees, agents, and volunteers shall be in excess of Consultant’s insurance and shall not contribute with it. B. Any failure to comply with reporting or other provisions of the policies, including breaches of warranties, shall not affect coverage provided to City and its officers, council members, officials, employees, agents, and volunteers. C. All insurance coverage and limits provided by Consultant and available or applicable to this Agreement are intended to apply to each insured, including additional insureds, against whom a claim is made, or suit is brought to the full extent of the policies. Nothing contained in this Agreement or any other agreement relating to the City, or its operations shall limit the application of such insurance coverage. D. None of the insurance coverages required herein will be in compliance with these requirements if they include any limiting endorsement which substantially impairs the coverages set forth herein (e.g., elimination of contractual liability or reduction of discovery period), unless the endorsement has first been submitted to the City Manager and approved in writing. E. Consultant agrees to require its insurer to modify insurance endorsements to delete Item 1H - Page 27 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA any exculpatory wording stating that failure of the insurer to mail written notice of cancellation imposes no obligation, or that any party will "endeavor" (as opposed to being required) to comply with the requirements of the endorsements. Certificates of insurance will not be accepted in lieu of required endorsements, and submittal of certificates without required endorsements may delay commencement of the Project. It is Consultant’s obligation to ensure timely compliance with all insurance submittal requirements as provided herein. F. Consultant agrees to ensure that subconsultants, and any other parties involved with the Project who are brought onto or involved in the Project by Consultant, provide the same minimum insurance coverage required of Consultant. Consultant agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this section. Consultant agrees that upon request, all agreements with subconsultants and others engaged in the Project will be submitted to the City for review. G. Consultant acknowledges and agrees that any actual or alleged failure on the part of the City to inform Consultant of non-compliance with any insurance requirement in no way imposes any additional obligations on the City nor does it waive any rights hereunder in this or any other regard. H. Consultant shall provide proof that policies of insurance required herein expiring during the term of this Agreement have been renewed or replaced with other policies providing at least the same coverage. Proof that such coverage has been ordered shall be submitted prior to expiration. Endorsements as required in this Agreement applicable to the renewing or new coverage shall be provided to City no later than ten (10) days prior to expiration of the lapsing coverage. I. Requirements of specific insurance coverage features, or limits contained in this section are not intended as limitations on coverage, limits, or other requirements nor as a waiver of any coverage normally provided by any given policy. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be limiting or all-inclusive. J. The requirements in this section supersede all other sections and provisions of this Agreement to the extent that any other section or provision conflicts with or impairs the provisions of this section. K. Consultant agrees to provide immediate notice to City of any claim or loss against Consultant arising out of the Work performed under this Agreement and for any other claim or loss which may reduce the insurance available to pay claims arising out of this Agreement. City assumes no obligation or liability by such notice but has the right (but not the duty) to monitor the handling of any such claim or claims if they are likely to involve City, or to reduce or dilute insurance available for payment of potential claims. L. Consultant agrees that the provisions of this section shall not be construed as limiting in any way the extent to which the Consultant may be held responsible for the payment of damages resulting from the Consultant’s activities or the activities of any person or person for which the Consultant is otherwise responsible. 5.4 Sufficiency of Insurers. Insurance required herein shall be provided by authorized Item 1H - Page 28 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA 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 such requirements are waived in writing by the City Manager or his designee due to unique circumstances. 5.5 Verification of Coverage. Consultant 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 Consultant’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. 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 Consultant’s obligation to provide them. 6. INDEMNIFICATION 6.1 To the fullest extent permitted by law, Consultant shall defend (at Consultant’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 Item 1H - Page 29 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA but not limited to Claims arising from injuries to or death of persons (Consultant’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 Consultant, its officers, employees, representatives, and agents, that arise out of or relate to Consultant’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 Consultant’s indemnification obligation or other liability under this Agreement. Consultant’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. 6.2 If Consultant’s obligation to defend, indemnify, and/or hold harmless arises out of Consultant’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, Consultant’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 Consultant in the performance of the Services or this Agreement, and, upon Consultant obtaining a final adjudication by a court of competent jurisdiction, Consultant’s liability for such claim, including the cost to defend, shall not exceed the Consultant’s proportionate percentage of fault. 7. REPORTS AND RECORDS 7.1 Accounting Records. Consultant shall keep complete, accurate, and detailed accounts of all time, costs, expenses, and expenditures pertaining in any way to this Agreement. Consultant shall keep such books and records as shall be necessary to properly perform the Services required by this Agreement and to 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 reasonable times, including the right to inspect, copy, audit, and make records and transcripts from such records. 7.2 Reports. Consultant shall periodically prepare and submit to the Contract Officer such reports concerning the performance of the Services required by this Agreement as the Contract Officer shall require. Consultant hereby acknowledges that the City is greatly concerned about the cost of the Work to be performed pursuant to this Agreement. For this reason, Consultant agrees that if Consultant becomes aware of any facts, circumstances, techniques, or events that may or will materially increase or decrease the cost of the Work contemplated herein or, if Consultant is providing design services, the cost of the project being designed, Consultant shall promptly notify the Contract Officer of such fact, circumstance, technique, or event and the estimated increased or decreased cost related thereto and, if Consultant is providing design services, the estimated increased or decreased cost estimate for the project being designed. 7.3 Ownership of Documents. All drawings, specifications, reports, records, documents, memoranda, correspondence, computations, and other materials prepared by Consultant, its employees, subconsultants, and agents in the performance of this Agreement shall be the property of City and shall be promptly delivered to City upon request of the Contract Officer or upon the termination of this Item 1H - Page 30 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA Agreement, and Consultant shall have no claim for further employment or additional compensation as a result of the exercise by City of its full rights of ownership of the documents and materials hereunder. Any use of such completed documents for other projects and/or use of incomplete documents without specific written authorization by the Consultant will be at the City's sole risk and without liability to Consultant, and the City shall indemnify the Consultant for all damages resulting therefrom. Consultant may retain copies of such documents for its own use. Consultant shall have an unrestricted right to use the concepts embodied therein. Consultant shall ensure that all its subconsultants shall provide for assignment to City of any documents or materials prepared by them, and in the event, Consultant fails to secure such assignment, Consultant shall indemnify City for all damages resulting therefrom. 7.4 Release of Documents. All drawings, specifications, reports, records, documents, and other materials prepared by Consultant in the performance of Services under this Agreement shall not be released publicly without the prior written approval of the Contract Officer. All information gained by Consultant in the performance of this Agreement shall be considered confidential and shall not be released by Consultant without City’s prior written authorization. 7.5 Audit and Inspection of Records. After receipt of reasonable notice and during the regular business hours of City, Consultant shall provide City, or other agents of City, such access to Consultant’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 Consultant’s performance under this Agreement. Consultant 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. 8. ENFORCEMENT OF AGREEMENT 8.1 California Law and Venue. This Agreement shall be construed and interpreted both as to validity and as 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 Consultant covenants and agrees to submit to the personal jurisdiction of such court in the event of such action. 8.2 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. 8.3 Termination. City may terminate this Agreement at any time, with or without cause, upon thirty (30) days written notice to Consultant. Where termination is due to the fault of Consultant 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, Consultant shall immediately cease all Services except such as may be specifically approved by the Contract Officer. Item 1H - Page 31 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA Consultant 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. Consultant shall not be entitled to payment for unperformed Services and shall not be entitled to damages or compensation for termination of Work. Consultant may not terminate this Agreement except for cause, upon thirty (30) days written notice to City. 8.4 Default of Consultant. A. Consultant’s failure to comply with any provision of this Agreement shall constitute a default. B. If the City Manager, or his designee, determines that Consultant is in default in the performance of any of the terms or conditions of this Agreement, he/she shall notify Consultant in writing of such default. Consultant shall have ten (10) days, or such longer period as City may designate, to cure the default by rendering satisfactory performance. In the event Consultant fails to cure its default within such period of time, City shall have the right, notwithstanding any other provision of this Agreement, to terminate this Agreement without further notice and without prejudice of any remedy to which City may be entitled at law, in equity, or under this Agreement. Consultant shall be liable for any and all reasonable costs incurred by City as a result of such default. Compliance with the provisions of this section shall not constitute a waiver of any City right to take legal action in the event that the dispute is not cured, provided that nothing herein shall limit City’s right to terminate this Agreement without cause pursuant to Section 8.3. C. If termination is due to the failure of the Consultant to fulfill its obligations under this Agreement, City may, after compliance with the provisions of Section 8.4.B, take over the work and prosecute the same to completion by contract or otherwise, and the Consultant shall be liable to the extent that the total cost for completion of the Services required hereunder exceeds the Maximum Contract Amount (provided that the City shall use reasonable efforts to mitigate such damages), and City may withhold any payments to the Consultant for the purpose of set-off or partial payment of the amounts owed the City as previously stated. The withholding or failure to withhold payments to Consultant shall not limit Consultant’s liability for completion of the Services as provided herein. 8.5 Waiver. No waiver of any provision of this Agreement shall be effective unless in writing and signed by a duly authorized representative of the Party against whom enforcement of a waiver is sought. Any waiver by the Parties of any default or breach of any covenant, condition, or term contained in this Agreement, shall not be construed to be a waiver of any subsequent or other default or breach, nor shall failure by the Parties to require exact, full, and complete compliance with any of the covenants, conditions, or terms contained in this Agreement be construed as changing the terms of this Agreement in any manner or preventing the Parties from enforcing the full provisions hereof. 8.6 Rights and Remedies 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 and 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. Item 1H - Page 32 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA 8.7 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 declaratory or injunctive relief, or to obtain any other remedy consistent with the purposes of this Agreement. 8.8 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, including but not limited to reasonable attorney fees, expert consultant fees, court costs and all fees, costs, and expenses incurred in any appeal or in collection of any judgment entered in such proceeding. 9. CITY OFFICERS AND EMPLOYEES: NON-DISCRIMINATION 9.1 Non-liability of City Officers and Employees. No officer or employee of the City shall be personally liable to the Consultant, or any successor-in-interest, in the event of any default or breach by the City or for any amount which may become due to the Consultant or to its successor, or for breach of any obligation of the terms of this Agreement. 9.2 Conflict of Interest. Consultant acknowledges that no officer or employee of the City has or shall have any direct or indirect financial interest in this Agreement, nor shall Consultant enter into any agreement of any kind with any such officer or employee during the term of this Agreement and for one year thereafter. Consultant warrants that Consultant 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. 9.3 Covenant Against Discrimination. In connection with its performance under this Agreement, Consultant 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”). Consultant 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, Consultant certifies that its actions and omissions hereunder shall not incorporate any discrimination arising from or related to any prohibited basis in any Consultant 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 Consultant 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. 10. MISCELLANEOUS PROVISIONS 10.1 Patent and Copyright Infringement. A. To the fullest extent permissible under law, and in lieu of any other warranty by City or Consultant against patent or copyright infringement, statutory or otherwise, it is agreed that Item 1H - Page 33 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA Consultant shall defend at its expense any claim or suit against City on account of any allegation that any item furnished under this Agreement, or the normal use or sale thereof arising out of the performance of this Agreement, infringes upon any presently existing U.S. letters patent or copyright and Consultant shall pay all costs and damages finally awarded in any such suit or claim, provided that Consultant is promptly notified in writing of the suit or claim and given authority, information and assistance at Consultant’s expense for the defense of same, and provided such suit or claim arises out of, pertains to, or is related to the negligence, recklessness or willful misconduct of Consultant. However, Consultant will not indemnify City if the suit or claim results from: (1) City's alteration of a deliverable, such that City’s alteration of such deliverable created the infringement upon any presently existing U.S. letters patent or copyright; or (2) the use of a deliverable in combination with other material not provided by Consultant when it is such use in combination which infringes upon an existing U.S. letters patent or copyright. B. Consultant shall have sole control of the defense of any such claim or suit and all negotiations for settlement thereof, Consultant shall not be obligated to indemnify City under any settlement made without Consultant’s consent or in the event City fails to cooperate in the defense of any suit or claim, provided, however, that such defense shall be at Consultant’s expense. If the use or sale of such item is enjoined as a result of the suit or claim, Consultant, at no expense to City, shall obtain for City the right to use and sell the item, or shall substitute an equivalent item acceptable to City and extend this patent and copyright indemnity thereto. 10.2 Notices. All notices or other communications required or permitted hereunder shall be in writing, and shall be personally delivered, sent by pre-paid First Class U.S. Mail, registered or certified mail, postage prepaid, return receipt requested, or delivered or sent by facsimile with attached evidence of completed transmission, and shall be deemed received upon the earlier of (i) the date of delivery to the address of the person to receive such notice if delivered personally or by messenger or overnight courier; (ii) five (5) business days after the date of posting by the United States Post Office if by mail; or (iii) when sent if given by facsimile. Any notice, request, demand, direction, or other communication sent by facsimile must be confirmed within forty-eight (48) hours by letter mailed or delivered. Other forms of electronic transmission such as e-mails, text messages, instant messages are not acceptable manners of notice required hereunder. Notices or other communications shall be addressed as follows: To City: City of Palm Springs Attention: City Manager 3200 E. Tahquitz Canyon Way Palm Springs, CA 92262 Telephone: (760) 323-8204 To Consultant: xxxxxxxxxxxxxxxxxxxxxxx 10.3 Entire 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 hereof. No amendments or other modifications of this Agreement shall be binding unless executed in writing by both Parties hereto, or their respective successors, assigns, or grantees. 10.4 Severability. Whenever possible, each provision of this Agreement shall be interpreted in Item 1H - Page 34 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA such a manner as to be effective and valid under applicable law, but if any provision of this Agreement shall be determined to be invalid by a final judgment or decree of a court of competent jurisdiction, such provision shall be ineffective only to the extent of such prohibition or invalidity, without invalidating the reminder of that provision, or the remaining provisions of this Agreement unless the invalid provision is so material that its invalidity deprives either Party of the basic benefit of their bargain or renders this Agreement meaningless. 10.5 Successors in Interest. This Agreement shall be binding upon and inure to the benefit of the Parties’ successors and assignees. 10.6 Third Party Beneficiary. Except as may be expressly provided for herein, 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 hereto. 10.7 Recitals. The above-referenced Recitals are hereby incorporated into the Agreement as though fully set forth herein and each Party acknowledges and agrees that such Party is bound, for purposes of this Agreement, by the same. 10.8. Corporate Authority. Each of the undersigned represents and warrants that (i) the Party for which he or she is executing this Agreement is duly authorized and existing, (ii) he or she is duly authorized to execute and deliver this Agreement on behalf of the Party for which he or she is signing, (iii) by so executing this Agreement, the Party for which he or she is signing is formally bound to the provisions of this Agreement, and (iv) the entering into this Agreement does not violate any provision of any other Agreement to which the Party for which he or she is signing is bound. 10.9 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original. 10.10 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 FOLLOWING PAGE] Item 1H - Page 35 Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA 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 Item 1H - Page 36 -- Docusign Envelope ID: 66183D6A-8BAC-4860-BF59-CDEC7960B1EA