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Wood Environment & Infrastructure Solutions - NPDES Stormwater Permit Compliance (2019)AGREEMENT FOR SERVICES (For contracts over $5,000 - CONSULTANT) This AGREEMENT made this 17th day of July, 2019, between: CITY: City of Gilroy, having a principal place of business at 7351 Rosanna Street, Gilroy, California and CONSULTANT:. Wood Environment & Infrastructure Solutions, Inc., having a principal place of business at 180 Grand Avenue, Suite 1100, Oakland, California, 94612-3066. ARTICLE 1. TERM OF AGREEMENT This Agreement will become effective on 7/1/2019 and will continue in effect through 6/30/2020 unless terminated in accordance with the provisions of Article 7 of this Agreement. Any lapse in insurance coverage as required by Article 5, Section D of this Agre6mc0t! terminate this Agreement regardless of any other provision stated herein. Initial ARTICLE 2. INDEPENDENT CONTRACTOR STATUS It is the express intention of the parties that CONSULTANT is an independent contractor and not an employee, agent, joint venturer or partner of CITY. Nothing in this Agreement shall be interpreted or construed as creating or establishing the relationship of employer and employee between CITY and CONSULTANT or any employee or agent of CONSULTANT. Both parties acknowledge that CONSULTANT is not an employee for state or federal tax purposes. CONSULTANT shall not be entitled to any of the rights or benefits afforded to CITY' S employees, including, without limitation, disability or unemployment insurance, workers' compensation, medical insurance, sick leave, retirement benefits or any other employment benefits. CONSULTANT shall retain the right to perform services for others during the term of this Agreement. ARTICLE 3. SERVICES TO BE PERFORMED BY CONSULTANT A. Specific Services CONSULTANT agrees to: Perform the services as outlined in Exhibit "A" ("Specific Provisions") and Exhibit "B" ("Scope of Services"), within the time periods described in Exhibit "C" ("Milestone Schedule"). B. Method of Performing Services CONSULTANT shall determine the method, details and means of performing the above - described services. CITY shall have no right to, and shall not, control the manner or determine the method of accomplishing CONSULTANT'S services. 4835-2267-0361 v1 LACk04706083 C. Employment of Assistants CONSULTANT may, at the CONSULTANT'S own expense, employ such assistants as CONSULTANT deems necessary to perform the services required of CONSULTANT by this Agreement, subject to the prohibition against assignment and subcontracting contained. in Article 5 below. CITY may not control, direct, or supervise CONSULTANT'S assistants in the performance of those services. CONSULTANT assumes full and sole responsibility for the payment of all compensation and expenses of these assistants and for all state and federal income tax, unemployment insurance, Social Security, disability insurance and other applicable withholding. D. Place of Work CONSULTANT shall perform the services required by this Agreement at any place or location and at such times as CONSULTANT shall determine is necessary .to properly and timely perform CONSULTANT'S services. ARTICLE 4. COMPENSATION A. Consideration In consideration for the services to be performed by CONSULTANT, CITY agrees to pay CONSULTANT the amounts set forth in Exhibit "D" ("Payment Schedule"). In no event however shall the total compensation paid to CONSULTANT exceed $30,700. B. Invoices CONSULTANT shall submit invoices for all services rendered. C. Payment Payment shall be due according to the payment schedule set forth in Exhibit "D". No payment will be made unless CONSULTANT has first provided City with a written receipt of invoice describing the work performed and any approved direct expenses (as provided for in Exhibit "A", Section IV) incurred during the preceding period. If CITY objects to all or any portion of any invoice, CITY shall notify CONSULTANT of the objection within thirty (30) days from receipt of the invoice, give reasons for the objection, and pay that portion of the invoice not in dispute. It shall not constitute a default or breach of this Agreement for CITY not to pay any invoiced amounts to which it has objected until the objection has been resolved by mutual agreement of the parties. D. Expenses CONSULTANT shall be responsible for all costs and expenses incident to the performance of services for CITY, including but not limited to, all costs of equipment used or provided by CONSULTANT, all fees, fines, licenses, bonds or taxes required of or imposed against CONSULTANT and all other of CONSULTANT'S costs of doing business. CITY shall not be 4835-2267-03610 LAC104706083 responsible for any expenses incurred by CONSULTANT in performing services for CITY, except for those expenses constituting "direct expenses" referenced on Exhibit "A." ARTICLE 5. OBLIGATIONS OF CONSULTANT A. Tools and Instrumentalities CONSULTANT -shall supply all tools and instrumentalities required to perform the services under this Agreement at its sole cost and expense. CONSULTANT is not required to purchase or rent any tools, equipment or services from CITY. B. Workers' Compensation CONSULTANT agrees to provide workers' compensation insurance for CONSULTANT'S employees and agents and agrees to hold harmless, defend with counsel acceptable to CITY and indemnify CITY, its officers, representatives, agents and employees from and against any and all claims, suits, damages, costs, fees, demands, causes of action, losses, liabilities and expenses, including without limitation reasonable attorneys' fees, arising out of any injury, disability, or death of any of CONSULTANT'S employees. C. Indemnification of Liability, Duty to Defend 1. . As to professional liability, to the fullest extent permitted by law, CONSULTANT shall defend, through counsel approved by CITY (which approval shall not be unreasonably withheld), indemnify and hold harmless CITY, its officers, representatives, agents and employees against any and all suits, damages, costs, fees, claims, demands, causes of action, losses, liabilities and expenses, including without limitation attorneys' fees, to the extent arising or resulting directly or indirectly from any willful or negligent acts, errors or omissions of CONSULTANT or CONSULTANT'S assistants, employees or agents, including all claims relating to the injury or death of any person or damage to any property. 2. As to other liability, to the fullest extent permitted by law, CONSULTANT shall defend, through counsel approved by CITY (which approval shall not be unreasonably withheld), indemnify and hold harmless CITY, its officers, representatives, agents and employees against any and all suits, damages, costs, fees, claims, demands, causes of action, losses, liabilities and expenses, including without limitation attorneys' fees, arising or resulting directly or indirectly from any act or omission of CONSULTANT or CONSULTANT'S assistants, employees or agents, including all claims relating to the injury or death of any person or damage to any property. D. Insurance In addition to any other obligations under this Agreement, CONSULTANT shall, at no cost to CITY, obtain and maintain throughout the term of this Agreement: (a) Commercial Liability Insurance on a per occurrence basis, including coverage for owned and non -owned automobiles, with a minimum combined single limit coverage of $1,000,000 per occurrence for all damages due to bodily injury, sickness or disease, or death to any person, and damage to property, 4835-2267-0361 v1 _3 LAC104706083 including the loss of use thereof; and (b) Professional Liability Insurance (Errors & Omissions) with a minimum coverage of $1,000,000 per occurrence or claim, and $2,000,000 aggregate; provided however, Professional Liability Insurance written on a claims made basis must comply with the requirements set forth below. Professional Liability Insurance written on a claims made basis (including without limitation the initial policy obtained and all subsequent policies purchased as renewals or replacements) must show the retroactive date, and the retroactive date must be before the earlier of the effective date of the contract or the beginning of the contract work. Claims made Professional Liability Insurance must be maintained, and written evidence of insurance must be provided, for at least five (5) years after the completion of the contract work. If claims made coverage is canceled or non -renewed, and not replaced with another claims -made policy form with a retroactive date prior to the earlier of the effective date of the contract or the beginning of the contract work, CONSULTANT must purchase so called "extended reporting" or "tail" coverage for a minimum of five (5) years after completion of work, which must also show a retroactive date that is before the earlier of the effective date of the contract or the beginning of the contract work. As a condition precedent to CITY' S obligations under this Agreement, CONSULTANT shall furnish written evidence of such coverage (naming CITY, its officers and employees as additional insureds on the Comprehensive Liability insurance policy referred to in (a) immediately above via a specific endorsement) and requiring thirty (30) days written notice of policy lapse or cancellation, or of a material change in policy terms. E. Assignment Notwithstanding any other provision of this Agreement, neither this Agreement nor any duties or obligations of CONSULTANT under this Agreement may be assigned or subcontracted by CONSULTANT without the prior written consent of CITY, which CITY may withhold in its sole and absolute discretion. F. State and Federal Taxes As CONSULTANT is not CITY' S employee, CONSULTANT shall be responsible for paying all required state and federal taxes. Without limiting the foregoing, CONSULTANT acknowledges and agrees that: • CITY will not withhold FICA (Social Security) from CONSULTANT'S payments; • CITY will not make state or federal unemployment insurance contributions on CONSULTANT'S behalf; • CITY will not withhold state or federal income tax from payment to CONSULTANT; • CITY will not make disability insurance contributions on behalf of CONSULTANT; • CITY will not obtain workers' compensation insurance on behalf of CONSULTANT. 4835-2267-0361v1 LAC104706083 -4 - ARTICLE 6. OBLIGATIONS OF CITY A. Cooperation of City CITY agrees to respond to all reasonable requests of CONSULTANT and provide access, at reasonable times following receipt by CITY of reasonable notice, to all documents reasonably necessary to the performance of CONSULTANT'S duties under this Agreement. B. Assignment CITY may assign this Agreement or any duties or obligations thereunder to a successor governmental entity without the consent of CONSULTANT. Such assignment shall not release CONSULTANT from any of CONSULTANT'S duties or obligations under this Agreement. ARTICLE 7. TERMINATION OF AGREEMENT A. Sale of Consultant's Business/ Death of Consultant. CONSULTANT shall notify CITY of the proposed sale of CONSULTANT's business no later than thirty (30) days prior to any such sale. CITY shall have the option of terminating this Agreement within thirty (30) days after receiving such notice of sale. Any such CITY termination pursuant to this Article 7.A shall be in writing and sent to the address for notices to CONSULTANT set forth in Exhibit A, Subsection V.H., no later than thirty (30) days after CITY' receipt of such notice of sale. If CONSULTANT is an individual, this Agreement shall be deemed automatically terminated upon death of CONSULTANT. B. Termination by City for Default of Consultant Should CONSULTANT default in the performance of this Agreement or materially breach any of its provisions, CITY, at CITY' S option, may terminate this Agreement by giving written notification to CONSULTANT. For the purposes of this section, material breach of this Agreement shall include, but not be limited to the following: 1. CONSULTANT'S failure to professionally and/or timely perform any of the services contemplated by this Agreement. 2. CONSULTANT'S breach of any of its representations, warranties or covenants contained in this Agreement. CONSULTANT shall be entitled to payment only for work completed in accordance with the terms of this Agreement through the date of the termination notice, as reasonably determined by CITY, provided that such payment shall not exceed the amounts set forth in this Agreement for the tasks described on Exhibit C" which have been fully, competently and timely rendered by CONSULTANT. Notwithstanding the foregoing, if CITY terminates this Agreement due to CONSULTANT'S default in the performance of this Agreement or material breach by CONSULTANT of any of its provisions, then in addition to any other rights and remedies CITY 4835-2267-0361 v1 _5 _ LAC104706083 may have, CONSULTANT shall reimburse CITY, within ten (10) days after demand, for any and all costs and expenses incurred by CITY in order to complete the tasks constituting the scope of work as described in this Agreement, to the extent such costs and expenses exceed the amounts CITY would have been obligated to pay CONSULTANT for the performance of that task pursuant to this Agreement. C. Termination for Failure to Make Agreed -Upon Payments Should CITY fail to pay CONSULTANT all or any part of the compensation set forth in Article 4 of this Agreement on the date due, then if and only if such nonpayment constitutes a default under this Agreement, CONSULTANT, at the CONSULTANT'S option, may terminate this Agreement if such default is not remedied by CITY within thirty (30) days after demand for such payment is given by CONSULTANT to CITY. D. Transition after Termination Upon termination, CONSULTANT shall immediately stop work, unless cessation could potentially cause any damage or harm to person or property, in which case CONSULTANT shall cease such work as soon as it is safe to do so. CONSULTANT shall incur no further expenses in connection with this Agreement. CONSULTANT shall promptly deliver to CITY all work done toward completion of the services required hereunder, and shall act in such a manner as to facilitate any the assumption of CONSULTANT's duties by any new consultant hired by the CITY to complete such services. ARTICLE 8. GENERAL PROVISIONS A. Amendment & Modification No amendments, modifications, alterations or changes to the terms of this Agreement shall be effective unless and until made in a writing signed by both parties hereto. B. Americans with Disabilities Act of 1990 Throughout the term of this Agreement, the CONSULTANT shall comply fully with all applicable provisions of the Americans with Disabilities Act of 1990 ("the Act") in its current form and as it may be amended from time to time. CONSULTANT shall also require such compliance of all subcontractors performing work under this Agreement, subject to the prohibition against assignment and subcontracting contained in Article 5 above. The CONSULTANT shall defend with counsel acceptable to CITY, indemnify and hold harmless the CITY OF GILROY, its officers, employees, agents and representatives from and against all suits, claims, demands, damages, costs, causes of action, losses, liabilities, expenses and fees, including without limitation reasonable attorneys' fees, that may arise out of any violations of the Act by the CONSULTANT, its subcontractors, or the officers, employees, agents or representatives of either. 4835-2267-0361v1 LAC104706083 C. Attorneys' Fees If any action at law or in equity, including an action for declaratory relief, is brought to enforce or interpret the provisions of this Agreement, the prevailing party will be entitled to reasonable attorneys' fees, which may be set by the court in the same action or in a separate action brought for that purpose, in addition to any other relief to which that party may be entitled. D. Captions The captions and headings of the various sections, paragraphs and subparagraphs of the Agreement are for convenience only and shall not be considered nor referred to for resolving questions of interpretation. E. Compliance with Laws The CONSULTANT shall keep itself informed of all State and National laws and all municipal ordinances and regulations of the CITY which in any manner affect those engaged or employed in the work, or the materials used in the work, or which in any way affect the conduct of the work, and of all such orders and decrees of bodies or tribunalshaving any jurisdiction or authority over the same. Without limiting the foregoing, CONSULTANT agrees to observe the provisions of the Municipal Code of the CITY OF GILROY, obligating every contractor or subcontractor under a contract or subcontract to the CITY OF GILROY for public works or for goods or services to refrain from discriminatory employment or subcontracting practices on the basis of the race, color, sex, religious creed, national origin, ancestry of any employee, applicant for employment, or any potential Subcontractor. F. Conflict of Interest CONSULTANT certifies that to the best of its knowledge, no CITY employee or office of any public agency interested in this Agreement has any pecuniary interest in the business of CONSULTANT and that no person associated with CONSULTANT has any interest that would constitute a conflict of interest in any manner or degree as to the execution or performance of this Agreement. G. Entire Agreement This Agreement supersedes any and all prior agreements, whether oral or written, between the parties hereto with respect to the rendering of services by CONSULTANT for CITY and contains all the covenants and agreements between the parties with respect to the rendering of such services in any manner whatsoever. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein, and that no other agreement, statement or promise not contained in this Agreement shall be valid or binding. No other agreements or conversation with any officer, agent or employee of CITY prior to execution of this Agreement shall affect or modify any of the terms or obligations contained in any documents comprising this Agreement. Such other agreements or conversations shall be considered as unofficial information and in no way binding upon CITY. 4835-2267-0361 v1 LAC104706083 H. Governing Law and Venue This Agreement shall be governed by and construed in accordance with the laws of the State of California without regard to the conflict of laws provisions of any jurisdiction. The exclusive jurisdiction and venue with respect to any and all disputes arising hereunder shall be in state and federal courts located in Santa Clara County, California. I. Notices Any notice to be given hereunder by either party to the other may be effected either by personal delivery in writing or by mail, registered or certified, postage prepaid with return receipt requested. Mailed notices shall be addressed to the parties at the addresses appearing in Exhibit "A", Section V.H. but each party may change the address by written notice in accordance with this paragraph. Notices delivered personally will be deemed delivered as of actual receipt; mailed notices will be deemed delivered as of three (3) days after. mailing. J. Partial Invalidity If any provision in this Agreement is held by a court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions will nevertheless continue in full force without being impaired or invalidated in any way. K. Time of the Essence All dates and times referred to in this Agreement are of the essence. L. Waiver CONSULTANT agrees that waiver by CITY of any one or more of the conditions of performance under this Agreement shall not be construed as waiver(s) of any other condition of performance under this Agreement. Executed. at Gilroy, California, on the date and year first above written. CONSULTANT: CITY: - WOOD ENVIRONMENTAL & CITY OF GILROY INFRASTRUCTURE SOLUTIONS, INC. By. ...... By Name: Kenneth Conner. C e: Girum Awo ke Title: Principal Title: Public Works Director Social Security or Taxpayer Identification Number 91-1641772 4835-2267-0361 v1 LAC\04706083 Approved as to Form City Attorney C 4835-2267-0361 v1 _9_ LAC104706083 EXHIBIT "A" SPECIFIC PROVISIONS I. PROJECT MANAGER CONSULTANT shall provide the services indicated on the attached Exhibit "B", Scope of Services ("Services"). (All exhibits referenced are incorporated herein by reference.) To accomplish that end, CONSULTANT agrees to assign James Honniball. who will act in the capacity of Project Manager, and who will personally direct such Services. Except as may be specified elsewhere in this Agreement, CONSULTANT shall furnish all technical and professional services including labor, material, equipment, transportation, supervision and expertise to perform all operations necessary and required to complete. the Services in accordance with the terms of this Agreement. II. NOTICE TO PROCEED/COMPLETION OF SERVICE A. NOTICE TO PROCEED CONSULTANT shall commence the Services upon delivery to CONSULTANT of a written "Notice to Proceed", which Notice to Proceed shall be in the form of a written communication from designated City contact person(s). Notice to Proceed may be in' the form of e-mail, fax or letter authorizing commencement of the Services. For purposes of this Agreement, Tanva Carothers shall be the designated City contact person(s). Notice to Proceed shall be deemed to have been delivered upon actual receipt by CONSULTANT or if otherwise delivered as provided in the Section V.H. ("Notices") of this Exhibit "A". B. COMPLETION OF SERVICES When CITY determines that CONSULTANT has completed all of the Services in accordance with the terms of this Agreement, CITY shall give CONSULTANT written Notice of Final Acceptance, and CONSULTANT shall not incur any further costs hereunder. CONSULTANT may request this determination of completion when, in its opinion, it has completed all of the Services as required by the terms of this Agreement and, if so requested, CITY shall make this determination within two (2) weeks of such request, or if CITY determines that CONSULTANT has not completed all of such Services as required by this Agreement, CITY shall so inform CONSULTANT within this two (2) week period. III. PROGRESS SCHEDULE The schedule for performance and completion of the Services will be as set forth in the attached Exhibit "C". IV. PAYMENT OF FEES AND DIRECT EXPENSES Payments shall be made to CONSULTANT as provided for in Article 4 of this Agreement. 4835-2267-0361 v1 LAC104706083 Direct expenses are charges and fees not included in Exhibit "B". CITY shall be obligated to pay only for those direct expenses which have been previously approved in writing by CITY. CONSULTANT shall obtain written approval from CITY prior to incurring or billing of direct expenses. Copies of pertinent financial records, including invoices, will be included with the submission of billing(s) for all direct expenses. V. OTHER PROVISIONS A. STANDARD OF WORKMANSHIP CONSULTANT represents and warrants that it has the qualifications, skills and licenses necessary to perform the Services, and its duties and obligations, expressed and implied, contained herein, and CITY expressly relies upon CONSULTANT'S representations and warranties regarding its skills, qualifications and licenses. CONSULTANT shall perform such Services and duties in conformance to and consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Any plans, designs, specifications, estimates, calculations, reports and other documents furnished under this Agreement shall be of a quality acceptable to CITY. The minimum criteria for acceptance shall be a product of neat appearance, well -organized, technically and grammatically correct, checked and having the maker and, checker identified. The minimum standard of appearance, organization and content of the drawings shall be that used by CITY for similar purposes. B. RESPONSIBILITY OF CONSULTANT CONSULTANT shall be responsible for the professional quality, technical accuracy, and the coordination of the Services furnished by it under this Agreement. CONSULTANT shall not be responsible for the accuracy of any project or technical information provided by the CITY. The CITY'S review, acceptance or payment for any of the Services shall not be construed to operate as a waiver of any rights under this Agreement or of any cause of action arising out of the performance of this Agreement, and CONSULTANT shall be and remain liable to CITY in accordance with applicable law for all damages to CITY caused by CONSULTANT'S negligent performance of any of the services furnished under this Agreement. C. RIGHT OF CITY TO INSPECT RECORDS OF CONSULTANT CITY, through its authorized employees, representatives or agents, shall have the right, at any and all reasonable times, to audit the books and records (including, but not limited to, invoices, vouchers, canceled checks, time cards, etc.) of CONSULTANT for the purpose of verifying any and all charges made by CONSULTANT in connection with this Agreement. CONSULTANT shall maintain for a minimum period of three (3) years (from the date of final payment to CONSULTANT), or for any longer period required by law, sufficient books and records in accordance with standard California accounting practices to establish the correctness of all charges submitted to CITY by CONSULTANT, all of which shall be made available to CITY at the CITY's offices within five (5) business days after CITY's request. 4835-2267-0361 v1 LAC104706083 D. CONFIDENTIALITY OF MATERIAL All ideas, memoranda, specifications, plans, manufacturing procedures, data (including, but not limited to, computer data and source code), drawings, descriptions, documents, discussions or other information developed or received by or for CONSULTANT and all other written and oral information developed or received by or for CONSULTANT and all other written and oral information submitted to CONSULTANT in connection with the performance of this Agreement shall be held confidential by CONSULTANT and shall not, without the prior written consent of CITY, be used for any purposes other than the performance of the Services, nor be disclosed to an entity not connected with the performance of the such Services. Nothing furnished to CONSULTANT which is otherwise known to CONSULTANT or is or becomes generally known to the related industry (other than that which becomes generally known as the result of CONSULTANT'S disclosure thereof) shall be deemed confidential. CONSULTANT shall not use CITY' S name or insignia, or distribute publicity pertaining to the services rendered under this Agreement in any magazine, trade paper, newspaper or other medium without the express written'consent of CITY. E. NO PLEDGING OF CITY' S CREDIT. Under no circumstances shall CONSULTANT have the authority or power to pledge the credit of CITY or incur any obligation in the name of CITY. F. OWNERSHIP OF MATERIAL. All material including, but not limited to, computer information, data and source code, sketches, tracings, drawings, plans, diagrams, quantities, estimates, specifications, proposals, tests, maps, calculations, photographs, reports and other material developed, collected, prepared (or caused to be prepared) under this Agreement shall be the property of CITY, but CONSULTANT may retain and use copies thereof subject to Section V.D of this Exhibit "A". CITY shall not be limited in any way in its use of said material at any time for any work, whether or not associated with the. City project for which the Services are performed. However, CONSULTANT shall not be responsible for, and City shall indemnify CONSULTANT from, damages resulting from the use of said material for work other than PROJECT, including, but not limited to, the release of this material to third parties for work other than on PROJECT. G. NO THIRD PARTY BENEFICIARY. This Agreement shall not be construed or deemed to be an agreement for the benefit of any third party or parties, and no third party or parties shall have any claim or right of action hereunder for any cause whatsoever. 4835-2267-0361 v1 _3 _ LAC104706083 H. NOTICES. Notices are to be sent as follows: CITY: Jorge Duran City of Gilroy 7351 Rosanna Street Gilroy, CA 95020 CONSULTANT: Jim Honniball Wood Environment & Infrastructure Solutions, Inc. 180 Grand Avenue, Suite 1100 Oakland, California, 94612-3066 I. FEDERAL FUNDING REQUIREMENTS. ❑ If the box to the left of this sentence is checked, this Agreement involves federal funding and the requirements of this Section V.I. apply. ® If the box to the left of this sentence is checked, this Agreement does not involve federal funding and the requirements of this Section V.I. do not apply. 1. DBE Program CONSULTANT shall comply with the requirements of Title 49, Part 26, Code of Federal Regulations (49 CFR 26) and the City -adopted Disadvantaged Business Enterprise programs. 2. Cost Principles Federal Acquisition Regulations in Title 48, CFR 31, shall be used to determine the allowable cost for individual items. 3. Covenant against Contingent Fees The CONSULTANT warrants that he/she has not employed or retained any company or person, other than a bona fide employee working for the CONSULTANT, to solicit or secure this Agreement, and that he/she has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage, brokerage fee, gift or any other consideration, contingent upon or resulting from the award or formation of this Agreement. For breach or violation of this warranty, the Local Agency shall have the right to annul this Agreement without liability or, at its discretion, to deduct from the agreement price or consideration, or otherwise recover, the full amount of such fee, commission, percentage, brokerage fee, gift or contingent fee. 4835-2267-03610 LAC104706083 EXHIBIT "B" SCOPE OF SERVICES 4835-2267-0361 v1 _ j - LAC104706083 Mr. Jorge Duran City of Gilroy June 6, 2019 Page 2 Work to be performed during the July 1, 2019 — June 30, 2020 fiscal year are described below in Tasks A through F. R I A VIN m"� III 111�111 I I III I III' IIII .11p !�I I �46firiItt; 0III ! I Z, Amec Foster Wheeler was authorized in FY July 1, 2014, — June 30, 2015 to develop a "dol'orms" hand- held application to streamline the City's inspections and increase overall efficiency by assisting the City to print out inspection reports to mail to entities and query information needed for reporting and enforcement. In FY July 1, 2015 —June 30, 2016, new budget authorized inspection doForms training totaling up to two working days to tr-ain the City's inspector on use of the doForms, follow up Wth support in response to questions and produce pdfs for the City after inspections were sent to the doForms cloud for retrieval into database. During FY July 1, 2016 — June 30, 2017 a new budget was primarily used to follow up with support and produce pdfs for the City after inspections were sent to the doForms cloud. The same was true for the July 1, 2017 — June 30, 2018. The new During FY July 1, 2018 — June 30, 2011.3 inspections were not performed by the City, Since then, new develoI ment has occurred in the City reguiring the doForm construction data base to be updated for current FYs June 1, 2019 "through June 30, 2020. The City will give Wood the updated development sites for construction inspections. This amount rnay need to be adjusted should development exceed the assurned amount. IRIIIIIIIII91IIIIIII INFORM I I I � I III To support Provision E.1 0, this task includes monthly database maintenance between the dol'orms cloud and ' the Wood cloud retrieval database program. Additionally, this task includes annual reporting assistanceto the City for construction inspections. The electronic inspection report will be in excel database of construction sites greater than 1- acre and registered under the NPDES Construction General Permit (CGP) and sites less than 1 -acre which do not require CGP coverage. The electronic file will be sent to the City via email by July 31 of each -fiscal year. Provision E.9 includes the requirement to eliminate all unauthorized dry weather discharges to the MS4 system. Dry weather flow investigations are an annual requirement, therefore during FY 2019 — 2020, Ad H Environmental will assist in observations of the seventy-seven outfalls. The cost estimate assumes sampling of ten outfalls due to a very wet* season. Inspections and sampling will be performed in September 2019. Approximately three days for a team of two have been budgeted for ADH to perform observations and sampling, Samples will be analyzed for pH, specific conductance, ammonia, color, surfactants, fluoride, -hardness, potassium, and turbidity per Tabile 1 Indicator Parameters, Section E.9,c, Field Sampling to Detect Illicit Discharges of the MS4. Samples will be sent to 01� Mr. Jorge Duran City ofGilroy June 6,2O19 Page Caltest Laboratory located in Napa, California, in an ice -filled cooler under chain -of -custody procedures. Caltest will provide CEDEN electronic data deliverable. Task D - GUS Work including Trash Amendments and OthenGXS Coordination Packaging ofG|S Data for Gilroy as needed to coordinate with City Projects involving stornlwatar including BMP RAM, the requirements ofthe State 13383Trash Amendments Letter, Valley Water S\NRP preparation, etc. Task E - Coordination of Messaging Materials for Public Outreach and Awareness Provision E7 (education and outreach program) of the K4S4 requires the City to measurably increase the knowledge and awareness ofstorrnwater issues amongst the public.. Wood will research and purchase outreach materials with program -specific messaging that raises awareness about the current ytomnvvat er program including dog waste, trash, and the illicit discharge phone number. Task F- Project Management, Consultation, Outreach, Miscellaneous This task includes project management, quality control, budget review,'invoicing, consultation, outreach and miscellaneous tasks as needed. Tasks that exceed the budget of this task will require a different proposal (work order). COST ESTIMATE This proposal requests, for anot toexceed amount of $3O,7OOfrom July 1,2D1Bthrough June 3l 2020.Wood will perform the above scope onotime and materials basis atdirection ofCity staff for the amounts listed below, by task. Task Cost Task A-E1OConstruction Site Investigation and Enforcement Support $4,400 Task 8-Data Base Maintenance and Annual Reporting $4,800 Task [-E9Dry Weather Flow Investigations and Sampling Dry -Weather Outfa|||nspediona Dry -Weather Outfa||Sampling $12,200 Task D-G|SWork and G|3Coordination $4,000 Task E - Coordination of Messaging Materials for Public Outreach and Awareness $2,300 \Task F-Project Management, Consultation, Outreach, Miscellaneous | $3,000 Total 1 $30,700 EXHIBIT "C" MILESTONE SCHEDULE 4835-2267-0361v1 LAC104706083 Mr. Jorge Duran City of Gilroy June 6, 2019 Page 3 Caltest Laboratory located in Napa, California, in an ice -filled cooler under chain -of -custody procedures. Caltest will provide CEDEN electronic data deliverable. Task D — GIS Work including Trash Amendments and Other GIS Coordination Packaging of GIS Data for Gilroy as needed to coordinate w'ith City Projects involving stormwater including BMP RAM, the requirements of the State 13383 Trash Amendments Letter, Valley Water SWRP preparation, etc. Task E — Coordination of Messaging Materials for Public Outreach and Awareness Provision E.7 (education and outreach program) of the MS4 requires the City to measurably increase the knowledge and awareness of s ' tormwater issues amongst the public. Wood will research and purchase outreach materials with program -specific messaging that raises awareness about the current stormwater program including dog waste, trash, and the illicit discharge phone number. Task F — Project Management, Consultation, Outreach, Miscellaneous This task includes project management, quality control, budget review, invoicing, consultation, outreach and miscellaneous tasks as needed. Tasks that exceed the budget of this task will require a different proposal (work order). COST ESTIMATE This proposal requests, for a not to exceed amount of $30,700 from July 1, 2019 through June 30, 2020.Woo_d will perform the above scope on a time and materials basis at direction of City staff for the amounts listed.below, by task. I Task Task A — E.10 Construction Site Investigation and Enforcement Support Task B -- Data Base Maintenance and Annual Reporting Task C — E.9 Dry Weather Flow Investigations and Sampling Dry -Weather Outfall Inspections Dry -Weather Outfall Sampling Task D — GIS Work and GIS Coordination Task E — Coordination of Messaging Materials for Public Outreach and Awareness Task F — Proiect Management, Consultation, Outreach, Miscellaneous Total Cost $4,400 $4,800 $12,200 $4,000 $2,300 $3,000 $30,700 EXHIBIT "D" PAYMENT SCHEDULE 4835-2267-0361v1 LAC104706083 WOOD ENVIRONMENT & INFRASTRUCTURE SOLUTIONS, INC. BAY AREA SCHEDULE OF CHARGES For City of Gilroy Effective April 1,2019 The hourly labor rates set forth below are valid from April 1'2019.CLIENT agrees to reimburse Wood Environment &|nfrastructure Solutions, Inc. 0wood at one and one half times or two times the associated rate/hour for non-exempt staff when Wood isrequired bystatute topay the associated overtimepnomiunu LABOR CLIENT agrees to reimburse Wood for all hours worked by professionals in the following categories at the associated hourly labor rates. Charges for expert services will be at the hourly rates shown. However, for depositions and court appearances, CLIENT agrees to reimburse Wood for all hours worked by professionals at the following classifications, but at two times the associated hourly labor rates. There will be a 4-hour minimum pe.r-day charge for depositions and an 8-hour minimum per -day charge for court appearances. Labu,Cateaory HnodyRae phndpei $271-370 Senior Associate 216-271 Associate 228 Senior 216 Senior 193 Technical Profesiona|3 170 Technical Professional 2 . 146 Technical Professional 1 135 Pro ect Controls 113 Senior Technician 111 Technician 106 CAo/Graph\cnesigner 105-116 Technical Editor 111 Project xdnVnistrator. 90 Support Staff 84 Time spent in travel in the interest of the client will be charged at hourly rates, except that no more than ahours of travel time will becharged per day. MISCELLANEOUS EXPENSES CLIENT agrees to reimburse Wood for miscellaneous expenses at the rate ofz% of labor charges. Miscellaneous expenses are those that are not invoiced aydirect expenses. Examples are consumable supplies, telephone and facsimile charges, photo processing, and small tools. OTHER DIRECT EXPENSES CLIENT agrees to reimburse Wood for all other direct expenses incurred at cost plus 7%. Common outside items include consultants, drilling services, laboratory testing, equipment and vehicle rental, printing and photographic work, postage and shipping, conference calls, and travel and transportation. UNIT PRICING Any unit pricing work, such as in-house equipment rental, laboratory analysis, etc. will be quoted separately upon request. |wVO|Css Invoices will be rendered at least monthly, either as a final or partial billing, and will be payable upon receipt. An additional late payment charge of 1 1/2% per month or the maximum charge allowed by |avv whichever is less, will be payable on accounts not paid within 3Odays from the billing date. Wood isonEqual xctiom.Enpkoyer,ond therefore adheres- /oall applicable federal, state, and local laws and regulations in this regard. 7000s\17091e-�020comnliance,eamwOOoSCc.docx a I DATE(MM/DD/YYYY) �°` ©" CERTIFICATE OF LIABILITY INSURANCE 07/26/2019 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME: Aon Risk Services Southwest, Inc. Houston TX office (A/CNNo. Ext): (866) 283-7122 I (AIC. No.): (800) 363-0105 5555 San Felipe E-MAIL 1500 ADDRESS: suite Houston TX 77056 USA INSURER(S) AFFORDING COVERAGE NAIC # INSURED INSURER A: AIG Specialty Insurance Company 26883 JWGUSA Holdinqs, Inc. INSURER B: ACE American Insurance Company 22667 sOUSA: Inc. and and its subsidiaries and Affiliates INSURER American International Grou UK Ltd p AA1120187 17325 Park Row INSURER D: Houston TX 77084 USA INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: 5700776658 )2 REVISION NUMBER: 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. Limits shown are as requested INSR ADDL SUBR LTR TYPE OF INSURANCE INSD WVD POLICY NUMBER POLICY EFF POLICY EXP MM/DD MM/D IYYYY) LIMITS B X COMMERCIAL GENERAL LIABILITY HDOG/15/0009 0//011261 U//UI/Z0ZU EACH OCCURRENCE $2,000,000 CLAIMS -MADE X OCCUR DAMAGE TO RENTED PREMISES (Ea occurrence) $2, 000, 000 MED EXP (Any one person) $5 , 000 PERSONAL & ADV INJURY $ 2 , 000 , 000 GEN'LAGGREGATE LIMITAPPLIES PER: GENERALAGGREGATE $4, 000, 000 POLICY ❑X JET LOC I PRODUCTS - COMP/OPAGG $4,000,000 OTHER: B AUTOMOBILE LIABILITY ISA H25300312 07/01/2019 07/01/2020 COMBINED SINGLE LIMIT $1, 000, 000 (Ea accident) I BODILY INJURY Per X ANYAUTO ( person) OWNED - SCHEDULED I BODILY INJURY (Per accident) - AUTOS ONLY _ AUTOS HIREDAUTOS NON -OWNED PROPERTY DAMAGE - ONLY - AUTOS ONLY (Per accident) B X UMBRELLA LIAB x OCCUR XOOG24876238010 07/01/2019 07/01/2020 EACH OCCURRENCE $1,000,000 EXCESS LIAB CLAIMS -MADE AGGREGATE $1, 000, 000 DIED I X IRETENTION $10,000 B WORKERS COMPENSATION AND WLRC66039262 07/01/2019 07/01/2020 X I PER STATUTE I IOTH- ER d 'a d .a 0 2 CV O CAD LO n 0 CD 0 Lo Lo w y=. d U EMPLOYERS LIABILITY YIN Work Comp- AOS ANY PROPRIETOR / PARTNER / EXECUTIVE E. L. EACH ACCIDENT $1, 000 , 000 B N / A RWCc66039304 07/Ol/2019 07/01/2020 OFFICER/MEMBER EXCLUDED? (Mandatory in NH) work Comp- WI E.L. DISEASE -EA EMPLOYEE $1, 000, 000 If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE -POLICY LIMIT $1, 000, 000 = C Archit&Eng Prof PSDEF1900726 07/01/2019 07/01/2020 Aggreagate Limit $5,000,000 claims Made- Prof. Liab. Any one Claim $5,000,060 SIR applies per policy terns & conflions zy DESCRIPTION OF OPERATIONS I LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Re: Project Description: City of Gilroy NPDES Compliance services for fiscal year 2019 - 2020, Estimated Contract Price $30,700 City of Gilroy, its agents, officers, officials, employees, and volunteers are included as Additional Insured in accordance Liability Automobile Liability .iit= with the policy provisions of the General and policies. should General Liability, Automobile Liability, Professional Liability and workers' Compensation policies be cancelled before the expiration date thereof, the policy provisions will govern how notice of cancellation may be delivered to certificate holders in accordance with the policy ftcr provisions. i� CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE 'y` EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE ter_ POLICY PROVISIONS. City of Gilroy AUTHORIZED REPRESENTATIVE 7351 Rosanna Street Gilroy CA 95020 USA ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25 (2016103) The ACORD name and logo are registered marks of ACORD AGENCY CUSTOMER ID: 570000021966 LOC #: "A ADDITIONAL REMARK SCHEDULE SS U E AGENCY NAMEDINSURED Aon Risk Services southwest, Inc. 7WGUSA Holdings, Inc. POLICY NUMBER See Certificate Number: 570077665802 CARRIER I NAIC CODE See Certificate Number: 570077665802 EFFECTIVE DATE: ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: ACORD 25 FORM TITLE: Certificate of Liability Insurance INSURER(S) AFFORDING COVERAGE NAIL # INSURER INSURER INSURER INSURER Page _ of _ ADDITIONAL POLICIES If a policy below does not include limit information, refer to the corresponding policy on the ACORD certificate form for policy limits. INSR ADDL SUBR LTR TYPE OF INSURANCE INSD wVD OTHER A Env Contr Poll POLICY POLICY POLICY NUMBER EFFECTIVE EXPIRATION LIMITS DATE DATE (MM/DD/YYYY) (Mrv[/DD/YYYY) CPL12456119 07/01/2019 07/01/2020 Aggregate $5,000,000 Claims Made- Poll. Liab. Limit Per Loss $5,000,000 Limit ACORD 101 (2008/01) © 2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD AGENCY CUSTOMER ID: 570000021966 LOC #: "A ADDITIONAL REMARKS SCHEDULE Page _ of _ AGENCY NAMED INSURED Aon Risk Services Southwest, Inc. 7WGUSA Holdings, Inc. POLICY NUMBER see certificate Number: 570077665802 CARRIER I NAIC CODE See certificate Number: 570077665802 EFFECTIVE DATE: ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: ACORD 25 FORM TITLE: Certificate of Liability Insurance Additional Named Insured Named Insureds: 7WGUSA Holdings, Inc. AGRA Pipeline Professionals, Inc. AMEC Construction Management, Inc. AMEC E&E, P.C. AMEC Engineering and consulting of Michigan, Inc. Amec Foster Wheeler Inc. Amec Foster Wheeler USA Corporation Amec Foster wheeler Programs Inc. Amec Foster wheeler Power Systems, Inc. Amec Foster Wheeler Constructors, Inc. Amec Foster wheeler Energia, S.L.U. Amec Foster Wheeler E&C Services, Inc. Amec Foster wheeler Industrial Power Company, Inc. wood Massachusetts, Inc. Amec Foster Wheeler Martinez Inc. Amec Foster wheeler North America Corp Amec Foster wheeler ventures, Inc. Amec Foster wheeler oil and Gas, Inc. AMEC USA Holdings, Inc. Foster wheeler Development Corporation Foster wheeler Intercontinental Corporation Amec Foster wheeler Kamtech, Inc. MACTEC Engineering and Consulting, P.C. QED International LLC Rider Hunt International USA, Inc. wood Group USA, Inc. Wood Group Alaska, LLC Wood Group PSN, Inc. Altablue, Inc. Cape Software, Inc. BMA Solutions, Inc. Global Performance, LLC John wood Group PLC RWG (Repair & Overhauls) USA, Inc. Ingenious, Inc. Mustang Process and Industrial Mustang International, LP C E c Controls Company, Inc. wood Environment & Infrastructure Solutions Inc. ACORD 101 (2008/01) © 2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD 3 ADDITIONAL INSURED — DESIGNATED PERSONS OR ORGANIZATIONS Named med insured Wood Croup USA, Inc. � Endorsement Number 1 Policy Symbol Policy number Policy Period Effective lute of Endorsempol ISA IH25300312 0710112019 To 07101/2020 issued By (Name of Insurance Company) ACE American Insurance Company n sea ilia policy owniber The r main er of (be inforr"2100ra # Eo ra pi iesi Afy when INS errc#orsarr+anl is issaed aubaequarsY W he prsparawn of the Wlcy THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORK[ AUTO DEALERS COVERAGE FORM MOTOR CARRIER COVERAGE FORM EXCESS BUSINESS AUTO COVERAGE FORM Additional Insured(s)' Any 0bttbn +�r 'ter arili606h whbri'I V07 U lave aer"0bd to include as an additibnal rnsure trrtcier a +ritten eraritrect prdlvlded such bntraict + recUted prior to (he d�Ie oaf, lass. A_ For a covered auto," Who Is Insured is amended to include as an "insured," the persons or organizations named in this endorsement. However, these persons or organizations are an "insured°.only for "bodily injury" or "property damage" resulting from acts or omissions of, 1. You. r 2. Any of your °employees" or agents. 3. Any person operating a covered "auto" with, permission from you, any of your "employees" or agents. B. The persons or organizations named in this endorsement, are not liable for payment of your premium. Authorized Representative - QA-9U74c (03116) Page 1 of 1 POLICY NUMBER: HDO G71570009 11 Endorsement Number.' 10 COMMERCIAL GENERAL LIABILITY CG 2010 0413 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Perso n(s) Or, Or Any Owner, Lessee or Contractor whom you have agreed to include as an additional insured under a written contract, provided such contract was executed prior to the date of loss. Locatjon�f Covered Operations All locations where you are performing operations for such additional insured pursuant to any such written contract. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. ,Section 11 — Who Is An Insured is amended to include as an additional * insured the person(s) or organization(s) shown In the Schedule, but only with respect to liability for "bodily injUry"4 "property damage" or "personal and advertising 'injury" caused, in whole or:in part. by; 1. Your acts or omissions, or 2. The acts or omissions of those acting on your behalf. in the performance of your ongoing operations for the additional insured(s) at the location(s) designated above_ However' 1. The insurance afforded to such additional Insured only applies to the extent 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. B. With respect to the insurance afforded to these additional insureds, the following additional exclusions apply: This insurance does not apply to "bodily injury' or "property damage" occurring after I All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or 2. That portion of "your work!' out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. C. With respect to the insurance afforded to these additional insureds, the following is added to Section III — Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement the most we CG 2010 0413 0 Insurance Services Office, Inc., 2012 Page 1 of 2 will pay on behalf of the additional insured is the whichever is less. amount of insurance:. This endorsement shall not increase the 1. Required by the contract or agreement; or applicable Limits of Insurance shown in the 2. Available under the applicable Limits of Declarations. Insurance shown in the Declarations; Page 2 of 2 Q Insurance Services Office, Inc,, 2012 CG 20 10 0413 POLICY NUMBER: HDO G71570009 Endorsement Number: 12 COMMERCIAL GENERAL LIABILITY CG 20 37 04 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organllzatlon(s) Location And Description Of Corn eted Onerations Any person or organization whom you ' have agreed to All locations whe . re you perform I work for such ad dition'il include as an additional insured under a written insured pursuant to any such written contract contract, provided such contract was executed prior to the date of loss I.Jinformation required to complete this Schedule. if not shown above, will be shown in the Declarations. A. Section If — Who. Is An Insured is amended to include as an additibnal insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury" or "property damage" caused, in wholeor in part, by "your work!" at the location designated and described in the Scheduleof this endorsement performed for that additional insured and included in the "products -completed operations hazard". However-, 1. The insurance afforded to such additional insured only applies to the extent 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. B. With respect to the insurance afforded to these additional insureds, the following is added to Section III — Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or 2. Available under the applicable Urnits of Insurance shown in the Declarations; whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. CG 20 37 0413 0, Insurance Services Office, Inc-, 2012 Page 1 of 1 Workers' Compensation and Employers' Liability Policy Named Insured Endorsement Number WOOD GROUP USA, INC. 17420 KATY FRWY SUITE 500 Policy Number HOUSTON TX 77094 Symbol:WLR Number: C66039262 Policy Period Effective Date of Endorsement 07-01-2019 TO 07-01-2020 07-01-2019 Issued By (Name of Insurance Companv) —ACE AMERICAN INSURANCE COMPANY Insert the policy number. The remainder of the information is to be completed only when this endorsement is issued subsequent to the preparation of the policy CALIFORNIA WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT This endorsement applies only to the insurance provided by the policy because California is shown in Item 3.A. of the Information Page. 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, but this waiver applies only with respect to bodily injury arising out of the operations described in the Schedule, where you are required by a written contract to obtain this waiver from us. You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule. Schedule Specific Waiver Name of person or organization: (X) Blanket Waiver Any person or organization for whom the Named Insured has agreed by written contract to furnish this waiver. 2. Operations: ALL OPERATIONS CONDUCTED BY AN INSURED PURSUANT TO SUCH WRITTEN CONTRACT 3. Premium: The premium charge for this endorsement shall be 2.0 percent of the California premium developed on payroll in connection with work performed for the above person(s) or organization(s) arising out of the operations described. 4. Minimum Premium: $0 Authorized Representative WC 90 03 75 (05/18)