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HomeMy WebLinkAboutC2018-004 - 1/16/2018 - Approved CITY OF CORPUS CHRISTI MASTER SERVICES AGREEMENT GEOTECHNICAL AND CONSTRUCTION MATERIALS TESTING Project No. 17101A This Agreement is between the City of Corpus Christi, a Texas home rule municipal corporation, P.O. Box 9277, Corpus Christi, Nueces County, Texas 78469-9277 (City)acting through its duly authorized City Manager or designee and Tolunay-Wong Engineers, Inc., a Texas Corporation, 826 South Padre Island Drive. Corpus Christi, Texas 78416("Lab"). TABLE OF CONTENTS ARTICLE NO. TITLE PAGE ARTICLE I PROJECT TASK ORDER 2 ARTICLE II COMPENSATION 2 ARTICLE III INSURANCE REQUIREMENTS 3 ARTICLE IV INDEMNIFICATION 3 ARTICLE V TERM; RENEWALS; TIMES FOR RENDERING SERVICE 3 ARTICLE VI TERMINATION OF AGREEMENT 4 ARTICLE VII RIGHT OF REVIEW AND AUDIT 4 ARTICLE VIII MISCELLANEOUS PROVISIONS 4 EXHIBITS: EXHIBIT "A" TERMS AND CONDITIONS EXHIBIT "B" SAMPLE TASK ORDER 2018-004 Page 1 � 1/16/18 SERVICES DEPARTMENT'S GEOTECHNICAL CONSTRUCTION MATERIALS TESTINGSASA TOLUNAY WONGQ017-18 MASTER 1�R20 11118-005 ON MATERIALS TESTING TOLUNAY WONG DOC Tolunay-Wong Engineers,Inc. INDEXED ARTICLE I —PROJECT TASK ORDER 1.1 This Agreement shall apply to as many tasks as City and Lab agree will be performed under the terms and conditions of this Agreement. Each task Lab performs for City hereunder shall be designated a Task Order. No Task Order shall be binding or enforceable unless and until it has been properly executed by both City and Lab. Each properly executed Task Order shall become a separate supplemental agreement to this Agreement. 1.2 The Lab shall provide its Scope of Services, to be included in each Task Order. The Scope of Services shall include all associated services required for Lab to provide such Services,pursuant to this Agreement, and any and all Services which would normally be required by law or common due diligence in accordance with the standard of care defined in Article VIII of this Agreement. 1.3 All services provided by Lab shall be performed in accordance with the Terms and Conditions to this Master Services Agreement attached hereto and incorporated herein as Exhibit A. All work will be subject to authorization from City. A detailed Scope of Services and fee estimate will be developed for each task prior to execution of work. 1.4 Lab must perform tasks and services and submit deliverables as detailed in each approved Task Order. A sample Task Order Form is attached as Exhibit B. 1.5 Lab must provide all labor,equipment and transportation necessary to complete all services agreed to in a timely manner throughout the term of the Agreement. Persons retained by Lab to perform work pursuant to this Agreement shall be employees or subcontractors orsubconsultants of Lab. Lab must provide City with a list of all subcontractors/subconsultants that includes the services performed by the subcontractors/subconsultants and the percentage of work performed by the subcontractor/subconsultant. Changes in Lab's team that provides services under this Agreement must be agreed to by the City in writing. 1.6 Lab must not begin work on any Task Order authorized under this Agreement until notified in writing to proceed by City's Director of Engineering or authorized designee. ARTICLE II —COMPENSATION 2.1 The Compensation for all services performed under this Agreement shall not exceed $800,000. 2.2 The Lab's fee for each Task Order will be on a quantity and unit price basis or lump sum basis with a negotiated not-to-exceed amount.The fees will not exceed those set out in the Task Order and will be full and total compensation for all services outlined in each Task Order, and for all expenses incurred in performing these services. City agrees to pay the Lab for services provided in accordance with each Task Order issued by the City and according to the fee schedule and/or amount not to exceed set out in each Task Order. 2.3 All services shall be performed in accordance with the applicable standard of professional care set forth herein and to City's satisfaction,which satisfaction shall be judged by the Director in his/her sole discretion. City shall not be liable for any payment under this Agreement for services which are unsatisfactory and which previously have not been approved by the Director. 2.4 In the event of any dispute(s)between the Parties regarding the amount propedy compensable for any Task Order or as final compensation or regarding any amount that may be withheld by City, Lab shall be required to make a claim pursuant to and in accordance with the terms of this Agreement and follow the procedures provided herein for the resolution of such dispute. In the event Lab does not initiate and follow the claims Page 2 \ENGINEERING OATAEXCHANGEIVELMAP\ENGINEERING SERVICES OEPARTMENTMSA GEOTECHNICAL CONSTRUCTION MATERIALS TESTING\MSA TOLUNAY WONGQ0I7-18 MASTER SERVICES AGREEMENT.GEOTECHNICHALLONSTRUCTION MATERIALS TESTING TOLUNAY W ONG.DOC • • • A • procedures provided in this Agreement in a timely manner and as required by the terms thereof,any such claim shall be waived. 2.5 Lab will submit progress invoices to City Engineer monthly and final invoice upon completion of services. Each invoice is due and payable by City within 30 days of receipt and approval to pay by the City Engineer. 2.6 Request for final compensation by Lab shall constitute a waiver of claims except those previously made in writing and identified by Lab as unsettled at the time of final Payment Request. 2.7 Any fee payable under this Agreement is subject to the availability of funds. The Lab may be directed to suspend work pending receipt and appropriation of funds. ARTICLE III—INSURANCE REQUIREMENTS 3.1 Lab must not commence work under this Agreement until all required insurance has been obtained, and such insurance has been approved by the City. Lab must not allow any subcontractor or sub consultant to commence work under this Agreement until all similar insurance required of any subcontractor or sub consultant has been obtained. 3.2 Insurance Requirements for this Agreement are set out in the Terms and Conditions to this Agreement which is attached hereto and incorporated herein as Exhibit A. ARTICLE IV- INDEMNIFICATION Lab shall fully indemnify and hold harmless the City of Corpus Christi and its officials, officers, agents, employees, or other entity, excluding the engineer or architect or that person's agent, employee or consultant, over which the City exercises control ("Indemnitee") from and against any and all claims, damages, liabilities or costs, including reasonable attorney fees and court costs,to the extent that the damage is caused by or results from an act of negligence, intentional tort, intellectual property infringement or failure to pay a subcontractor or supplier committed by Lab or its agent, Lab under contract or another entity over which Lab exercises control while in the exercise of rights or performance of the duties under this agreement. This indemnification does not apply to any liability resulting from the negligent acts or omissions of the City or its employees, to the extent of such negligence. Lab shall defend Indemnitee,with counsel satisfactory to the City Attorney,from and against any and all claims,damages, liabilities or costs, including reasonable attorney fees and court costs, if the claim is not based wholly or partly on the negligence of, fault of or breach of contract by Indemnitee. If a claim is based wholly or partly on the negligence of, fault of or breach of contract by Indemnitee, the Lab shall reimburse the City's reasonable attorney's fees in proportion to the Lab's liability. Lab must advise City in writing within 24 hours of any claim or demand against City or Lab known to Lab related to or arising out of Lab's activities under this Agreement. Page 3 K:ENGINEERING DATAEXCHANGEWELMA%ENGINEERING SERVICES DEPARTMENTAMSA GEOTECHNICAL CONSTRUCTION MATERIALS TESTINGIMSATOLUNAV WONG\2017-1S MASTER SERVICES AGREEMENT•GEOTECHNICHAL-CONSTRUCTION MATERIALS TESTING TOLUNAY WONG.DOC ARTICLE V—TERM; RENEWALS; TIMES FOR RENDERING SERVICE 5.1 This Agreement shall be effective upon the signature of the City Manager or designee(Effective Date). 5.2 This Agreement shall be applicable to all Task Orders issued hereunder from the Effective Date of the Agreement until Agreement expires or is terminated earlier by either party. 5.3 The initial term of this Agreement shall be two(2)years from the Effective Date. 5.4 The times for performing services or providing deliverables will be stated in each Task Order. If no times are so stated, Lab will perform services and provide deliverables within a reasonable time. ARTICLE VI -TERMINATION OF AGREEMENT 6.1 City may terminate this Agreement or Task Order under this Agreement,with or without cause,upon seven days written notice to Lab at the address of record. 6.2 Lab will be compensated for authorized services completed up to the date of termination. ARTICLE VII —RECORD RETENTION; RIGHT OF REVIEW AND AUDIT 77V --Lab-grantstiify,or its designees,the right to audit,examine or inspect,at City's election,all of Lab's records relating to the work and/or services provided under this Agreement,during the term of this Agreement and retention period herein. The audit,examination or inspection may be performed by a City designee,which may include its internal auditors or an outside representative engaged by City. Lab agrees to retain its records for a minimum of four(4)years following termination of the Agreement, unless there is an ongoing dispute under this Agreement, then such retention period shall extend until final resolution of the dispute. 7.2 "Lab's records"include any and all information, materials and data of every kind and character generated as a result of the Work under this Agreement. Examples include billings,books,general ledger,cost ledgers, invoices, production sheets, documents, correspondence, meeting notes, subscriptions, agreements, purchase orders, leases, contracts, commitments, arrangements, notes, daily diaries, reports, drawings, receipts, vouchers, memoranda, time sheets, payroll records, policies, procedures,federal and state tax filings for issue in questions and any and all other agreements,sources of information and matters that may, in City's judgment, have any bearing on or pertain to any matters, rights, duties or obligations under or covered by any Agreement Documents. 7.3 City agrees that it shall exercise the right to audit, examine or inspect Lab's records only during City's regular business hours. Lab agrees to allow City's designee access to all of Lab's records, Lab's facilities and Lab's current or former employees,deemed necessary by City or its designee(s),to perform such audit, inspection orexamination. Lab also agrees to provide adequate and appropriate work space necessary to City or its designees to conduct such audits, inspections or examinations. 7.4 Lab shall include this audit clause in any subcontractor, supplier or vendor contract. Page 4 K\ENGINEERING DATAEXCHANGE\VELMLP\ENGINEERING SERVICES DEPARTMENT\MSA GEOTECHNICAL CONSTRUCTION MATERIALS TESTING\MSA TOL UNAY WONG\2017-10 MASTER SERVICES AGREEMENTGEOTECHNICHALLONSTRUCTION MATERIALS TESTING TOLUMAY WONG DOC • • s ARTICLE VIII —MISCELLANEOUS PROVISIONS 8.1 Assignability. The Lab will not assign,transfer or delegate any of its obligations or duties in this Agreement to any other person without the prior written consent of the City, except for routine duties delegated to personnel of the Lab staff. If the Lab is a partnership,then in the event of the termination of the partnership, this contract will inure to the individual benefit of such partner or partners as the City may designate. No part of the Lab fee may be assigned in advance of receipt by the Lab without written consent of the City. The City will not pay the fees of experts or technical assistance or other Labs unless such employment, including the rate of compensation, has been approved in writing by the City. 8.2 Ownership of Documents. Lab agrees that upon payment,City shall exclusively own any and all information in whatsoever form and character produced and/or maintained in accordance with,pursuant to oras a result of this Agreement, including contract documents (plans and specifications), drawings, test results and submittal data. Lab may retain a copy for its files. 8.3 Standard of Care. Services performed by Lab will be conducted in a manner consistent with that level of skill and care ordinarily provided by competent members of the profession practicing under the same or similar circumstances and professional license. 8.4 Licensing. Lab shall be represented by personnel with appropriate licensure, registration and/or certification(s)at meetings of any official nature concerning the Project, including scope meetings, review meetings, pre-bid meetings and preconstruction meetings. 8.5 Entire Agreement. This Agreement,including Task Orders,represents the entire and integrated Agreement between City and Lab and supersedes all prior negotiations, representations or agreements,either oral or - written. This Agreement may be amended only by written instrument signed by both the City and Lab. 8.6 Disclosure of Interest. Lab agrees to comply with City of Corpus Christi Ordinance No.17112 and complete the Disclosure of Interests form as part of this contract. 8.7 Certificate of Interested Parties. Lab agrees to comply with Texas Government Code section 2252.908 and complete Form 1295 Certificate of Interested Parties as part of this agreement. Form 1295 requires disclosure of"interested parties"with respect to entities that enter contracts with cities that exceed$50,000. These interested parties include: (1) persons with a 'controlling interest' in the entity,which includes: a. an ownership interest or participating interest in a business entity by virtue of units, percentage, shares, stock or otherwise that exceeds 10 percent; b. membership on the board of directors or other governing body of a business entity of which the board or other governing body is composed of not more than 10 members; or c. service as an officer of a business entity that has four or fewer officers,or service as one of the four officers most highly compensated by a business entity that has more than four officers;or (2) a person who actively participates in facilitating a contract or negotiating the terms of a contract with a governmental entity or state agency, including a broker, intermediary,adviser or attorney for the business entity. Form 1295 must be electronically filed with the Texas Ethics Commission at https://www.ethics.state.tx.us/whatsnew/elf_info_form1295.htm. The form must then be printed, signed,notarized and filed with the City. For more information,please review the Texas Ethics Commission Rules at https://www.ethics.state.tx.us/legal/ch46.html. Page 5 N\ENGINEERING DATAEXCHANGEWELMAPWNGINEERING SERVICES GEPARTMENTMSA GEOTECHNICAL CONSTRUCTION MATERIALS TESTING\MSA TOLUNAY WONG12017-10 MASTER SERVICES AGREEMENT-GEOTECRNICHAL-CONSTRUCTION MATERIALS TESTING TOLUNAV W ONG DOC • 8.8 Conflict of Interest. Lab agrees to comply with Chapter 176 of the Texas Local Government Code and file Form CIQ with the City Secretary's Office. if required. For more information and to determine if you need to file a Form CIQ, please review the information on the City Secretary's website at htto://www.cctexas.com/govem ment/city-secreta ry/conflict-disclosure/index 8.9 Controlling Law. This Agreement is governed by the laws of the State of Texas without regard to its conflicts of laws. Venue for legal proceedings lies exclusively in Nueces County, Texas. 8.10 Severability. If. for any reason, any one or more Articles and/or paragraphs of this Agreement are held invalid or unenforceable,such invalidity or unenforceability shall not affect,impair or invalidate the remaining Articles and/or paragraphs of this Agreement but shall be confined in its effect to the specific Article. sentences. clauses or parts of this Agreement held invalid or unenforceable, and the invalidity or unenforceability of any Article, sentence,clause or parts of this Agreement, in any one or more instance, shall not affect or prejudice in any way the validity of this Agreement in any other instance. 8.11 Conflict Resolution Between Documents. Lab hereby agrees and acknowledges if anything contained in the Lab's Response to the City's Request for Qualifications No. 2017-001,or in any other document prepared by Lab and included herein, is in conflict with the terms of this Agreement. which incorporates Exhibit A, and/or an approved Task Order.this Agreement and/or the Task Order shall take precedence and control to resolve said con ict CITY 10 ' ° ' ISTITOLUNAY-WONG ENGINEERS, INC. s r /4 R.__12 11.2.1. 17 Je . Edmonds, P. E. D e Don R. Rokohl. P. E. Date Director of Engineering Services Branch Manager 826 South Padre Island Drive Corpus Christi, TX 78416 APPROVED AS TO LEGAL FORM (361)884-5050 Office 11-30-17 drokohl@tweinc.com Assistan Ci omey Date EST Re ecca Huerta• City S cretary V AU I tiUKlLtw ffI Funding info is N/A at this time Sf COUNCIL-_..f.411/ Funding info will be provided upon execution of Task Order No 1. Project Number N/A �� 1 Accounting Unit N/A SECRETA'Y Account N/A Activity N/A Account Category N/A Fund Name N/A Page 6 h..ENGINEER NG OATAEXCHANGE.VET MAP.ENG.NEERING SERVICES DEPARTMENT MSA GEOTECHNICAL CONSTRUCTION MATERI'&S TESTINGAMSA TOLUNAY wONG'201T.19 MASTER SERVICES AGREEMENT GEOTECHNICHAL CONSTRUCTION+MTERULS TESTING TOLUNAY WONG DOC • EXHIBIT A TERMS AND CONDITIONS TO GEOTECHNICAL AND CONSTRUCTION MATERIALS TESTING AGREEMENT ARTICLE 1. SERVICES: Lab will: 1.1 Provide only those services requested by City Engineer that,in the opinion of Lab,lie within the technical or professional areas of expertise of Lab and which Lab is adequately staffed and equipped to perform. 1.2 Perform technical services under the supervision of a licensed professional engineer and in compliance with the basic requirements of the appropriate standards of the American Society for Testing and Materials, where applicable and other standards designated in writing by the City Engineer. 1.3 Promptly submit formal reports(printed and electronic copies)of tests,inspections and services performed indicating,where applicable,compliance with the Project specifications or other contract documents.Such reports must be complete and factual,citing the tests performed,methods employed,values obtained and parts of the structure of the Project area subjected to any testing. 1.4 Utilize testing equipment which has been calibrated according to applicable standards and, upon request, submit to the City Engineer or designee documentation of such calibration. 1.5 Secure representative samples of those materials that the City's contractor proposes to use which require testing,together with relevant data concerning such materials including the point of origin and supplier. 1..6 Consider reports to be confidential and distribute reports only to those persons,organizations or agencies ---- specifically designated in writing by the City Engineer. 1.7 Pay salaries,wages,expenses,social securitytaxes,federal and state unemployment taxes and any other similar payroll taxes relating to the services. ARTICLE 2. CITY RESPONSIBILITIES: City Engineer or designee will: 2.1 Provide Lab with all plans, specifications, addenda, change orders, approved shop drawings and other information for the proper performance of services by Lab. 2.2 Issue authorization in writing giving Lab free access to the Project site and to all shops or yards where materials are prepared or stored. 2.3 Designate in writing those persons or firms which will act as the City's representative with respect to Lab's services to be performed under this Agreement and which must be promptly notified by Lab when it appears that materials tested or inspected are in non-compliance.Only the City Engineer or designee has authority to transmit instructions, receive information and data and/or interpret and define the City's policies and decisions with respect to the Project. Lab acknowledges that certain City representatives may have different types of authority concerning the Project. 2.4 Advise Lab sufficiently in advance of any operations so as to allow for assignment of personnel by Lab for completion of the required services. Such advance notice will be in accordance with that established by mutual agreement of the parties. 2.5 Direct the Project contractor, either by the Construction Contract or direct written order, to: Master Services Agreement • • (a) Stop work at the appropriate times for Lab to perform contracted services; (b) Furnish such labor and all facilities needed by Lab to obtain and handle samples at the Project and to facilitate the specified inspection and tests; (c) Provide and maintain for use of Lab adequate space at the Project for safe storage and propercuring of test specimens that must remain on the Project site prior to, during and up to 60 days after testing. ARTICLE 3. GENERAL CONDITIONS 3.1 Lab, by the performance of services covered hereunder,does not in any way assume,abridge or abrogate any of those duties,responsibilities or authorities with regard to the Project that,by custom or contract,are vested in the Project architects, design engineers or any other design agencies or authorities. 3.2 Lab is not authorized to supervise, alter, relax, enlarge or release any requirement of the Project specifications or other contract documents nor to approve or accept any portion of the work. Lab does not have the right of rejection or the right to stop the work.City Engineer will direct the Project contractorto stop work at appropriate times for Lab to conduct the sampling,testing or inspection of operations covered bythe Agreement. ARTICLE 4. FIELD MONITORING AND TESTING 4.1 City and Lab agree that Lab will be on-site to perform inspections for contracted services.The City and Lab --- aisaagreelbaf Lab will not assume responsibility for Project contractor's means, methods, techniques,- sequences or procedures of construction,and it is understood that the final services provided by Lab will not relieve the Project contractor of its responsibilities for performing the work in accordance with the Project plans and specifications. For the purposes of this Agreement, the word "inspection" is used to mean periodic observation of the work and the conducting of tests by Lab as specified in the Agreement. Continuous monitoring by Lab or its subcontractors does not mean that Lab is approving placement of materials. Inspection is not and should not be construed to be a warranty by Lab to the City or any other party. 4.2 Samples collected or tested by Lab remain the property of the City while in the custody of the Lab. Lab will retain the samples for a period of 60 days following the date of submission of any report related to the sample. Following the retention period, Lab will dispose of non-hazardous samples, and return hazardous, acutely toxic or radioactive samples and samples' containers and residues to City. City agrees to accept such samples and samples'containers. ARTICLE 5. INSURANCE REQUIREMENTS 5.1 Lab must not commence work under this agreement until all required insurance has been obtained and such insurance has been approved by the City. Lab must not allow any subcontractor to commence work until all similar insurance required of any subcontractor has been obtained. 5.2 Lab must furnish to the Director of Engineering Services with the signed agreement (or amendment) 2 copies of Certificates of Insurance (COI) with applicable policy endorsements showing the following minimum coverage by an insurance company(s)acceptable to the City's Risk Manager.The City must be listed as an additional insured on the General Liability and Auto Liability policies,and a waiver of subrogation is required on all applicable policies. Endorsements must be provided with COI. Project name and or number must be listed in Description Box of COI. Master Services Agreement • • TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE 30-written day notice of cancellation, Bodily Injury and Property Damage required on all certificates or by applicable Per occurrence - aggregate policy endorsements Commercial General Liability including: $1,000,000 Per Occurrence 1. Commercial Broad Form $2,000,000 Aggregate 2. Premises—Operations 3. Products/Completed Operations 4. Contractual Liability 5. Independent Contractors 6. Personal Injury-Advertising Injury AUTO LIABILITY(including) $500,000 Combined Single Limit 1. Owned 2. Hired and Non-Owned 3. Rented/Leased PROFESSIONAL LIABILITY $1,000,000 Per Claim (Errors and Omissions) $2,000,000 Aggregate (Defense costs must be outside policy limits) If claims made policy, retro date must be prior to inception of agreement, have extended reporting period provisions and identify any limitations regarding who is insured. WORKERS' COMPENSATION Statutory (All States Endorsement if Company is not domiciled in Texas) Employer's Liability $500,000/$500,000/$500,000 5.3 In the event of accidents of any kind related to this agreement, Lab must furnish the City with copies of all reports of any accidents within 10 days of the accident. 5.4 Applicable for paid employees, Lab must obtain workers' compensation coverage through a licensed insurance company.The coverage must be written on a policy and endorsements approved by the Texas Department of Insurance. The workers'compensation coverage provided must be in an amount sufficient to assure that all workers'compensation obligations incurred by the Lab will be promptly met. An All States Endorsement shall be required if Lab is not domiciled in the State of Texas. 5.5 Lab shall obtain and maintain in full force and effect for the duration of this Contract, and any extension hereof,at Lab's sole expense,insurance coverage written on an occurrence basis,by companies authorized and admitted to do business in the State of Texas and with an A.M.Best's rating of no less than A-VII. Lab is required to provide City with renewal Certificates. Master Services Agreement 5.6 Lab shall be required to submit a copy of the replacement certificate of insurance to City at the address provided below within 10 days of the requested change.Lab shall pay any costs incurred resulting from said changes. All notices under this Article shall be given to City at the following address: City of Corpus Christi Attn: Engineering Services P.O. Box 9277 Corpus Christi, TX 78469-9277 5.7 Lab agrees that with respect to the above required insurance,all insurance policies are to contain or be endorsed to contain the following required provisions: (a) List the City and its officers, officials, employees, volunteers, and elected representatives as additional insured by endorsement,as respects operations,completed operation and activities of,or on behalf of, the named insured performed under contract with the City,with the exception of the workers'compensation policy and professional liability/Errors&Omissions policy; (b) Provide for an endorsement that the"other insurance"clause shall not apply to the City of Corpus Christi where the City is an additional insured shown on the policy; (c) Workers'compensation and employers'liability policies will provide a waiver of subrogation in favor of the City; and (d) Provide thirty (30) calendar days advance written notice directly to City of any suspension, cancellation,non-renewal or material change in coverage,and not less than ten(10)calendar days advance written notice for nonpayment of premium. 5.8 Within five(5)calendar days of a suspension,cancellation,or non-renewal of coverage,Lab shall provide a replacement Certificate of Insurance and applicable endorsements to City. City shall have the option to suspend Lab's performance should there be a lapse in coverage at anytime during this contract.Failure to provide and to maintain the required insurance shall constitute a material breach of this contract. 5.9 In addition to any other remedies the City may have upon Lab's failure to provide and maintain any insurance or policy endorsements to the extent and within the time herein required,the City shall have the right to order Lab to remove the exhibit hereunder, and/or withhold any payment(s)if any, which become due to Lab hereunder until Lab demonstrates compliance with the requirements hereof. 5.10 Nothing herein contained shall be construed as limiting in any way the extent to which Lab may be held responsible for payments of damages to persons or property resulting from Lab's or its subcontractors performance of the work covered under this agreement. 5.11 It is agreed that Lab's insurance shall be deemed primary and non-contributory with respect to any insurance or self-insurance carried by the City of Corpus Christi for liability arising out of operations under this agreement. 5.12 It is understood and agreed that the insurance required is in addition to and separate from any other obligation contained in this agreement. Master Services Agreement • ARTICLE 6. CLAIMS 6.1 Claims arising from this Agreement shall be made in writing, sworn to and signed by an authorized representative. The responsibility to substantiate a claim rests with the party making the claim. 6.2 All negotiations pursuant to this Article are confidential and shall be treated as compromise and settlement negotiations for purposes of applicable rules of evidence. ARTICLE 7. SAFETY City and Lab agree that, in accordance with the generally accepted construction practice, the Project's general contractor will be solely and completely responsible for working conditions on the Project, including safety of all persons and property during the performance of the work and for compliance with all municipal, state and federal laws, rules and regulations, including OSHA. The duty of Lab in providing services is not,therefore,to include any review of,or responsibility for,the adequacy of the Projects general contractor's safety measures in,on or near the Project site. Master Services Agreement • EXHIBIT B SAMPLE TASK ORDER This Task Order pertains to a Master Services Agreement for Geotechnical and Construction Materials Testing by and between City of Corpus Christi, Texas (City)and "Company Name" (Lab)dated , 2017 (Agreement). Lab shall perform services on the project described below as provided in this Task Order and in the Agreement. This Task Order shall not be binding until it has been properly signed by both parties. Upon execution, this Task Order shall supplement the Agreement as it pertains to the project described below. TASK ORDER NO.: PROJECT NAME: 1. PROJECT DESCRIPTION 2. SCOPE OF SERVICES 3. COMPENSATION This Task Order is approved and Lab may proceed. All other terms and conditions of the Agreement remain in full force and effect. CITY OF CORPUS CHRISTI TOLUNAY-WONG ENGINEERS, INC. Jeff H. Edmonds, P. E. Date Don R. Rokohl, P. E. Date Director of Engineering Services Branch Manager 826 South Padre Island Drive Corpus Christi,TX 78416 (361)884-5050 Office drokohl@tweinc.corn Master Services Agreement PROPOSAL • Master Services Agreement • Tolunay-Wong Engineers, Inc. 828 South Padre Island pnve • Catws Christi Teras 78418 • Phone 136118845050 November 21,2017 Mr. Jeffrey Edmonds,P.E. Director of Engineering Services City of Corpus Christi 1201 Leopard Street Corpus Christi,Texas 78401 Ref: Proposal for Geotechnical Engineering and Construction Materials Testing Services Various City of Corpus Christi Projects Corpus Christi,Texas TWE Proposal No.: P17-C149R2 Dear Mr. Edmonds, Tolunay-Wong Engineers, Inc. (TWE) is pleased to submit this proposal to provide geotechnical engineering and construction materials testing services for various City of Corpus Christi (City) projects. We understand that TWE will enter into a 2-year Master Services Agreement with the City for a not-to-exceed amount of $800,000. Further, we understand that the services desired could include those presented on the attached Schedule of Fees. Any other services not presented on the Schedule of Fees but desired by the City would be performed by third party laboratory and charged at cost plus 15%. If you have any questions regarding this proposal, please contact us at (361) 884-5050. We appreciate your consideration for this proposal and we look forward to working with the City on existing and future projects. Sincerely, TOLUNAY-WONG ENGINEERS, INC. reras Board of Professional Engineers Finn Registration Number F-000/24 112a i Don R. Rokohl, P.E. Branch Manager DRRidrr Attachment: 1)City of Corpus Christi Schedule of Fees Houston • Dalin • Corpus Chnsa • La Pate • Beaumont • Lake Charles • Baton Rouge • New Orleans Pegs 1 of 1 Page 1 of 6 • £ Tolunay-Wong City of Corpus Christi 'J ' Engineers, Inc. Schedule of Fees Staff Principal 5200/hr Senor Consultant _.... . 195/hr Consultant .. _,... .....185/hr Senior Project Manager170/hr Geotechnical Project Manager ............... ............. . 150/hr Field Services Manager.__._ ... ._. _.... 120/hr Field Services Supervisor • ._ ..... ........... _ 65/hr Senior Professional _.._ .___ _ 130/hr Project Professional .... __.115/hr Staff Professional__ 95/hr CMT Project Manager .....,.. I05/hr Safety Manager. ........... _. 115/hr Safety Proleubndl .,,..... ._. .. _ ......... _. . ........... .... Senor Technician Senior Construction Materials Technician. ...._... 60/hr Construction Materials Technician 50/hr Computer-Aided Draftsman... 75/hr Administrative Assistant ... . . 50/hr Project Setup and Coordination(Industrial/Petrochemical)-_ ..... .. .. .. 300/ea Transportation and Owned Eaulmmen( Vehicle(less than 120 mile triol .575/trip Mileage(over 120 mile trip) .. 075/m1 Material Sample Pickup(within 50 mile radius/ _. 175/trip Generator/Air Compressor __ 80/day Nuclear Density Gauge 50/day Handheld GPS Receiver. 45/ay Concrete Pulse Velocity Equipment 175/day Concrete Rebound Hammer_... 75/day Pile DrMng Analyzer((PDA) ... ..... . ... _.... . 600/day Pae Integrity Tester(P0) 300/day Sank Logging Equipment(CHAMP) _....... _.. 125/day Dynamic Caw Penetrometer _. .... .....125/day __......, Field Vane Shear(hand NNtl) 50/day Vibrating WS re Data Recorder 120/day Water Level Indicator..... _.. _..._.._..__..._ 30/day Survey Levin . 60/day Dowrdmle Vane Shear Device 400/day Electrical Resistivity Equipment 550/day Ground Penetrating Radar(GPR). R00/day Electro-Magnetk Equipment_..___._.. G50/day Field CBR Equipment 350/day floor Flatness/Levelness Equipment 300/day, Geowchnkal Englneerinq•EnelroamentalServices•Canrtmcrion/galena's Testing.peep foundaram Testing Page lel5 Page 2 of 6 • TWE ln' to GtechMea I labor W ggTes*F t Index Tests. Water Content and Visual Classification(ASTM D 2216/2488). _ _. . . .. .515/ea Plastic and lqud Limits.(,Point Method B(ASTM D 4318). _ 50/ea Plastic a0d liquid Limits.3-Point Method A(ASTM D 43181 - _ 65/ea Density(ASTM D 2937) .,. _ _ _... ...20/ea Speo6c Gravityol Soil(ASTM 08541 .,. .. _.__.. _...,,_60/ea Gran-Site Tests Sieve Analysis,Through No.200 Sieve(ASTM 0422) - - _.._.... .$60/ea Additional Sieves Finer than Na.200.___ _......_. 10/ea Percent Finer than No.200 Sieve(ASTM 01140)... . . . .. .... 50/ea Complete Grain Site Analysis kMuding Hydrometer(ASTM D 422) . . . 110/ea Dispersive Sal Tests- Double Hydrometer IASTM D 4221) 5200/ea Pinhole Dispersion(ASTM D 4647) 175/ea Slake Test(Tex-102E1--. . 25/ea Crumb Test(EM 1110.2.19061...,.. , 25/ea Permeability Tests Constant Head Permeabkty(granular soils)(ASTM 0 2434) , ... .. . $150/ea Hydraulic ConductMty(cohesive soils)(ASTM D 50841.... . ....,................. . 285/ea tong-Term Pernwabky Testing(greater than 7 days) -- 30/day Shrinkage Tests. lnear(Banl Shrinkage(Tex-107E1.......... ..._ .. ... .... . . 560/ea volumetric Shrinkage(ASTM 04943)-.- . . 50/ea Other Tests. OrganicContent Ignition Oven Method(ASTM D 2974) - $55/ea Calcium Carbonate(ASTM 0 4373) 35/ea Electrical Reostivity(ASTM G 57/6187) 55/ea Thermal Conductivity(ASTM D5334) 300/ea pH(Soil or Water)(ASTM G 51/0 4972/EPA 150.11 .,,.... 50/ea lime Series(Optimum tine Content)-Plasticity Index Method(ASIM D 4318) 325/ea Lime Series(Optimum lime Content)-pH Method(ASTM 06276/C 977).__. 200/ea Soil Suction 25/ea Strength TestS. Hand Penetrometer. $10/ea Torvane 1S/ea Unconfined Compression-Soil(ASTM D 2166) 40/ea Unconfined Compression-Stabilized Sok(ASTM D 1633) 45/ea Unconfined Compression-Rock(ASTM 0 7012)includes preparation) 270/ea Unconsolidated-Undrained Triaxial Compression(ASTM D 2850).. 60/ea Consolidated-Untrained Triadal Compression with Pore Water Pressure(ASTM D 47671 400/ea Consolidated-Undrained Trladal Compresvon-Multi-Staged(three specimens)(ASTM D 47671 1,200/ea ConsoMdated-Drained Trivial Compression(granular sok)1EM 1110-2-1906) 400/ea Consolidated-Draned Traria)Compression(cohesive soils)(EM 1110-2-1906) 750/ea Consolidated-Oralned Direct Shear(ASTM D 3080) 400/ea Consolidated-Dralned Direct Shear-Multi-pecknen(three specimens)(ASTM 0 30801 1200/ea Miniature Vane Shear(ASTM D 4648) 35/aa Geotechnical Engineering•Envhanmenwl Field and Consulting Services•Construction Materiels Testing•Deep Feundalons Testing Page201S Page 3 of 6 TWE 4* Volume Change Tests One-Dimensional,Incremental loading Consolidation(ASTM 0 2435).._ .$400/ea with Intermediate rebound and reload 500/ea additional load incremenU greater than 32 ha__ _....__... .. ..._.. ... 40/ea Constant Rate of Strain Consolidation(AMM 041861 - - - 600/ea Free Swell(ASTM o 4546). .__. ... _ $0/ea Percent Swell(ASTM D4546) .... _ .. .. .... ..100/ea Percent Swell and Swell Pressure(ASTM 045461 _.. _... . 210/ea Collapse Potential IASTM 0 5333). 350/ea Test Variations Sample Preparation-Admixtures $50/ea Hand Trimming Samples _. . 25/ea Special Processing and Slaking of 5c (Dry or Overly Weti. 35/ea Corrosive or Rear-live Test Fluids-add _._.100/ea Extrude Tube Samples and Visual Classification(ASTM 0 2488) . . 30/ea Sample Tube Cutting - -. - - 20/cut Mohr's Diagram Not_... __. ..._.._ 25/ea Stress-Strain Not... 20/ea Confining Pressure Greater Than 140 psi 50/ea Sample Cappping.. _ ,,.25/ea Sample Companion(Re.Molded Sampled _.......... . 50/ea Earthwork Tests Standard Compaction(Proctor)Effort(ASTM 0 698).. $160/ea Modified Compaction(Croctoil Effort(ASTM 01557). . _180/ea Relative Density(ASTM 04253/ASJM 04254)-. ... 300/ea TOOT Pose Compaction Test(Ter-113E) 190/ea Soil TreatabMAy Study Based on Strength 1350/ea Soil TreatabNay Study Based on Strength and Sulfate/CNcride Content .. 17C0/ea Sample Preparation-Oversized Material(over tV particle size) 45/ea Sample Preparation-Soil Admixture 50/ea Sample Preparation-large Mold(6 Inch) 40/ea California Searing Ratio•Single Point(ASTM 018831 . 150/ea California Bearing Ratio•Three Points(ASTM 01583) --. 350/ea TxoOTTriaxial Shies per specimen(Tex-117E) 110/ea Concrete,Aureate.and Cementtoes Mna.Wt Tata Concrete Tests laboratory Verification of Normal Weight Concrete Mixture 5420/ea Review of Concrete Mixture(ACI statistical analysis) 125/ea Compressive Strength of Concrete Cylinders-Includes reserves not tested(AMM C39) 20/ea Compressive Strength of Concrete Cylinders Cast by Others(minimum of 4) 30/ea Compressive Strength of Cementitious and Polymer Grout.Cylinder or Cube(ASTM C39,C109,C579),.... 20/ea Compressive Strength of Grout Prism(ASTM C1019) 30/ea Compressive Strength of lightweight Concrete(ASTM C4951_.... _._ 40/ea Flexural Strength of Concrete Beams-Includes reserves not tested(ASTM C78/C293) 45/ea Compressive Strength of Concrete Cores(ASTM[42) --.... .._..._ . . 50/ea Concrete Coring Services quoted upon request Test for Bleeding of Concrete Mixture(ASTM C232) 150/ea Time of Setting of Concrete Mixture by Penetration(ASTM 04031 125/ea Calibration of Rebound Hammer using Compressive Strength Samples 100/ea Georechlyd(ngnevine•fmaonmeMo1MWold Convene SeMtea)(enslnel%on Moieebs Twerp•Deep Fowelaucns Testing Partials Page 4 of 6 TWE Aggregate Testi' Sieve Analysis of Aggregate(ASTM C136) ... ... ...__.... _...,. .. $70/ea Unit Weight of Aggregate(ASTM C291 ____ .,.. _. 35/ea Material in Aggregate Finer than No.200 Sieve(ASTM C1171 ,..._,,,. .... .._, 55/ea Specific Gravity&Absorption of Aggregate(ASTM C127 and C128)- - -- _ _. . 1W/ea Organic Impurities of fine Aggregate(ASTM C401 _._ ...... _.55/ea Clay Lumps&Friable Particles in Aggregate(ASTM 0421 _... _ 55/ea Lightweight Pieces in Aggregate(ASTM C123) __._ 225/ea Flakiness Index(TEX 224 _ _85/ea Sulfate Soundness of Aggregate(ASIM 088) . 480/ea Resistance to Degradation by LA Abrasion Apparatus(ASTM 0131 and C535) 550/ea Sand Equivalency Test(ASTM 024191 .... ....... . .. _ 150/ea Cement,FApsh,Mortar,and Grout Tests Time of Set of Cement(ASTM C191) _..5185/ea Strength Activity index of Slag.Flyash,or Cement(per series) 375/ea Compressive Strength of Cement laboratory Prepared(ASTM C109) .... ___... .. .._..,...225/ea Potential Alkali Reactivity ofAggregates-mortar bar method(ASTM 01260)......... _ .,..... ..._ 675/ea Potential Alkali Reactivity of Cement and Aggregate-mortar bar method(ASTM C227) -.. - 650/ea length Change of Concrete due to Alka -Sika Reaction(ASTM 01293) 750/ea Potential Alkali-Silica Reaction of Combinations of Cement and Aggregate(ASTM C15671- . . .. ___ 700/ea Asphalt Tests- MN Design Review.. _ 5300.00/ea Asphalt Cores Asphalt Coring 100.00/ea Asphalt Coring(minimum charge) 375.00/trip Core Length.. ..... ...... ... 2000/ea Coe auk Density(ASTM D 2726) _. 55.00/ea Molding of Nveem Specimens-Gyratory Method(three specimens/set/(Tex)206F1 55.00/set Nveem Stability(three specknens/set)(ASTM D 1560,Tex-2013F). 85.00/set Extraction/Gradation-ignition Method(Tex236F,D010 TR 323 and 309)..., ., 2S000.ea Specific Gravity(ASTM D 1188,Tex-207F;OOT0 TR 3041 65.00/ea Maxenum Theoretical Spedfc Graven(ASTM D 2041,Tex-227F)DOTO TR 327/ 8500/ea Asphalt Content by Ignition Method(ASTM D 4125,Tex-236F;DOTE)TR 323) 75.00/ea PRioe and Uwsamlc Tess AnaWYs POA Project Test Pate Report(does not include CAPWAP) min.$900/ea PDA Project Test Pile Report more than 12 pies(does not Include CAPWAP) 80/ea POA Re-Strike/Production Pile Test Report(does not include CAPWAP).. 150/ea CAPWAP Analysis-Simple...._.. ........... . 350/ca PIT Report-Minimum(up to 20 piles tested)..,,..,..., _.. ... _....._„800/ae PIT Report(more than 20 on one project) 40/ea WEAP Analysis 900/ea WEAP Analysis w/Drivabiilty Study 1100/ea Attritional WEAP Analysis(same sal conditions/different pile or hammer size) 200/ea Geotechnical fnglneem,•Fnvkonnenlol Field end Consulting Hrvkes•Comrnrcrbn Materials resting•Deep Foundntiont Testing Page Oat Page 5 of 6 • • • TWE 1* Terms: 1. Pates for personnel participating In legal assignments will be Invoiced at 1.5 times the standard rates. 2. Overtime rates for field personnel are applicable for all hours worked in excess of 8 hours per day, weekends, and holidays and are assessed at 1.5 times the standard rates. 3. Field personnel and equipment are assessed on a portal-to.portal basis,with a minimum call-out charge of 9 hours for the performance of tests and inspections. 4. Project Manager and administrative time will be charged at a minimum rate of 1 haus'For every 20 hours of billable field hours, although the actual hour's time spent will be applied to these services if reports are to be reviewed and transmitted more rapidly than our typical turnaround time.The typical turnaround time for Field and laboratory test reports Is approximately 3 to 5 working days from date of service.Administrative fees will be negotiated for demanding and technical projects dependent upon the required daily activities and submittals 5. A minimum of 24 hours advance notice is requested for scheduling or canceling field inspection or testing services. Field work scheduled with less than 29 hours notice will be serviced subject to available personnel.Field work cancelled with less than 4 hours notice will be subject to the minimum charge. 6. All direct project expenses will be assessed at cost plus 15 percent. T. Invoices are due and payable upon receipt. Invoices are delinquent if payment has not been received after 30 days from date of invoice and are subject to additional charges. 8. Laboratory testing that is requested on an expedited basis will be subject to a 50 percent surcharge.Typical laboratory test turnaround time for standard Construction Materials tests (i.e. Proctor, Plasticity Index, Sieve Analysis) is approximately 48 to 72 hours. 9. Contaminated samples that require special handing will be subject to a 100 percent surcharge, Client will be responsible for the proper disposal of contaminated samples. 10. All samples will be discarded at least 60 days after completion of report,unless directed otherwise by Client in writing. 11. pilling and sampling,and CPT Service costs will be provided upon request on a site"basis. Georechnicol FngMening•Fnvbonmenrol HAI and Consulting Services'Construction Materials Testing•Deep Foundations Testing Page S of Page 6 of 6 DISCLOSURE OF INTEREST FORM Master Services Agreement • igist SUPPLIER NUMBER TO BE ASSIGNED BYITY PURCHASING DIVISION City of CITY OF CORPUS CHRISTI Corpus DISCLOSURE OF INTEREST Christi City of Corpus Christi Ordinance 17112, as amended, requires all persons or firms seeking to do business with the City to provide the folowing information. Every question must he answered. If the question is not applicable, answer with NA". See reverse side for Filing Requirements, Certifications and definitions. COMPANY NAME: Tolunay-Wong Engineers, Inc. P.O.BOX: N/A STREET ADDRESS: 826 South Padre Island Drive CITY: Corpus Christi ZIP: 78416 FIRM IS: I. Corporation ® 2. Partnership 3. Sole Owner ❑ 4. Association 5. Other DISCLOSURE QUESTIONS If additional space is necessary, please use the reverse side of this page or attach separate sheet. 1. State the names of each "employee" of the City of Corpus Christi having an "ownership interest"constituting 3%or more of the ownership in the above named"firm.' Name Job Title and City Department(if known) N/A 2. State the names of each`official"of the City of Corpus Christi having an"ownership interest" constituting 3%or more of the ownership in the above named"firm." Name Title N/A 3. State the names of each "board member" of the City of Corpus Christi having an`ownership interest"constituting 3%or more of the ownership in the above named"firm.' Name Board,Commission or Committee N/A 4. State the names of each employee or officer of a "consultant" for the City of Corpus Christi who worked on any matter related to the subject of this contract and has an "ownership interest"constituting 3%or more of the ownerslup in the above named"firm." Name Consultant N/A • FILING REQUIREMENTS If a person who requests official action on a matter knows that the requested action will confer an economic benefit on any City official or employee that is distinguishable from the effect that the action will have on members of the public in general or a substantial segment thereof,you shall disclose that fact in a signed writing to the City official,employee or body that has been requested to act in the matter,unless the interest of the City official or employee in the matter is apparent. The disclosure shall also be made in a signed writing filed with the City Secretary. [Ethics Ordinance Section 2-349(d)] CERTIFICATION I certify that all information provided is true and correct as of the date of this statement, that I have not knowingly withheld disclosure of any information requested; and that supplemental statements will be promptly submitted to the City of Corpus Christy,Texas as changes occur. Certifying Person: Don R.Rokohl Title: Branch Manager (Type or Prion Signature of Certifying Date: November 13,2017 Person: (r �� t4-4 Date: a. "Board member." A member of any board, commission, or committee appointed by the City Council of the City of Corpus Christi,Texas. b. "Economic benefit". An action that is likely to affect an economic interest if it is likely to have an effect on that interest that is distinguishable from its effect on members of the public in general or a substantial segment thereof. c. "Employee." Any person employed by the City of Corpus Christi, Texas either on a full or part-time basis,but not as an independent contractor. d. "Firm." Any entity operated for economic gain, whether professional, industrial or commercial, and whether established to produce or deal with a product or service, including but not limited to, entities operated in the form of sole proprietorship, as self-employed person, partnership,corporation,joint stock company,joint venture,receivership or trust,and entities which for purposes of taxation are treated as non-profit organizations. e. "Official." The Mayor, members of the City Council, City Manager, Deputy City Manager, Assistant City Managers, Department and Division Heads, and Municipal Court Judges of the City of Corpus Christi,Texas. f. "Ownership Interest." Legal or equitable interest, whether actually or constructively held, in a firm, including when such interest is held through an agent, trust, estate, or holding entity. "Constructively held" refers to holdings or control established through voting trusts, proxies,or special terms of venture or partnership agreements." g. "Consultant."Any person or firm, such as engineers and architects, hired by the City of Corpus Christi for the purpose of professional consultation and recommendation. FORM 1295 CERTIFICATE OF INTERESTED PARTIES Master Services Agreement • • • • • CERTIFICATE OF INTERESTED PARTIES FORM 1295 1011 Complete Nos.1-4 and 6 if there are interested parties. OFFICE USE ONLY Complete Nos.1,2,3.5,and 6 if there are no interested parties. CERTIFICATION OF FILING 1 Name of business entity filing form,and the city,stale and country of the business entity's place Certificate Number: of business. 2017-283376 Tolunay-Wong Engineers, Inc. Corpus Christi.TX United States Date Filed: 2 Name of governmental entity or state agency that Is a party to the contract for which the form is 11/13/2017 being filed. City of Corpus Christi Date Acknowledged: 3 Provide the identification number used by the governmental entity or state agency to track or identify the contract,and provide a description of the services,goods,or other property to be provided under the contract. 17101A Geotechnical Engineering and Construction Materials Testing Services 4 Nature of interest Name of Interested Party City,Stale,Country(place of business) (check applicable) Controlling I Intermediary 5 Check only if there is NO Interested Party, ❑ + [I X 6 AFFIDAVIT xJ`0UtNt U•4.1/ I swear,or affirm,under ICY Po. penalty of perjury,that the above disclosure is true and correct. e sr •� 5 . z: >z �Z- IZ�p�G 4�Oft Signature of authorized ent of contracting business entity �! '.**44)PIP7E'S AFFIX NOTARY ST/Q(AApf$/tffl)pN94AVE `n1 p� 1/� ��/����qry 1ar�y�"// Sworn�pjand subscribed before me,by the said ill I, . e 1`\ this the day of O1/C.Ir'&,' ( 20 I f ,to certify which,witness my hand and seal of office. f fVfic'e��/y�)� Lo D4 IY� 11 (1 i1/LIIUr d tent of officer mini • oath Printed name of officer administering oath Title of officer administering oath Forms provided by Texas Ethics Commission www.ethics.state.tx.us Version V1.0.3337 • i--.81 TOLUENG-01 SBRANDT ,4TE IMIAMIWYWITI �RO CERTIFICATE OF LIABILITY INSURANCE DA11/13/2017 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: H the certificate holder is an ADDITIONAL INSURED,the policy('es)must have ADDITIONAL INSURED provisions or be endorsed. N 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 1 guru Cravens Warren Insurance Agency,Inc. Ijai�."rvo,Ea (713)690-6000 10011 W.Gulf Bank Rd. L _ Fax Npp(713)690-6020 Houston,TX 77040 ADDRESS: INSURER(S)AFFORDING COVERAGE NAILa INSURER A Nati'Fire Ins Co of Hartford 20478 INSURED INSURER B_Ameriean Cas Co of Reading PA -. 20427 Tolunay-Wong Engineers,Inc. INSURER Continental Insurance Company_ 135289 10710 S.Sam Houston Pkwy W. INSURER B Texas Mutual Insurance Company :22945 -. Houston,TX 77031 INSURER 6:Atlantic Specially Insurance Company 127154 INSURER F:United Specialty Insurance Co 12537 COVERAGES CERTIFICATE NUMBER: 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. INSR BDL SUER POLICY EFF ' POLICY EXP 1 LTR TYPE OF INSURANCE HOD LyyD• POLICY NUMBER IMMNOIYIYYI IMMNDNYYY1 LIMITS AIX COMMERCIAL GENERAL LIABILItt _EACH OCCURRENCE 1,000,000 CLAIMS-MADE X'OCCUR 16014158428 08)0112017 08/01/2018 DAMAGE TOESIEaREotNTtuEDnggttl _ 300,000 1,_1• PREMIS _ MVO EXP(Any ofeeersom 15,000 _ I PERSONAL&ADM INJURY 1,000,000 •:GEN'L AGGREGATE LIMIT APPLIES PER' GENERAL AGGREGATE 2,060,000 ' POLICY I X ISE& 1 LOG 1 PRODUCTS-COMPIOPAGG_ 2,000,000 OTHER' I B AU OMOBILE LIABILITY • COMBINED SINGLE LIMIT 1,000,000 (Fa accident)IX ANY AUTO 6014158400 08/01/2017 08/01/2018 BODILY INJURY(Per person) OWNED -- SCHEDULED I AUTOS ONLY -__AUTOSBODILYBOpDILY INJURYpp (Per accident AUTOS ONLY AUUTOS ONLYYIer aoadenIIAMAGE — _— C X UMBRELLA X OCCUR I EACH OCCURRENCE 15,000,000 06/01/2016 OEM X RETENTIONS _ I EXCESS TIAs CLAIM9M>ME 6014150414 00/01/2017, 10,000 AGGREGATE Aggregate 15,000,000 D WORKERS COMPENSATION 1 x STATUTE _EERH OYERa'LIABILITY TSF0001235624 08/01/2017 08/01/2018 1,000,000 ANYpfPR DPRMTOEPARTNEEE'ECUTIVE YI" EL.EACH ACCIDENT (ManeLUM nl ExcwOEm L N NIA1 Y cribe and L-- E.L.DISEASE-EA EMPLOYEE 1,000,000 DESSCRIPTION OF OPERATIONS below I _E.L.DISEASE-POLICY LIMIT 1,000,000 E Professional Liab I DPL-7037.17 08/01/2017 08/01/2018 Per Claim/Aggregate 5,000,000 F Pollution Liability USA4183139 1 08/01/2017 08101/2018 Per Claim/Aggregate I 5,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS/VEHICLES may be attached It more apace Is required) (A)Equipment Floater-Policy 86014158428;Policy Effective 8/1/17 Policy Expiration 8/1/18;Blanket Scheduled Limit:$1,636,421.Per item limit:$110,000; Leased/Rented$150,090;$2500 Deductible. (G)Argonaut Insurance company-WORKERS'COMPENSATION AND EMPLOYERS LIABILITY-NO proprietor/Partner/Executive Officer/Member Is excluded- Policy#WC92-829-136685-4(LA)-Policy Effective 8/1/2017 Policy Expiration 8/1/2018-Limits Per Statute-$1,000,000 EL Each accident,61,000,000 EL Disease-Each Employee. $1,000,000 EL Disease-Policy Limit SEE ATTACHED ACORD 101 CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. City of Corpus Christi AUTHORIZED REPRESENTATIVE Attn:Jeffery Edmonds f) • 1201 Leopard St. ,l. lee 'Corpus Christ) TX 78401 ACORD 25(2016/03) C11988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD AGENCY CUSTOMER ID: TOLUENG-01 SBRANDT LOC4: 1 - — - ACORES. ADDITIONAL REMARKS SCHEDULE Page 1 of 1 AGENCY NAMED INSURED Cravens Warren Insurance Agency,Inc. TolunaY-Wong Engineers,Inc. _ 10710 S.Sam Houston Pkwy W. POLICYHousto NUMBER Houston,TX 77031 SEE PAGE 1 CARRIER NAIL CODE SEE PAGE 1 SEE P 1 EFFECTIVE DATE SEE PAGE 1 ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM ISA SCHEDULE TO ACORD FORM, FORM NUMBER: ACORD 25 FORM TITLE: Certificated Liability Insurance Description of Operations/LocationsNehicles: The General Liability, Pollution,Professional&Auto Policies include blanket additional Insured for Ongoing and Completed Operations to the Certificate Holder when required by written contract perform CNA75079XX(01/15),ENV2019(08-15)and ENV2020 (08-15),NPE-4TLYWNG-09-17,CA2001(10/13),CA0413(10/13),G56015-B(11-91). The General Liability,Pollution, Professional,Auto Liability&Workers Compensation and Employers Liability policies include blanket Waiver of Subrogation to the Certificate Holder when required by written contract per form CNA74858XX(1/15),ENV001 (5/18)Item 8 page 27,NPF-40001-0816 Item G page 9 of 14,CA0444(10/13),G-56015-B(11-91)and WC420304B The General Liability,Pollution&Auto Policies are primary&non-contributory when required by written contract per form CNA74858XX(1/15),CNA71527XX,XL24370911,and ENV2024(08-15). Workers Compensation policies include US Longehore&Harbor Act Coverage Form TM-LHW-2001 and Maritime Coverage Form WC990201 and WC000201B. Umbrella liability follow forms of underlying General Liability,Auto Liability,Employers Liability policies EXCEPT Pollution and Professional liability. All policies subject to terms,conditions,limitations and exclusions. Complete Certificate Holder Name Includes:City of Corpus Christi and its officers,officials employees,volunteers,and elected representatives The certificate holder will be given 30 days notice of cancellation for any reason other than non-payment of premium if required by written contract. ACORD 101(2008/01) 182008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD POLICY NUMBER: 6014158400 COMMERCIAL AUTO CA 04 44 10 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US (WAIVER OF SUBROGATION) This endorsement modifies insurance provided under the following: AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement. This endorsement changes the policy effective on the inception date of the policy unless another date is indicated below. Named Insured: Tolunay-Wong Engineers, Inc. Endorsement Effective Date: 8/1/2017 SCHEDULE Name(s)Of Person(s)Or Organization(s): ANY PERSON OR ORGANIZATION FOR WHOM OR WHICH YOU ARE REQUIRED BY WRITTEN CONTRACT OR AGREEMENT TO OBTAIN THIS WAIVER FROM US. YOU MUST AGREE TO 'THAT REQUIREMENT PRIOR TO LOSS. Information required to complete this Schedule, if not shown above,will be shown in the Declarations. The Transfer Of Rights Of Recovery Against Others To Us condition does not apply to the person(s) or organization(s) shown in the Schedule, but only to the extent that subrogation is waived prior to the "accident" or the "loss" under a contract with that person or organization. CA 04 44 10 13 Copyright, Insurance Services Office, Inc., 2011 Page 1 of 1 • POLICY NUMBER:6014158400 COMMERCIAL AUTO CA 20 48 10 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED INSURED FOR COVERED AUTOS LIABILITY COVERAGE This endorsement modifies insurance provided under the following: AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by this endorsement. This endorsement identifies person(s) or organization(s) who are "insureds"for Covered Autos Liability Coverage under the Who Is An Insured provision of the Coverage Form. This endorsement does not alter coverage provided in the Coverage Form. This endorsement changes the policy effective on the inception date of the policy unless another date is indicated below. Named Insured: TOLUNAY-WONG ENGINEERS, INC. Endorsement Effective Date: 8/1/2017 SCHEDULE Name Of Person(s)Or Organization(s): ANY PERSON OR ORGANIZATION THAT THE NAMED INSURED IS OBLIGATED TO PROVIDE INSURANCE WHERE REQUIRED BY A WRITTEN CONRACT OR AGREEMENT IS AN INSURED, BUT ONLY WITH RESPECT TO LEGAL RESPONSIBILITY FOR ACTS OR OMISSIONS OF A PERSON OR ORGANIZATION FOR WHOM LIABILITY COVERAGE IS AFFORDED UNDER THIS POLICY. Information required to complete this Schedule, if not shown above,will be shown in the Declarations. Each person or organization shown in the Schedule is contained in Paragraph A.1. of Section Il — Covered an "insured"for Covered Autos Liability Coverage, but Autos Liability Coverage in the Business Auto and only to the extent that person or organization qualifies Motor Carrier Coverage Forms and Paragraph D.2. of as an"insured" under the Who Is An Insured provision CA 20 48 1013 Copyright, Insurance Services Office, Inc., 2011 Page 1 of 2 Section I — Covered Autos Coverages of the Auto Dealers Coverage Form. Page 2 of 2 ©Insurance Services Office, Inc.,2011 CA 20 48 10 13 CNA Business Auto Endorsement Declaration POLICY NUMBER COVERAGE PROVIDED BY PROM - POLICY PERIOD - TO C 6014158400 AMERICAN CASUALTY CO OF READING,PA 08/01/2017 08/01/2018 333 S. WABASH CHICAGO, IL. 60604 INSURED NAME AND ADDRESS TOLUNAY-WONG ENGINEERS, INC. 10710 S SAM HOUSTON PKWY W HOUSTON, TX 77031-3054 AGENCY NUMBER AGENCY NAME AND ADDRESS 039361 CRAVENS/WARREN INSURANCE AGENCY INC 10011 WEST GULF BANK PO BOX 41328 (77241-1328) HOUSTON, TX 77040 Phone Number: (713)690-6000 BRANCH EMBER BRANCH NAME AND ADDRESS 763 AUSTIN BRANCH 9500 ARBORETUM BLVD. STE 140 AUSTIN, TX 78759 Phone Number: (512)502-6400 This endorsement changes your policy. Please read it carefully. This endorsement results in no change in premium. This policy may be subject to Final Audit Audit Period is Annual MEM MSS MEM aaa iiEINSURED Page 1 of 2 • POLICY NUMBER INSURED NAME AND ADDRESS C 6014158400 TOLUNAY-WONG ENGINEERS, INC. 10710 S SAM HOUSTON PKWY W HOUSTON, TX 77031-3054 FORMS AND ENDORSEMENTS SCHEDULE The following forms have been added to this policy. FORM NUMBER FORM TITLE G56015H 11/1991 ENDORSEMENT EFFECTIVE 08/01/2017 Countersignature — art lij chairman of the Board Sceebry P-55748-B )Ed. 12/90) INSURED Page 2 of 2 POLICY NUMBER INSURED RAZE AND ADDRESS C 6014158400 TOLUNAY-WONG ENGINEERS, INC. 10710 S SAM HOUSTON PKWY W HOUSTON, TX 77031-3054 POLICY CHANGES ENDORSEMENT EFFECTIVE 08/01/2017 This Change Endorsement change, the Policy. Please read it carefully. This Change Endorsement is a part of your Policy and take, effect on the effective date of your Policy, unless another effective date is shown. The following Additional Insureds) has (have) been added: Form t: CNA71527 Title: ADDITIONAL INSURED - PRIMARY AND NON-CONTRIBUTORY RE: ANY PERSON OR ORGANIZATION THAT YOU ARE REQUIRED BY WRITTEN CONTRACT OR WRITTEN AGREEMENT TO NAME AS AN ADDITIONAL INSURED MEM MEM www= rerso Lvvtrmvp or the BOON 0 $ocrebry G-56015-B (ED. 11/91) I END OF COPY • • CNA Architects, Engineers and Surveyors General Liability Extension Endorsement It is understood and agreed that this endorsement amends the COMMERCIAL GENERAL LIABILITY COVERAGE PART as follows. If any other endorsement attached to this policy amends any provision also amended by this endorsement, then that other endorsement controls with respect to such provision, and the changes made by this endorsement with respect to such provision do not apply. TABLE OF CONTENTS 1. Additional Insureds 2. Additional Insured-Primary And Non-Contributory To Additional Insured's Insurance 3. Additional Insured—Extended Coverage 4. Boats 5. Bodily Injury—Expanded Definition 6. Broad Knowledge of Occurrence/Notice of Occurrence 7. Broad Named Insured 8. Contractual Liability—Railroads 9. Estates, Legal Representatives and Spouses 10. Expected Or Intended Injury—Exception for Reasonable Force 11. General Aggregate Limits of Insurance—Per Location 12. In Rem Actions 13. Incidental Health Care Malpractice Coverage 14. Joint Ventures/Partnership/Limited Liability Companies 15. Legal Liability—Damage To Premises 16. Liquor Liability 17. Medical Payments 18. Non-owned Aircraft Coverage 19. Non-owned Watercraft 20. Personal And Advertising Injury—Discrimination or Humiliation 21. Personal And Advertising Injury-Contractual Liability 22. Property Damage—Elevators 23. Retired Partners,Members, Directors And Employees 24. Supplementary Payments 25. Unintentional Failure To Disclose Hazards 26. Waiver of Subrogation—Blanket 27. Wrap-Up Extension:OCIP,CCIP or Consolidated(Wrap-Up)Insurance Programs CNA74858XX(1-15) Policy No:6014158428 Page 1 of 18 Endorsement No: Effective Date:6/1/2017 Insured Name: Copyright CNA All Rights Resented. Includes copyrighted material of Insurance Services Office,Inc,with its permission. • CNA Architects, Engineers and Surveyors General Liability Extension Endorsement I. ADDITIONAL INSUREDS a. WHO IS AN INSURED is amended to include as an Insured any person or organization described in paragraphs A. through I. below whom a Named Insured is required to add as an additional insured on this Coverage Part under a written contract or written agreement, provided such contract or agreement: (1) is currently in effect or becomes effective during the term of this Coverage Part; and (2) was executed prior to: (a) the bodily injury or property damage;or (b) the offense that caused the personal and advertising injury, for which such additional insured seeks coverage. b. However, subject always to the terms and conditions of this policy, including the limits of insurance, the Insurer will not provide such additional insured with: (1) a higher limit of insurance than required by such contractor agreement; or (2) coverage broader than required by such contract or agreement, and in no event broader than that described by the applicable paragraph A.through I. below. Any coverage granted by this endorsement shall apply only to the extent permissible by law. A. Controlling Interest Any person or organization with a controlling interest in a Named Insured, but only with respect to such person or organization's liability for bodily injury, property damage or personal and advertising injury arising out of: 1. such person or organization's financial control of a Named Insured;or 2. premises such person or organization owns, maintains or controls while a Named Insured leases or occupies such premises; provided that the coverage granted by this paragraph does not apply to structural alterations, new construction or demolition operations performed by, on behalf of, or for such additional insured. B. Co-owner of Insured Premises A co-owner of a premises co-owned by a Named Insured and covered under this insurance but only with respect to such co-owner's liability for bodily injury, property damage or personal and advertising injury as co-owner of such premises. C. Engineers,Architects or Surveyors Engaged By You An architect, engineer or surveyor engaged by the Named Insured, but only with respect to liability for bodily injury, property damage or personal and advertising injury caused in whole or in part by the Named Insured's acts or omissions, or the acts or omissions of those acting on the Named Insured's behalf: a. in connection with the Named Insured's premises; or b. in the performance of the Named Insured's ongoing operations. CNA74858XX(1-15) Policy No:6014158428 Page 2 of 18 Endorsement No: Effective Date:8/1/2017 Insured Name: Copyright CNA All Rights Reserved Includes copyrighted material of Insurance Services Office,Inc.,with its permission. • cera Architects, Engineers and Surveyors General Liability Extension Endorsement But the coverage hereby granted to such additional insureds does not apply to bodily injury, property damage or personal and advertising injury arising out of the rendering of or failure to render any professional services by,on behalf of,or for the Named Insured, including but not limited to: 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. D. Lessor of Equipment Any person or organization from whom a Named Insured leases equipment, but only with respect to liability for bodily injury, property damage or personal and advertising injury caused, in whole or in part, by the Named Insured's maintenance, operation or use of such equipment, provided that the occurrence giving rise to such bodily injury, property damage or the offense giving rise to such personal and advertising injury takes place prior to the termination of such lease. E. Lessor of Land Any person or organization from whom a Named Insured leases land but only with respect to liability for bodily injury, property damage or personal and advertising injury arising out of the ownership, maintenance or use of such land, provided that the occurrence giving rise to such bodily injury, property damage or the offense giving rise to such personal and advertising injury takes place prior to the termination of such lease. The coverage granted by this paragraph does not apply to structural alterations, new construction or demolition operations performed by, on behalf of, or for such additional insured. F. Lessor of Premises An owner or lessor of premises leased to the Named Insured, or such owner or lessor's real estate manager, but only with respect to liability for bodily injury, property damage or personal and advertising injury arising out of the ownership, maintenance or use of such part of the premises leased to the Named Insured, and provided that the occurrence giving rise to such bodily injury or property damage, or the offense giving rise to such personal and advertising Injury, takes place prior to the termination of such lease. The coverage granted by this paragraph does not apply to structural alterations, new construction or demolition operations performed by,on behalf of, or for such additional insured. G. Mortgagee,Assignee or Receiver A mortgagee, assignee or receiver of premises but only with respect to such mortgagee, assignee or receiver's liability for bodily injury, property damage or personal and advertising injury arising out of the Named Insured's ownership, maintenance, or use of a premises by a Named Insured. The coverage granted by this paragraph does not apply to structural alterations, new construction or demolition operations performed by, on behalf of,or for such additional insured. H. State or Governmental Agency or Subdivision or Political Subdivisions-Permits A state or governmental agency or subdivision or political subdivision that has issued a permit or authorization but only with respect to such state or governmental agency or subdivision or political subdivision's liability for bodily injury, property damage or personal and advertising injury arising out of: 1. the following hazards in connection with premises a Named Insured owns, rents, or controls and to which this insurance applies: a. the existence, maintenance, repair, construction, erection, or removal of advertising signs, awnings, canopies, cellar entrances, coal holes, driveways, manholes, marquees, hoistaway openings, sidewalk vaults, street banners, or decorations and similar exposures;or CNA74858XX (1-15) Policy No:6014158428 Page 3 of 18 Endorsement No: Effective Date:8/1/2017 Insured Name: Copyright CNA All Rights Reserved. Includes copyrighted matenal of Insurance Services Office,Inc.,with its permission. • CNA Architects, Engineers and Surveyors General Liability Extension Endorsement b. the construction, erection, or removal of elevators; or c. the ownership, maintenance or use of any elevators covered by this insurance; or 2. the permitted or authorized operations performed by a Named Insured or on a Named Insured's behalf. The coverage granted by this paragraph does not apply to: a. Bodily injury, property damage or personal and advertising injury arising out of operations performed for the state or governmental agency or subdivision or political subdivision; or b. Bodily injury or property damage included within the products-completed operations hazard. With respect to this provision's requirement that additional insured status must be requested under a written contract or agreement, the Insurer will treat as a written contract any governmental permit that requires the Named Insured to add the governmental entity as an additional insured. I. Trade Show Event Lessor 1. With respect to a Named Insured's participation in a trade show event as an exhibitor, presenter or displayer, any person or organization whom the Named Insured is required to include as an additional insured, but only with respect to such person or organization's liability for bodily injury, property damage or personal and advertising injury caused by: a. the Named Insured's acts or omissions; or b. the acts or omissions of those acting on the Named Insured's behalf, in the performance of the Named Insured's ongoing operations at the trade show event premises during the trade show event. 2. The coverage granted by this paragraph does not apply to bodily injury or property damage included within the products-completed operations hazard. 2. ADDITIONAL INSURED-PRIMARY AND NON-CONTRIBUTORY TO ADDITIONAL INSURED'S INSURANCE The Other Insurance Condition in the COMMERCIAL GENERAL LIABILITY CONDITIONS Section is amended to add the following paragraph: If the Named Insured has agreed in writing in a contract or agreement that this insurance is primary and non- contributory relative to an additional insured's own insurance, then this insurance is primary, and the Insurer will not seek contribution from that other insurance. For the purpose of this Provision 2., the additional insured's own insurance means insurance on which the additional insured is a named insured. Otherwise, and notwithstanding anything to the contrary elsewhere in this Condition, the insurance provided to such person or organization is excess of any other insurance available to such person or organization. 3. ADDITIONAL INSURED—EXTENDED COVERAGE When an additional insured is added by this or any other endorsement attached to this Coverage Part, WHO IS AN INSURED is amended to make the following natural persons Insureds. If the additional insured is: a. An individual, then his or her spouse is an Insured; b. A partnership or joint venture, then its partners, members and their spouses are Insureds; c. A limited liability company,then its members and managers are Insureds; or CNA74858XX (1-15) Policy No:6014158428 Page 4 of 18 Endorsement No: Effective Date:8/1/2017 Insured Name: Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office,Inc.,with its permission. • • CIA Architects, Engineers and Surveyors General Liability Extension Endorsement d. An organization other than a partnership,joint venture or limited liability company, then its executive officers, directors and shareholders are Insureds; but only with respect to locations and operations covered by the additional insured endorsement's provisions, and only with respect to their respective roles within their organizations. Please see the ESTATES, LEGAL REPRESENTATIVES, AND SPOUSES provision of this endorsement for additional coverage and restrictions applicable to spouses of natural person Insureds. 4. BOATS Under COVERAGES, Coverage A — Bodily Injury And Property Damage Liability, the paragraph entitled Exclusions is amended to add the following additional exception to the exclusion entitled Aircraft, Auto or Watercraft: This exclusion does not apply to: • Any watercraft owned by the Named Insured that is less than 30 feet long while being used in the course of the Named Insured's inspection or surveying work. 5. BODILY INJURY—EXPANDED DEFINITION Under DEFINITIONS,the definition of bodily injury is deleted and replaced by the following: Bodily injury means physical injury, sickness or disease sustained by a person, including death, humiliation, shock, mental anguish or mental injury sustained by that person at any time which results as a consequence of the physical injury, sickness or disease. 6. BROAD KNOWLEDGE OF OCCURRENCE!NOTICE OF OCCURRENCE Under CONDITIONS, the condition entitled Duties in The Event of Occurrence, Offense, Claim or Suit is amended to add the following provisions: A. BROAD KNOWLEDGE OF OCCURRENCE The Named Insured must give the Insurer or the Insurer's authorized representative notice of an occurrence, offense or claim only when the occurrence, offense or claim is known to a natural person Named Insured, to a partner, executive officer, manager or member of a Named Insured, or to an employee designated by any of the above to give such notice. B. NOTICE OF OCCURRENCE The Named Insured's rights under this Coverage Part will not be prejudiced if the Named Insured fails to give the Insurer notice of an occurrence, offense or claim and that failure is solely due to the Named Insured's reasonable belief that the bodily injury or property damage is not covered under this Coverage Part. However, the Named Insured shall give written notice of such occurrence, offense or claim to the Insurer as soon as the Named Insured is aware that this insurance may apply to such occurrence, offense or claim. 7. BROAD NAMED INSURED WHO IS AN INSURED is amended to delete its Paragraph 3.in its entirety and replace it with the following: 3. Pursuant to the limitations described in Paragraph 4. below, any organization in which a Named Insured has management control: a. on the effective date of this Coverage Part; or CNA74858XX(1-15) Policy No:6014158428 Page 5 of 18 Endorsement No: Effective Date:8/1/2017 Insured Name: Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office,Inc.,with its permission. • CNA Architects, Engineers and Surveyors General Liability Extension Endorsement b. by reason of a Named Insured creating or acquiring the organization during the policy period, qualifies as a Named Insured, provided that there is no other similar liability insurance, whether primary, contributory, excess, contingent or otherwise, which provides coverage to such organization, or which would have provided coverage but for the exhaustion of its limit, and without regard to whether its coverage is broader or narrower than that provided by this insurance. But this BROAD NAMED INSURED provision does not apply to: (a) any partnership, limited liability company or joint venture; or (b) any organization for which coverage is excluded by another endorsement attached to this Coverage Part. For the purpose of this provision, management control means: A. owning interests representing more than 50% of the voting, appointment or designation power for the selection of a majority of the Board of Directors of a corporation; or B. having the right, pursuant to a written trust agreement, to protect, control the use of, encumber or transfer or sell property held by a trust. 4. With respect to organizations which qualify as Named Insureds by virtue of Paragraph 3. above, this insurance does not apply to: a. bodily injury or property damage that first occurred prior to the date of management control, or that first occurs after management control ceases; nor b. personal or advertising injury caused by an offense that first occurred prior to the date of management control or that first occurs after management control ceases. 5. The insurance provided by this Coverage Part applies to Named Insureds when trading under their own names or under such other trading names or doing-business-as names (dba)as any Named Insured should choose to employ. 8. CONTRACTUAL LIABILITY—RAILROADS With respect to operations performed within 50 feet of railroad property, the definition of insured contract is replaced by the following: 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 to premises while rented to a Named Insured or temporarily occupied by a Named Insured you with permission of the owner is not an insured contract; b. A sidetrack agreement; c. Any easement or license agreement; 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 the Named Insured's business (including an indemnification of a municipality in connection with work performed for a municipality) under which the Named Insured assumes the tort liability of another party to pay for bodily injury or property damage to a CNA74858XX (1-15) Policy No:6014158428 Page 6 of 18 Endorsement No: Effective Date: 8/1/2017 Insured Name: Copyright CNA All Rights Reserved. Includes copyrighted material or Insurance Services Office,Inc.,vnth Its permission. CVA Architects, Engineers and Surveyors General Liability Extension Endorsement third person or organization.Tort liability means a liability that would be imposed by law in the absence of any contractor agreement. Paragraph f. does not include that part of any contractor agreement: (1) That indemnifies an architect, engineer or surveyor for injury or damage arising out of: (a) Preparing, approving or failing to prepare or approve maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications;or (b) Giving directions or instructions, or failing to give them, if that is the primary cause of the injury or damage; (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. 9. ESTATES, LEGAL REPRESENTATIVES,AND SPOUSES The estates, executors, heirs, legal representatives, administrators, trustees, beneficiaries and spouses of any natural person Insured or living trust shall also be insured under this policy; provided, however, coverage is afforded to such estates, executors, heirs, legal representatives, administrators, trustees, beneficiaries and spouses only for claims arising solely out of their capacity or status as such and, in the case of a spouse, where such claim seeks damages from marital community property,jointly held property or property transferred from such natural person Insured to such spouse. No coverage is provided for any act, error or omission of an estate, heir, legal representative, or spouse outside the scope of such person's capacity or status as such, provided, however, that the spouse of a natural person Named Insured, and the spouses of members or partners of joint venture or partnership Named Insureds are Insureds with respect to such spouses' acts, errors or omissions in the conduct of the Named Insured's business. 10. EXPECTED OR INTENDED INJURY—EXCEPTION FOR REASONABLE FORCE Under COVERAGES, Coverage A — Bodily Injury And Property Damage Liability, the paragraph entitled Exclusions is amended to delete the exclusion entitled Expected or Intended Injury and replace it with the following. This insurance does not apply to: 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. 11. GENERAL AGGREGATE LIMITS OF INSURANCE -PER LOCATION A. A separate Location General Aggregate Limit, equal to the amount of the General Aggregate Limit, is the most the Insurer will pay for the sum of: 1. All damages under Coverage A, except damages because of bodily injury or property damage included in the products-completed operations hazard;and 2. All medical expenses under Coverage C, that arise from occurrences or accidents which can be attributed solely to ongoing operations at that location. Such payments shall not reduce the General Aggregate Limit shown in the Declarations, nor the Location General Aggregate Limit of any other location. CNA74858XX(1-15) Policy No:6014158428 Page 7 of 18 Endorsement No: Effective Date:8/1/2017 Insured Name: Copyright CNA All Rights Reserved. Includes copyrighted material or Insurance Services Office,Inc.,wth its permission. • CNA Architects, Engineers and Surveyors General Liability Extension Endorsement B. All: 1. Damages under Coverage B, regardless of the number of locations involved; 2. Damages under Coverage A, caused by occurrences which cannot be attributed solely to ongoing operations at a single location, except damages because of bodily injury or property damage included in the products-completed operations hazard; and 3. Medical expenses under Coverage C caused by accidents which cannot be attributed solely to ongoing operations ata single location, will reduce the General Aggregate Limit shown in the Declarations. C. For the purpose of this GENERAL AGGREGATE LIMITS OF INSURANCE - PER LOCATION Provision, "location"means: 1. a premises the Named Insured owns or rents; or 2. a premises not owned or rented by any Named Insured at which the Named Insured is performing operations pursuant to a contract or written agreement. If operations at such a location have been discontinued and then restarted, or if the authorized parties deviate from plans, blueprints, designs, specifications or timetables,the location will still be deemed to be the same location. For the purpose of determining the applicable aggregate limit of insurance, premises involving the same or connecting lots, or premises whose connection is interrupted only by a street, roadway, waterway or right-of- way of a railroad shall be considered a single location. D. The limits shown in the Declarations for Each Occurrence, for Damage To Premises Rented To You and for Medical Expense continue to apply, but will be subject to either the Location General Aggregate Limit or the General Aggregate Limit, depending on whether the occurrence can be attributed solely to ongoing operations at a particular location. E. When coverage for liability arising out of the products-completed operations hazard is provided, any payments for damages because of bodily injury or property damage included in the products-completed operations hazard, regardless of the number of locations involved, will reduce the Products-Completed Operations Aggregate Limit shown in the Declarations. F. The provisions of LIMITS OF INSURANCE not otherwise modified by this GENERAL AGGREGATE LIMITS OF INSURANCE-PER LOCATION Provision shall continue to apply as stipulated. 12. IN REM ACTIONS A quasi in rem action against any vessel owned or operated by or for the Named Insured, or chartered by or for the Named Insured, will be treated in the same manner as though the action were in personam against the Named Insured. 13. INCIDENTAL HEALTH CARE MALPRACTICE COVERAGE Solely with respect to bodily injury that arises out of a health care incident: A. Under COVERAGES, Coverage A — Bodily Injury And Property Damage Liability, the Insuring Agreement is amended to replace Paragraphs 1.b.(1)and 1.b.(2)with the following: b. This insurance applies to bodily injury provided that the professional health care services are incidental to the Named Insured's primary business purpose,and only if: (1) such bodily injury is caused by an occurrence that takes place in the coverage territory. CNA74858XX(1-15) Policy No:6014158428 Page S of 18 Endorsement No: Effective Date:8/1/2017 Insured Name: Oopynght CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office,Inc.,wIh its permission. CNA Architects, Engineers and Surveyors General Liability Extension Endorsement (2) the bodily injury first occurs during the policy period. All bodily injury arising from an occurrence will be deemed to have occurred at the time of the first act, error, or omission that is part of the occurrence; and B. Under COVERAGES, Coverage A— Bodily Injury And Property Damage Liability, the paragraph entitled Exclusions is amended to: L add the following to the Employers Liability exclusion: This exclusion applies only if the bodily injury arising from a health care incident is covered by other liability insurance available to the Insured (or which would have been available but for exhaustion of its limits). ii. delete the exclusion entitled Contractual Liability and replace it with the following: This insurance does not apply to: Contractual Liability the Insured's actual or alleged liability under any oral or written contract or agreement, including but not limited to express warranties or guarantees. iii. to add the following additional exclusions: This insurance does not apply to: Discrimination any actual or alleged discrimination, humiliation or harassment, including but not be limited to claims based on an individual's race, creed, color, age, gender, national origin, religion, disability, marital status or sexual orientation. Dishonesty or Crime Any actual or alleged dishonest, criminal or malicious act, error or omission. Medicare/Medicaid Fraud any actual or alleged violation of law with respect to Medicare, Medicaid, Tricare or any similar federal, state or local governmental program. Services Excluded by Endorsement Any health care incident for which coverage is excluded by endorsement. C. DEFINITIONS is amended to: i. add the following definitions: Health care incident means an act, error or omission by the Named Insured's employees or volunteer workers in the rendering of: a. professional health care services on behalf of the Named Insured or b. Good Samaritan services rendered in an emergency and for which no payment is demanded or received. CNA74858XX (1-15) Policy No: 6014158428 Page 9 of 18 Endorsement No: Effective Date:s/1/2017 Insured Name: Copyright CNA All Rights Reserved Includes copyrighted material of Insurance Services Office,Inc.,with its permission. CNA Architects, Engineers and Surveyors General Liability Extension Endorsement Professional health care services means any health care services or the related furnishing of food, beverages, medical supplies or appliances by the following providers in their capacity as such but solely to the extent they are duly licensed as required: a. Physician; b. Nurse; c. Nurse practitioner; d. Emergency medical technician; e. Paramedic; f. Dentist; g. Physical therapist; h. Psychologist; i. Speech therapist; j. Other allied health professional; or Professional health care services does not include any services rendered in connection with human clinical trials or product testing. ii. delete the definition of occurrence and replace it with the following: Occurrence means a health care incident. All acts, errors or omissions that are logically connected by any common fact, circumstance, situation, transaction, event, advice or decision will be considered to constitute a single occurrence; iii. amend the definition of Insured to: a. add the following: • the Named Insured's employees are Insureds with respect to: (1) bodily injury to a co-employee while in the course of the co-employee's employment by the Named Insured or while performing duties related to the conduct of the Named Insured's business; and (2) bodily injury to a volunteer worker while performing duties related to the conduct of the Named Insured's business; when such bodily injury arises out of a health care incident. • the Named Insured's volunteer workers are Insureds with respect to: (1) bodily injury to a co-volunteer worker while performing duties related to the conduct of the Named Insured's business; and (2) bodily injury to an employee while in the course of the employee's employment by the Named Insured or while performing duties related to the conduct of the Named Insured's business; when such bodily injury arises out of a health care incident. CNA74858XX (1-15) Policy No:6014158428 Page 10 of 18 Endorsement No: Effective Date: 8/1/2017 Insured Name: Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office,Ina,with its permission. • CNA Architects, Engineers and Surveyors General Liability Extension Endorsement b. delete Subparagraphs(a), (b), (c)and(d)of Paragraph 2.a.(1)of WHO IS AN INSURED. D. The Other Insurance condition is amended to delete Paragraph b.(1) in its entirety and replace it with the following: Other Insurance b. Excess Insurance (1) To the extent this insurance applies, it is excess over any other insurance, self insurance or risk transfer instrument, whether primary, excess, contingent or on any other basis, except for insurance purchased specifically by the Named Insured to be excess of this coverage. 14. JOINT VENTURES/PARTNERSHIP/LIMITED LIABILITY COMPANIES A. Past Joint Ventures, Partnerships, Limited Liability Companies The following is added to WHO IS AN INSURED: If the Named Insured was a joint venturer, partner, or member of a limited liability company and such joint venture, partnership or limited liability company terminated prior to or during the policy period, such Named Insured is an Insured with respect to its interest in such joint venture, partnership or limited liability company but only to the extent that: a. any offense giving rise to personal and advertising injury occurred prior to such termination date, and the personal and advertising injury arising out of such offense, first occurred after such termination date; b. the bodily injury or property damage first occurred after such termination date; and c. there is no other valid and collectible insurance purchased specifically to insure the partnership, joint venture or limited liability company. If the joint venture, partnership or limited liability company is or was insured under a consolidated(wrap-up) insurance program, then such insurance will always be considered valid and collectible for the purpose of paragraph c.above. But this provision will not serve to exclude bodily injury, property damage or personal and advertising injury that would otherwise be covered under the Architects, Engineers And Surveyors General Liability Extension Endorsement provision entitled WRAP-UP EXTENSION: OCIP, CCIP, OR CONSOLIDATED (WRAP-UP) INSURANCE PROGRAMS. Please see that provision for the definition of consolidated(wrap-up) insurance program. B. Participation In Current Professional Joint Ventures The following is added to WHO IS AN INSURED: The Named Insured is also an Insured for participation in a current joint venture that is not named on the Declarations, but only if such joint venture meets all of the following criteria: a. Each and every one of the Named Insured's co-venturers are architectural, engineering or surveying firms only; and b. There is no other valid and collectible insurance purchased specifically to insure the joint venture. However, the Named Insured is an Insured only for the conduct of such Named Insured's business within such a joint venture. The Named Insured is not insured for liability arising out of the acts or omissions of other co-venturers, nor of their partners, members or employees. C. WHO IS AN INSURED is amended to delete its last paragraph and replace it with the following: CNA74858XX(1-15) Policy No:6014158428 Page 11 of 18 Endorsement No: Effective Date: 8/1/2017 Insured Name: Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office,Inc.,with its permission. • CNA Architects, Engineers and Surveyors General Liability Extension Endorsement Except as provided under this Architects, Engineers And Surveyors General Liability Extension Endorsement or by the attachment of another endorsement(if any), 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. 15. LEGAL LIABILITY — DAMAGE TO PREMISES / ALIENATED PREMISES / PROPERTY IN THE NAMED INSURED'S CARE,CUSTODY OR CONTROL A. Under COVERAGES, Coverage A—Bodily Injury and Property Damage Liability, the paragraph entitled Exclusions is amended to delete exclusion j. Damage to Property in its entirety and replace it with the following: This insurance does not apply to: j. Damage to Property Property damage to: (1) Property the Named Insured owns, rents, or occupies, 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 the Named Insured sells, gives away or abandons, if the property damage arises out of any part of those premises', (3) Property loaned to the Named Insured; (4) Personal property in the care, custody or control of the Insured; (5) That particular part of real property on which the Named Insured or any contractors or subcontractors working directly or indirectly on the Named Insured's 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 because your work was incorrectly performed on it. Paragraphs (1), (3) and (4) of this exclusion do not apply to property damage (other than damage by fire) to premises rented to the Named Insured or temporarily occupied by the Named Insured with the permission of the owner, nor to the contents of premises rented to the Named Insured for a period of 7 or fewer consecutive days.A separate limit of insurance applies to Damage To Premises Rented To You as described in LIMITS OF INSURANCE. Paragraph (2)of this exclusion does not apply if the premises are your work. Paragraphs (3), (4), (5) and (6) of this exclusion do not apply to liability assumed under a sidetrack agreement. Paragraph (6) of this exclusion does not apply to property damage included in the products- completed operations hazard. Paragraphs(3)and(4)of this exclusion do not apply to property damage to: i. tools, or equipment the Named Insured borrows from others, nor CNA74858XX(1-15) Policy No:6014158428 Page 12 of 18 Endorsement No: Effective Date:8/1/2017 Insured Name: Copydghr CNA All Rights Reserved. Includes copynghted material of Insurance Services Office,Inc.,with its permission. CIA Architects, Engineers and Surveyors General Liability Extension Endorsement ii. other personal property of others in the Named Insured's care, custody or control while being used in the Named Insured's operations away from any Named Insured's premises. However,the coverage granted by this exception to Paragraphs(3)and (4)does not apply to: a. property at a job site awaiting or during such property's installation, fabrication, or erection; b. property that is mobile equipment leased by an Insured; c. property that is an auto, aircraft or watercraft; d. property in transit; or e. any portion of property damage for which the Insured has available other valid and collectible insurance, or would have such insurance but for exhaustion of its limits, or but for application of one of its exclusions. A separate limit of insurance and deductible apply to such property of others. See LIMITS OF INSURANCE as amended below. B. Under COVERAGES, Coverage A—Bodily Injury and Property Damage Liability, the paragraph entitled Exclusions is amended to delete its last paragraph and replace it with the following: Exclusions c. through n. do not apply to damage by fire to premises while rented to a Named Insured or temporarily occupied by a Named Insured with permission of the owner, nor to damage to the contents of premises rented to a Named Insured for a period of 7 or fewer consecutive days. A separate limit of insurance applies to this coverage as described in LIMITS OF INSURANCE. C. The following paragraph is added to LIMITS OF INSURANCE: Subject to 5. above, $25,000 is the most the Insurer will pay under Coverage A for damages arising out of any one occurrence because of the sum of all property damage to borrowed tools or equipment, and to other personal property of others in the Named Insured's care, custody or control, while being used in the Named Insured's operations away from any Named Insured's premises. The Insurer's obligation to pay such property damage does not apply until the amount of such property damage exceeds $1,000. The Insurer has the right but not the duty to pay any portion of this $1,000 in order to effect settlement. If the Insurer exercises that right, the Named Insured will promptly reimburse the Insurer for any such amount. D. Paragraph 6.. Damage To Premises Rented To You Limit, of LIMITS OF INSURANCE is deleted and replaced by the following: 6. Subject to Paragraph 5. above, (the Each Occurrence Limit), the Damage To Premises Rented To You Limit is the most the Insurer will pay under Coverage A for damages because of property damage to any one premises while rented to the Named Insured or temporarily occupied by the Named Insured with the permission of the owner, including contents of such premises rented to the Named Insured for a period of 7 or fewer consecutive days. The Damage To Premises Rented To You Limit is the greater of: a. $500,000; or b. The Damage To Premises Rented To You Limit shown in the Declarations. E. Paragraph 4.b.(1)(a)(ii)of the Other Insurance Condition is deleted and replaced by the following: (ii) That is property insurance for premises rented to the Named Insured,for premises temporarily occupied by the Named Insured with the permission of the owner; or for personal property of others in the Named Insured's care, custody or control; CNA74858XX(1-15) Policy No:6014158428 Page 13 of 18 Endorsement No: Effective Date:8/1/2017 Insured Name: Copyright CNA All Rights Reserved Includes copyrighted material of Insurance Services Office,(no. Mth its permission. CNA Architects, Engineers and Surveyors General Liability Extension Endorsement 16. LIQUOR LIABILITY Under COVERAGES, Coverage A - Bodily Injury and Property Damage Liability, the paragraph entitled Exclusions is amended to delete the exclusion entitled Liquor Liability. This LIQUOR LIABILITY Provision does not apply to any person or organization who otherwise qualifies as an additional insured on this Coverage Part. 17. MEDICAL PAYMENTS A. LIMITS OF INSURANCE is amended to delete Paragraph 7. (the Medical Expense Limit) and replace it with the following: 7. Subject to Paragraph 5. above (the Each Occurrence Limit), the Medical Expense Limit is the most the Insurer will pay under Coverage C for all medical expenses because of bodily injury sustained by any one person. The Medical Expense Limit is the greater of: (1) $15,000 unless a different amount is shown here: $N,NNN,NNN,NNN; or (2) the amount shown in the Declarations for Medical Expense Limit, B. Under COVERAGES, the Insuring Agreement of Coverage C-Medical Payments is amended to replace Paragraph 1.a.(3)(b)with the following: (b) The expenses are incurred and reported to the Insurer within three years of the date of the accident; and 18. NON-OWNED AIRCRAFT Under COVERAGES, Coverage A - Bodily Injury and Property Damage Liability, the paragraph entitled Exclusions is amended as follows: The exclusion entitled Aircraft,Auto or Watercraft is amended to add the following: This exclusion does not apply to an aircraft not owned by any Named Insured, provided that: 1. the pilot in command holds a currently effective certificate issued by the duly constituted authority of the United States of America or Canada, designating that person as a commercial or airline transport pilot; 2. the aircraft is rented with a trained, paid crew to the Named Insured; and 3. the aircraft is not being used to carry persons or property for a charge. 19. NON-OWNED WATERCRAFT Under COVERAGES, Coverage A - Bodily Injury and Property Damage Liability, the paragraph entitled Exclusions is amended to delete subparagraph (2) of the exclusion entitled Aircraft, Auto or Watercraft, and replace it with the following. This exclusion does not apply to: (2) a watercraft that is not owned by any Named Insured, provided the watercraft is: (a) less than 75 feet long; and (b) not being used to carry persons or property for a charge. CNA74858XX (1-15) Policy Ns;6014158428 Page 14 of 18 Endorsement No: Effective Date: 8/1/2017 Insured Name: Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office,Inc.,with its permission. • CNA Architects, Engineers and Surveyors General Liability Extension Endorsement 20. PERSONAL AND ADVERTISING INJURY—DISCRIMINATION OR HUMILIATION A. Under DEFINITIONS,the definition of personal and advertising injury is amended to add the following tort: • Discrimination or humiliation that results in injury to the feelings or reputation of a natural person. B. Under COVERAGES, Coverage B — Personal and Advertising Injury Liability, the paragraph entitled Exclusions is amended to: 1. delete the Exclusion entitled Knowing Violation Of Rights Of Another and replace it with the following: This insurance does not apply to: Knowing Violation of Rights of Another Personal and advertising injury caused by or at the direction of the Insured with the knowledge that the act would violate the rights of another and would inflict personal and advertising injury. This exclusion shall not apply to discrimination or humiliation that results in injury to the feelings or reputation of a natural person, but only if such discrimination or humiliation is not done intentionally by or at the direction of: (a) the Named Insured;or (b) any executive officer, director, stockholder, partner, member or manager(if the Named Insured is a limited liability company) of the Named Insured. 2. add the following exclusions: This insurance does not apply to: Employment Related Discrimination discrimination or humiliation directly or indirectly related to the employment, prospective employment, past employment or termination of employment of any person by any Insured. Premises Related Discrimination discrimination or humiliation arising out of the sale, rental, lease or sub-lease or prospective sale, rental, lease or sub-lease of any room, dwelling or premises by or at the direction of any Insured. Notwithstanding the above, there is no coverage for fines or penalties levied or imposed by a governmental entity because of discrimination. The coverage provided by this PERSONAL AND ADVERTISING INJURY —DISCRIMINATION OR HUMILIATION Provision does not apply to any person or organization whose status as an Insured derives solely from • Provision 1.ADDITIONAL INSURED of this endorsement; or • attachment of an additional insured endorsement to this Coverage Part. 21. PERSONAL AND ADVERTISING INJURY-CONTRACTUAL LIABILITY A. Under COVERAGES, Coverage B —Personal and Advertising Injury Liability, the paragraph entitled Exclusions is amended to delete the exclusion entitled Contractual Liability. B. Solely for the purpose of the coverage provided by this PERSONAL AND ADVERTISING INJURY - LIMITED CONTRACTUAL LIABILITY provision, the following changes are made to the section entitled SUPPLEMENTARY PAYMENTS—COVERAGES A AND B: CNA74B58XX(1-15) Policy No:6014158428 Page 15 of 18 Endorsement No: Effective Date:8/1/2017 Insured Name: Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office,Inc.,Mil its permission. CNA Architects, Engineers and Surveyors General Liability Extension Endorsement 1. Paragraph 2.d. is replaced by the following: d. The allegations in the suit and the information the Insurer knows about the offense alleged in such suit are such that no conflict appears to exist between the interests of the Insured and the interests of the indemnitee; 2. The first unnumbered paragraph beneath Paragraph 2.f.(2)(b) is deleted and replaced by the following: So long as the above conditions are met, attorney's fees incurred by the Insurer in the defense of that indemnitee, necessary litigation expenses incurred by the Insurer, and necessary litigation expenses incurred by the indemnitee at the Insurer's request will be paid as defense costs. Such payments will not be deemed to be damages for personal and advertising injury and will not reduce the limits of insurance. C. This PERSONAL AND ADVERTISING INJURY - LIMITED CONTRACTUAL LIABILITY Provision does not apply if Coverage B -Personal and Advertising Injury Liability is excluded by another endorsement attached to this Coverage Part, This PERSONAL AND ADVERTISING INJURY - CONTRACTUAL LIABILITY Provision does not apply to any person or organization who otherwise qualifies as an additional insured on this Coverage Part. 22. PROPERTY DAMAGE-ELEVATORS A. Under COVERAGES, Coverage A- Bodily Injury and Property Damage Liability, the paragraph entitled Exclusions is amended such that the Damage to Your Product Exclusion and subparagraphs (3), (4) and (6) of the Damage to Property Exclusion do not apply to property damage that results from the use of elevators. B. Solely for the purpose of the coverage provided by this PROPERTY DAMAGE-ELEVATORS Provision, the Other Insurance conditions is amended to add the following paragraph: This insurance is excess over any of the other insurance, whether primary, excess, contingent or on any other basis that is Property insurance covering property of others damaged from the use of elevators. 23. RETIRED PARTNERS,MEMBERS,DIRECTORS AND EMPLOYEES WHO IS INSURED is amended to include as Insureds natural persons who are retired partners, members, directors or employees, but only for bodily injury, property damage or personal and advertising injury that results from services performed for the Named Insured under the Named Insured's direct supervision. All limitations that apply to employees and volunteer workers also apply to anyone qualifying as an Insured under this Provision. 24. SUPPLEMENTARY PAYMENTS The section entitled SUPPLEMENTARY PAYMENTS-COVERAGES A AND B is amended as follows: A. Paragraph 1.b. is amended to delete the $250 limit shown for the cost of bail bonds and replace it with a $5,000. limit;and B. Paragraph 1.d. is amended to delete the limit of$250 shown for daily loss of earnings and replace it with a $1,000. limit. 25. UNINTENTIONAL FAILURE TO DISCLOSE HAZARDS If the Named Insured unintentionally fails to disclose all existing hazards at the inception date of the Named Insured's Coverage Part,the Insurer will not deny coverage under this Coverage Part because of such failure. CNA74858XX(1-15) Policy No:6014158428 Page 16 of 18 Endorsement No: Effective Date: 8/1/2017 Insured Name: Copyright CNA All Rights Reserved Includes cepyighted material of Insurance Services Office,Inc. vnth its permission. • CNA Architects, Engineers and Surveyors General Liability Extension Endorsement 26. WAIVER OF SUBROGATION -BLANKET Under CONDITIONS, the condition entitled Transfer Of Rights Of Recovery Against Others To Us is amended to add the following: The Insurer waives any right of recovery the Insurer may have against any person or organization because of payments the Insurer makes for injury or damage arising out of: 1. the Named Insured's ongoing operations; or 2. your work included in the products-completed operations hazard. However, this waiver applies only when the Named Insured has agreed in writing to waive such rights of recovery in a written contract or written agreement, and only if such contractor agreement: 1. is in effect or becomes effective during the term of this Coverage Part;and 2. was executed prior to the bodily injury, property damage or personal and advertising injury giving rise to the claim. 27. WRAP-UP EXTENSION:OCIP,CCIP,OR CONSOLIDATED(WRAP-UP)INSURANCE PROGRAMS Note: The following provision does not apply to any public construction project in the state of Oklahoma, nor to any construction project in the state of Alaska, that is not permitted to be insured under a consolidated (wrap- up)insurance program by applicable state statute or regulation. If the endorsement EXCLUSION — CONSTRUCTION WRAP-UP is attached to this policy, or another exclusionary endorsement pertaining to Owner Controlled Insurance Programs (O.C.I.P.) or Contractor Controlled Insurance Programs(C.C.I.P.) is attached,then the following changes apply: A. The following wording is added to the above-referenced endorsement: With respect to a consolidated (wrap-up) insurance program project in which the Named Insured is or was involved, this exclusion does not apply to those sums the Named Insured become legally obligated to pay as damages because of: 1. Bodily injury, property damage, or personal or advertising injury that occurs during the Named Insured's ongoing operations at the project, or during such operations of anyone acting on the Named Insured's behalf; nor 2. Bodily injury or property damage included within the products-completed operations hazard that arises out of those portions of the project that are not residential structures. B. Condition 4.Other Insurance is amended to add the following subparagraph 4.b.(1)(c): This insurance is excess over: (c) Any of the other insurance whether primary, excess, contingent or any other basis that is insurance available to the Named Insured as a result of the Named Insured being a participant in a consolidated (wrap-up) insurance program, but only as respects the Named Insured's involvement in that consolidated(wrap-up) insurance program. C. DEFINITIONS is amended to add the following definitions: Consolidated(wrap-up) insurance program means a construction, erection or demolition project for which the prime contractor/project manager or owner of the construction project has secured general liability insurance covering some or all of the contractors or subcontractors involved in the project, such as an Owner Controlled Insurance Program (O.C.I.P.)or Contractor Controlled Insurance Program(C.C.I.P.). CNA74858XX(1-15) Policy No:6014158428 Page 17 of 18 Endorsement No: Effective Date:8/1/2017 Insured Name: Copyright CNA All Rights Reserved Includes copyrighted material of Insurance Services ice,Inc.,vAtn its permission. • CNA Architects, Engineers and Surveyors General Liability Extension Endorsement Residential structure means any structure where 30% or more of the square foot area is used or is intended to be used for human residency, including but not limited to: 1. single or multifamily housing, apartments, condominiums, townhouses, co-operatives or planned unit developments; and 2. the common areas and structures appurtenant to the structures in paragraph 1. (including pools, hot tubs, detached garages,guest houses or any similar structures). However, when there is no individual ownership of units, residential structure does not include military housing, college/university housing or dormitories, long term care facilities, hotels or motels. Residential structure also does not include hospitals or prisons. This WRAP-UP EXTENSION: OCIP, CCIP, OR CONSOLIDATED (WRAP-UP) INSURANCE PROGRAMS Provision does not apply to any person or organization who otherwise qualifies as an additional insured on this Coverage Part. All other terms and conditions of the Policy remain unchanged. This endorsement, which forms a part of and is for attachment to the Policy issued by the designated Insurers, takes effect on the effective date of said Policy at the hour stated in said Policy, unless another effective date is shown below, and expires concurrently with said Policy. CNA74858XX(1-15) Policy No: 6014158428 Page 18 of 18 Endorsement No: Effective Date:8/1/2017 Insured Name: Copyright CNA All Rights Reserved. Includes copynghted material of Insurance Services Office,Inc.,with its permission. • CNA Policy Holder Notice - Countrywide It is understood and agreed that: If the Named Insured has agreed under written contract to provide notice of cancellation to a party to whom the Agent of Record has issued a Certificate of Insurance, and if the Insurer cancels a policy term described on that Certificate of Insurance for any reason other than nonpayment of premium, then notice of cancellation will be provided to such Certificate holders at least 30 days in advance of the date cancellation is effective. If notice is mailed, then proof of mailing to the last known mailing address of the Certificate holder on file with the Agent of Record will be sufficient to prove notice. Any failure by the Insurer to notify such persons or organizations will not extend or invalidate such cancellation, or impose any liability or obligation upon the Insurer or the Agent of Record. All other terms and conditions of the Policy remain unchanged. This endorsement, which forms a part of and is for attachment to the Policy issued by the designated Insurers, takes effect on the effective date of said Policy at the hour stated in said Policy, unless another effective date is shown below, and expires concurrently with said Policy. CNA75014XX(1-15) Policy No:6014158428 Page 1 of 1 Endorsement No: Effective Date:8/1/2017 Insured Name: Copyright CNA All Rights Reserved Includes copyrighted material of Insurance Services Office,Inc.,wth Its permission. • CNABlanket Additional Insured - Owners, Lessees or Contractors - with Products-Completed Operations Coverage Endorsement This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART It is understood and agreed as follows: I. The WHO IS AN INSURED section is amended to add as an Insured any person or organization whom the Named Insured is required by written contract to add as an additional insured on this coverage part, including any such person or organization, if any, specifically set forth on the Schedule attachment to this endorsement. However, such person or organization is an Insured only with respect to such person or organization's liability for. A. unless paragraph B. below applies, 1. bodily injury, property damage, or personal and advertising injury caused in whole or in part by the acts or omissions by or on behalf of the Named Insured and in the performance of such Named Insured's ongoing operations as specified in such written contract;or 2. bodily injury or property damage caused in whole or in part by your work and included in the products-completed operations hazard,and only if a. the written contract requires the Named Insured to provide the additional insured such coverage; and b. this coverage part provides such coverage. B. bodily injury, property damage,or personal and advertising injury arising out of your work described in such written contract, but only if: 1. this coverage part provides coverage for bodily injury or property damage included within the products completed operations hazard; and 2. the written contract specifically requires the Named Insured to provide additional insured coverage under the 11-85 or 10-01 edition of CG2010 or the 10-01 edition of CG2037. II. Subject always to the terms and conditions of this policy, including the limits of insurance, the Insurer will not provide such additional insured with: A. coverage broader than required by the written contract; or B. a higher limit of insurance than required by the written contract. III. The insurance granted by this endorsement to the additional insured does not apply to bodily injury, property damage, or personal and advertising injury arising out of: A. 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; and 2. supervisory, inspection, architectural or engineering activities; or B. any premises or work for which the additional insured is specifically listed as an additional insured on another endorsement attached to this coverage part. IV. Notwithstanding anything to the contrary in the section entitled COMMERCIAL GENERAL LIABILITY CONDITIONS, the Condition entitled Other Insurance, this insurance is excess of all other insurance available to the additional insured whether on a primary, excess, contingent or any other basis. However, if this insurance is required by written contract to be primary and non-contributory, this insurance will be primary and non- contributory relative solely to insurance on which the additional insured is a named insured. CNA75079XX(1-15) Policy No: 6014158428 Page 1 of 2 Endorsement No: Effective Date:8/1/2017 Insured Name: Copyright CNA All Rights Reserved. Includes copynghted material of Insurance Services Office,Inc.,with its permission. CNABlanket Additional Insured - Owners, Lessees or Contractors - with Products-Completed Operations Coverage Endorsement V. Solely with respect to the insurance granted by this endorsement, the section entitled COMMERCIAL GENERAL LIABILITY CONDITIONS is amended as follows: The Condition entitled Duties In The Event of Occurrence, Offense, Claim or Suit is amended with the addition of the following: Any additional insured pursuant to this endorsement will as soon as practicable: 1. give the Insurer written notice of any claim,or any occurrence or offense which may result in a claim; 2. except as provided in Paragraph IV. of this endorsement, agree to make available any other insurance the additional insured has for any loss covered under this coverage part; 3. send the Insurer copies of all legal papers received, and otherwise cooperate with the Insurer in the investigation, defense, or settlement of the claim; and 4. tender the defense and indemnity of any claim to any other insurer or self insurer whose policy or program applies to a loss that the Insurer covers under this coverage part. However, if the written contract requires this insurance to be primary and non-contributory, this paragraph (4) does not apply to insurance on which the additional insured is a named insured. The Insurer has no duty to defend or indemnify an additional insured under this endorsement until the Insurer receives written notice of a claim from the additional insured. VI. Solely with respect to the insurance granted by this endorsement, the section entitled DEFINITIONS is amended to add the following definition: Written contract means a written contract or written agreement that requires the Named Insured to make a person or organization an additional insured on this coverage part, provided the contractor agreement: A. is currently in effect or becomes effective during the term of this policy;and B. was executed prior to: 1. the bodily injury or property damage; or 2. the offense that caused the personal and advertising injury for which the additional insured seeks coverage. Any coverage granted by this endorsement shall apply solely to the extent permissible by law. All other terms and conditions of the Policy remain unchanged. This endorsement, which forms a part of and is for attachment to the Policy issued by the designated Insurers,takes effect on the effective date of said Policy at the hour stated in said Policy, unless another effective date is shown below, and expires concurrently with said Policy. CNA75079XX(1-15) Policy No:6014158428 Page 2 of 2 Endorsement No: Effective Date: 8/1/2017 Insured Name: Copynghl CNA All Rights Reserved Includes copyrighted material of Insurance Services Office,Inc.,with its permission. • TexasMutuar WORKERS' COMPENSATION INSURANCE WORKERS'COMPENSATION AND WC 42 03 04 B EMPLOYERS LIABILITY POLICY Insured copy TEXAS WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT This endorsement applies only to the insurance provided by the policy because Texas 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. This endorsement shall not operate directly or indirectly to benefit anyone not named in the Schedule. The premium for this endorsement is shown in the Schedule. Schedule 1. ( ) 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 TEXAS OPERATIONS 3. Premium: The premium charge for this endorsement shall be 2.00 percent of the premium developed on payroll in connection with work performed for the above person(s)or organization(s)arising out of the operations described. 4. Advance Premium: Included, see Information Page This endorsement changes the policy to which it is attached effective on the inception date of the policy unless a different date is indicated below. (The following'attaching clause"need be completed only when this endorsement is issued subsequent to preparation of the policy.) This endorsement,effective on&1/17 at 12:01 a.m.standard time,forms a part of: Policy no.0001235624 of Texas Mutual Insurance Company effective on 811/17 /I Issued to: TOLUNAY-WONG ENGINEERS INC 7/ A c ,( _ q This is not a bill / (�(.•,,r„ /U��/`�J\' Authorized representative NCCI Carrier Code: 29939 7126117 PO Box 12058,Austin,TX 78711-2058 1 of 1 texasmutual.com I(800)859-5995 I Fax(800)359-0650 WC 42 03 04 B • TeXaS Mut uar WORKERS' COMPENSATION INSURANCE WORKERS'COMPENSATION AND TM LHW 2001 EMPLOYERS LIABILITY POLICY Insured copy LONGSHORE AND HARBOR WORKERS' COMPENSATION ACT COVERAGE ENDORSEMENT IMPORTANT NOTICE! THE INSURANCE PROVIDED BY THIS ENDORSEMENT IS LIMITED. This coverage applies only to persons under your contract of hire,whether express or implied,oral or written,and includes employees employed in the usual course and scope of your business who are directed by you temporarily to perform services outside the usual course and scope of your business.An employee who is injured while working in another jurisdiction or the employee's legal beneficiary is entitled to all rights and remedies if the injury would be compensable if it had occurred in this state and the employee has significant contacts with this state or the employment is principally located in this state. An employee has significant contacts with this state if the employee was hired or recruited in this state and the employee was injured not later than one year after the date of hire or has worked in this state for at least ten working days preceding the date of injury. This endorsement applies only to work subject to the Longshore and Harbor Workers' Compensation Act in a state shown in the Schedule. General Section C.Workers'Compensation Law is replaced by the following: C.Workers'Compensation Law Workers' Compensation law means the workers or workmen's compensation law and occupational disease law of each state or territory named in Item 3A of the Information Page and the Longshore and Harbor Workers' Compensation Act(33 USC Sections 901-950). It includes any amendments to those laws that are in effect during the policy period. It does not include any other federal workers or workmen's compensation law, other federal occupational disease law or the provisions of any law that provide nonoccupational disability benefits. Part Two(Employers Liability Insurance), C. Exclusions., exclusion 8,does not apply to work subject to the Longshore and Harbor Workers'Compensation Act. This endorsement does not apply to work subject to the Defense Base Act, the Outer Continental Shelf Lands Act, or the Nonappropriated Fund Instrumentalities Act. PO Box 12058,Austin,TX 18711-2058 1 of 2 texasmutual.com 1(800)859-59951 Fax(800)359-0650 TM LHW 2001 • TexasMutuar WORKERS' COMPENSATION INSURANCE WORKERS'COMPENSATION AND TM LHW 2001 EMPLOYERS LIABILITY POLICY Insured copy Schedule Longshore and Harbor Workers' State Compensation Act Coverage Percentage TexasTexas 57.0% The rates for classifications with code numbers not followed by the letter"F"are rates for work not ordinarily subject to the Longshore and Harbor Workers'Compensation Act. If this policy covers work under such classifications,and if the work is subject to the Longshore and Harbor Workers'Compensation Act,those non-F classification rates will be increased by the Longshore and Harbor Workers'Compensation Act Coverage Percentage shown in the Schedule. This endorsement changes the policy to which it is attached effective on the inception date of the policy unless a different date is indicated below. (The following"attaching clause"need be completed only when this endorsement is issued subsequent to preparation of the policy.) This endorsement,effective on 8/1117 at 12:01 a.m.standard time.forms a part of: Policy no.0001235624 of Texas Mutual Insurance Company effective on 8/1/17 Issued to: TOLUNAY-WONG ENGINEERS INC Mx u( /_\ti,� This is not a bill U�Sv�' Authorized representative NCCI Carrier Code: 29939 7126117 PO Box 12058,Austin,TX 78711-2058 2 of 2 texasmutual.com 1(800)859-5995 I Fax(800)359-0650 TM LHW 2001 TeXasMutuar WORKERS'COMPENSATION INSURANCE WORKERS'COMPENSATION AND WC 99 02 01 EMPLOYERS LIABILITY POLICY Insured copy TEXAS MARITIME COVERAGE ENDORSEMENT IMPORTANT NOTICE! THE INSURANCE PROVIDED BY THIS ENDORSEMENT IS LIMITED. This coverage applies only to persons under your contract of hire,whether express or implied, oral or written, and includes employees employed in the usual course and scope of your business who are directed by you temporarily to perform services outside the usual course and scope of your business.An employee who is injured while working in another jurisdiction or the employee's legal beneficiary is entitled to all rights and remedies if the injury would be compensable if it had occurred in this state and the employee has significant contacts with this state or the employment is principally located in this state.An employee has significant contacts with this state if the employee was hired or recruited in this state and the employee was injured not later than one year after the date of hire or has worked in this state for at least ten working days preceding the date of injury. This endorsement changes how insurance provided by Part Two(Employers Liability Insurance)applies to bodily injury to a master or member of the crew of any vessel. A. How This Insurance Applies is replaced by the following. A. How This Insurance Applies This insurance applies to bodily injury by accident or bodily injury by disease. Bodily injury includes resulting death. 1. The bodily injury must arise out of and in the course of the injured employee's employment by you. 2. The employment must be necessary or incidental to work described in Item 1 of the Schedule of the Maritime Coverage Endorsement. 3. The bodily injury must occur in the territorial limits of, or in the operation of a vessel sailing directly between the ports of,the continental United States of America,Alaska, Hawaii or Canada. 4. Bodily injury by accident must occur during the policy period. 5. Bodily injury by disease must be caused or aggravated by the conditions of your employment. The employee's last day of last exposure to the conditions causing or aggravating such bodily injury by disease must occur during the policy period. 6. If you are sued, the original suit and any related legal actions for damages for bodily injury by accident or by disease must be brought in the United States of America, its territories or possessions,or Canada. C. Exclusions is changed by removing exclusion 10 and by adding exclusions 13 and 14. This insurance does not cover: 13. Bodily injury covered by a Protection and Indemnity Policy or similar policy issued to you or for your benefit. This exclusion applies even if the other policy does not apply because of an other insurance clause,deductible or limitation of liability clause,or any similar clause. 14. Your duty or obligation to provide transportation,wages, maintenance, and cure.This exclusion does not apply if a premium entry is shown in Item 2 of the Schedule,except that punitive damages related to your duty or obligation to provide transportation,wages, maintenance, and cure under any applicable maritime law are excluded even if a premium is paid for transportation, wages, maintenance, and cure coverage. D. We Will Defend is changed by adding the following statement We will treat a suitor other action in rem against a vessel owned or chartered by you as a suit against you. PO Box 12058,Austin,TX 78711-2058 1 of 2 lexasmutual.com I(800)8595995 I Fax(800)359-0650 WC 99 02 01 • TeXasMutuar WORKERS'COMPENSATION INSURANCE WORKERS'COMPENSATION AND WC 99 02 01 EMPLOYERS LIABILITY POLICY Insured copy G. Limits of Liability Our liability to pay for damages is limited. Our limits of liability are shown in the Schedule.They apply as explained below. 1. Bodily Injury by Accident.The limit shown for"bodily injury by accident-each accident" is the most we will pay for all damages covered by this insurance because of bodily injury to one or more employees in any one accident. A disease is not bodily injury by accident unless it results directly from bodily injury by accident. 2. Bodily Injury by Disease. The limit shown for"bodily injury by disease-aggregate"is the most we will pay for all damages covered by this insurance because of bodily injury by disease to one or more employees.The limit applies separately to bodily injury by disease arising out of work in each state shown in Item 3.A. of the Information Page. Bodily injury by disease will be deemed to occur in the state of the vessel's home port. Bodily injury by disease does not include disease that results directly from a bodily injury by accident. 3. We will not pay any claims for damages after we have paid the applicable limit of our liability under this insurance. Schedule 1. Description of Work: All maritime work 2. Transportation, Wages, Maintenance, and Cure Premium: Included Exclusion:This insurance does not cover punitive damages related to your duty or obligation to provide transportation, wages, maintenance, and cure under any applicable maritime law even if a premium is paid for transportation,wages, maintenance, and cure coverage. 3. Limits of Liability Bodily Injury by Accident $25,000.00 each accident Bodily Injury by Disease $25,000.00 aggregate This endorsement changes the policy to which Itis attached effective on the inception date of the policy unless a different date is indicated below. (The following"attaching clause'need be completed only when this endorsement is issued subsequent to preparation of the policy.) This endorsement,effective on 8/1/17 at 12:01 a.m.standard time,forms a part of: Policy no.0001235624 of Texas Mutual Insurance Company effective on 8/1117 Issued to: TOLUNAY-WONG ENGINEERS INC ,r� A p v( _ This is not a bill ! (✓` Authorized representative NCCI Carrier Code: 29939 7/26/17 PO Box 12058,Austin,TX 78711-2058 2 of 2 texasmutual.com 1(800)859-59951 Fax(800)359-0650 WC 99 02 01 WORKERS COMPENSATOR AND EMPLOYERS LIABILITY INSURANCE POUCY WC 00 01 06 A (Ed.4-92) LONGSHORE AND HARBOR WORKERS' COMPENSATION ACT COVERAOE ENDORSEMENT This endorsement ep files only to work subject to the Longshore and Harbor Workers' Compensation Act in a state shown In the Schedule. The pdwy apples to that work as though that elate were listed in Item 3.A of the Information Page. General Section C. Workers' Compensation Law Is replaced by Be tolowing: C. Workers Conpsnraton Law Workers Compensation Law means the workers or workmen's compensation law and occupational disease lbw of each state or territory named In Item 3A. of the Information Page and the Longshore and Harbor Workers' Compensation Act(83 USC Sections 901-950).It includes any amendments to those laws that are In effect during the policy period. it does not Include any other federal workers or workmen's compensation law, other federal occupational disease law or the provisions of any law that provide nonoccupational disability benefits. Part Two(Empbyers liability Insurance),C. Exclusions.,ecdudon 8,does not apply to work subject to the Longshore and Harbor Workers'Compensation Act This endorsement does riot apply to work subject to the Defense Brae Ad,the Outer Continend Shelf Lands Ad or the Noneppcpriated Fund Instrumentalities Act. Schedule Longshore and Harbor Workers' Stam Compensation Act Coverage Percentage Louisiana 2.070 The rates for classifications with code numbers not followed by the letter'P are rates for work not ordradly abject to the Longshore and Harbor Workers' Compensation Act N tare poky covers work under such dassifcatbns, and If the work is subject to the Longshore and Harbor Workers' Compensation Act those non-F classification rates will be increased by the Longshore and Harbor Workers'Compensation Act Coverage Percentage shown In the Schedule. Tub endorsement changes the poky to which It I attached end le effective on the dole awed unless othawlae stated. (The MI emotion below Is required only when MI.endwaanwi Is Issued mlaeyen to preparation of to policy.) Endorsement Heave oats:08/01/2017 Ppts Ns. WC 928298366854 Endorsement No Potty Effective Dam: 08/01/2017 to 09/01/2018 Premium$ Insured: TOLUNAY-HONG ENGINEERS INC DBA: Carrier Name(Code:Argonaut Insurance Company WC 0001 06 A (Ed.4-92) Countersigned by Omaw He rut**awns w ans.wuon num Page 1 of 1 WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 000201 B (Ed. 1-15) MARITIME COVERAGE ENDORSEMENT No endorsement changes how insurance provided by Part Two (Employers Liabity insurance) applies to bodily Injury to a master a member of the crew of any vessel. A How This InsuranceApplie Is replaced by the following: A.How This Insurance Applies This insurance applies to badly injury by accident a bodily Injury by disease. Bodly injury includes resulting death. 1. The bodily injury must wise out of and in the course of the injured employee's employment by you. 2.The employment must be necessary a inddental to work described In Sem 1 of the Schedule of the Maritime Coverage Endorsement. 3. The bodly Injury must occur In the tentorial limits d,or In the operatlan ora vessel sailing directly between the ports of,the=Mounts'United States of America,Alaska, Hawaii or Canada. 4. Body injury by accident must occur dump the pdicy period. 5. Body injury by disease must be caused a aggravated by the conholbns of your employment.The employee's last day of last exposure to the =editions causing or app avahng such bodily Flury by demise must occur during the pdicy period. B. If you am sued, the original suit and any related legal action for damages for body Injury by accident or by disease must be brought in the United States of America,is territories a possessions,or Canada. C. Exclusions b changed by removing exclusion 10 and by adding exclusions 13 and 14. This insurance does not cover 13. Bodily injury covered by a Protection and Indemnity Policy or Smiler policy issued to you or for your benefit. This exclusion applies wen it the other policy does not apply because of another insurance clause,deducible a limitation of liability clause,a any similar clause. 14. Your duly or obligation to provide transportation,wages,maintenance,and cure.This exclusion does not appy if premium entry is shown in item 2 of the Schedule, except that punitive damages related to your duty or obligation to provide transportation, wages, maintenance, and are under any applicable maritime law we excluded even 0 a prembm Is paid for transportation,wages,maintenance,and are coverage. D. We Will Defend is changed by addng the blowing statement: We will treat a suit or other action in rem against a vessel owned or chartered by you as a suit against you. G. Limes of Liability Our liability to pay for damages is Smiled.Our emits of liability are shown in the Schedule.They apply as explained below. 1. Bodily Injury by Acddent.The Imit shown for'bodily Injury by accident-each accident'Is the most we will pay for al damages covered by this Insurance because of badly injury to one or more employees in any one accident A disease Is not bodily injury by acddent unless it results directly from body Injury by accident. 2. Bodily Injury by Disease.The limit shorn for'badly glory by dieease-aggregate' is the most we Mil pay for all damages covered by the Insurance because of bodly Injury by disease to one a more employees. The limit applies separately to body injury by disease arising out of work In each state shown it Item 3A. of the Information Page.Bodily injury by disease ail be deemed to occur in the state of the veasers home pat Bodly injury by disease does not include disease that resole directly from a holy injury by acddent. 3.We MI not pay any claims for damages after we have paid the applicable Ilett of our IlebNty under this insurance. 0 cerise NMI MAWS Cauca a,rbnamw6W,MM O"M.u Rights M..we. Pepe 1 of 2 WC 000201B WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY (Ed. 1-15) Schedule 1. Description of wart All Maritime Work 2. Tretmpartal m,Wages,Maintenance,and Cure Premium Exclusion: Tbls irwrnce does not cover punitive damages related to your duty cr digation to provide transportation, wages, maintenance, and cure under any applicable maritime law even if a masks is paid for transportation,wages,maintenance,and an coverage. 3. Limits of Liability Bodily lnjuy by Accident $25 each accident Bodily tnjuy by Disease $25 aggregate This endorsementdiangss the poesy to each It Is attached end b alfadM on the date Sued unless dints slated. (The Imernlation blow is required only when Ude andmwnent is blued subsequent to prepandbn of the policy.) Endorsement Effective Date:0a/01/2017 Poky Ib. WC 928298366854 Endorsement Np. Policy Motive Date: 08/01/2017 to 08/01/2018 Premiums Insured: TOLL:MAY-WONG ENGINEERS INC DBA Certs Name!Cods: Argonaut Insurance Company WC 00 02 01 B (Ed.01-15) Countersigned by 0 dgfMMf O eases Council on CanMwdbn Insurances.MAll I ha*_W. Paps 2 of 2 WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 00 09 19 (Ed.4-84) WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT We have the right to recover our payments from anyone liable for an Injury covered by this policy. We will not enforce our right agoinet the person or organization named in the Schedule. (Tis agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) TNs agreement shall not operate directly or indirectly to benefit anyone not named In the Schedule. Schedule Blanket - LA Where required by written contract. This endorsement changes the policy to which II Y attached and le effective on are date issued unless omernbs stated. (The Internallon below la required wily when Ihi endorsement Is lamed subsequent to prepereaorr of the policy.) Endorsement Effective Date:08/01/2017 per. No. WC 92 82 983 66 854 Endorsement No. Policy Effective Date: 08/01/2017 to 08/01/2018 Premium$ Insured: TOLUNAY-WONG ENGINEERS INC DBA: Carder Name I Code:Argonaut Insurance Company WC 00 09 13 Ooaiteragned by (Ed.4-84) 1,111113 Neww PRIMA on 0w .nwnsse. Page 1 of 1 • • 4 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. AMENDMENT OF OTHER INSURANCE CONDITION - PRIMARY OR PRIMARY AND NON-CONTRIBUTORY WHEN REQUIRED BY WRITTEN CONTRACT OR WRITTEN AGREEMENT This endorsement modifies insurance provided under the following: UMBRELLA LIABILITY POLICY I. Paragraph B.2 of Section III — Who Is An G. Other Insurance Insured is replaced by the following: 1. This policy shall apply in excess of all 2. Any person or organization with whom you "underlying insurance whether or not agreed, because of a written contract, written valid and collectible. It shall also apply in agreement or because of a permit issued by a excess of other valid and collectible state or political subdivision, to provide insurance (except other insurance insurance such as is afforded under this policy, purchased specifically to apply in but only with respect to your operations, "your excess of this insurance) which also waar or facilities owned or used by you, applies to any loss for which insurance This provision does not apply: is provided by this policy. a. Unless the written contract or written These excess provisions apply, whether agreement has been executed, or the such other insurance is stated to be: permit has been issued prior to the a. Primary; "bodily injury", "property damage", or b. Contributing; "personal and advertising injury";and c. Excess;or b. Unless the limits of liability specified in d. Contingent. such written contract, written agreement or permit are greater than the limits 2. However, the following provisions apply shown for"underlying insurance";or to other insurance available to any C. Beyond the period of time required by person or organization qualifying as an the written contract or written additional insured under Paragraph 8.2. agreement. of Section III —Who Is An Insured, as amended by Item I. of this endorsement In no event shall any coverage afforded to and who is also an additional insured any such person or organization apply to any under the Commercial General Liability claim or"suit"to which"underlying insurance" Coverage Part scheduled in the does not apply. Coverage provided by this "underlying insurance: policy for any such additional insured will a. Primary Insurance When follow the provisions, exclusions and Required By Contract limitations of the"underlying insurance". II. Solely as respects the insurance afforded to any If you have agreed in a written person or organization qualifying as an contract, written agreement or additional insured under Paragraph I. above, the permit to provide primary insurance Other Insurance condition in Section VI — to the additional insured, then, after Conditions is replaced by the following: the "underlying insurance' is Form XL 24 37 09 11 Page 1 of 2 CO 2011,The Hartford (Includes copyrighted material of Insurance Services Office, Inc.,with its permission.) • • • • exhausted, this insurance will be III. The following is added to Section IV—Limits Of primary. If other insurance is also Insurance. primary, we will share with all that H. How Limits Apply To Additional Insureds other insurance by the method described in Paragraph 3.below. If you have agreed in a written contract, written agreement or permit that another b. Primary And Non-Contributory To person or organization be added as an Other Insurance When Required additional insured on the Commercial By Contract General Liability Coverage Part scheduled in If you have agreed in a written the "underlying insurance and such person contract, written agreement, or or organization also qualifies as an permit to provide insurance to the additional insured under this policy, the most additional insured that is primary we will pay on behalf of such insured is the and non-contributory, then, after the lesser of: "underlying insurance" is exhausted, a. The limits of insurance specified in the this insurance will be primary and written contract, written agreement or we will not seek contribution from permit, less any amounts payable by the additional insured's own any"underlying insurance";or insurance. b. The Limits of Insurance shown in the Paragraphs a. and b. do not apply to Umbrella Liability Policy Declarations. other insurance on which the additional insured qualifies as an additional Such amount shall be a part of and not in insured pursuant to the terms of that addition to the Limits of Insurance shown in policy or has been added as an the Umbrella Liability Policy Declarations additional insured by endorsement. and described in other provisions of this Section. 3. 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. Paget oft Form XL24370911 7. Separation Of Insureds SECTION V - EXTENDED REPORTING PERIOD — Except with respect to the Limits of Insurance, and any COVERAGE E CONSULTANTS' PROFESSIONAL rights or duties specifically assigned in this policy to the LIABILITY first Named Insured, this insurance applies: 1. We will provide one or more Extended Reporting a. As if each Named Insured were the only Named Periods,as described below. if: Insured; and a. The coverage provided under Coverage E is b. Separately to each insured against whom "claim' is cancelled or not renewed for any reason except for made or"suit"is brought. non-payment of premium material misstatements 8. Transfer Of Rights Of Recovery Against Others To on an insurance application or failure to cooperate: Us or a. If the insured has rights to recover all or part of any b. We renew or replace the coverage provided under payment we have made under this policy, those Coverage E with insurance that: rights are transferred to us. The insured must do (1) Has a Retroactive Date later than the date nothing after loss to impair them. At our request, shown in the Declarations as applicable to the insured will bring "suit" or transfer those rights Coverage E;or to us and help us enforce them. (2) Does not apply to Coverage E on a "claims' b. When required by a written contract, we waive any made and reported basis. right of recovery we may have against the person 2. Extended Reporting Periods do not extend the `policy or organization party to such written contract period" or change the scope of coverage provided. because of payments we make for injury or They apply only to"claims"arising out of: damage arising out of the insured's ongoing operations or your work` done under such written "Wrongful acts" that occur before the end of the "policy contract with that person or organization and period" but not before the Retroactive Date, if any. included in the "products - completed operations shown in the Declarations if Coverage E is provide by hazard this policy. 9. Selection Of Counsel Once in effect, Extended Reporting Periods may not be In the event the insured is entitled by law to select cancelled. independent counsel to defend a"suit" at our expense, 3. A Basic Extended Reporting Period is automatically the attorneys lees and all other litigation expenses we provided without additional charge. This period starts must pay to that counsel are limited to the rates and with the end of the "policy period" and lasts for sixty payment schedules we actually pay to counsel we (60) days. The Basic Extended Reporting Period does retain in the ordinary course of business in the defense not apply to 'claims" that are covered under any of similar"claims"or 'suits"in that jurisdiction. subsequent insurance the insured purchases. or that would be covered. but for exhaustion of the amount of We may exercise the right to require that such counsel insurance applicable to such"claims have certain minimum qualifications with respect to their competency including experience in defending 4. One of two possible Supplemental Extended Reporting 'claims" or "suits" similar to the one pending against Periods is available. One or the other, but never both. the insured and to require such counsel to have errors must be selected as described below prior to the and omissions insurance coverage. As respects such expiration of this policy. counsel, the insured agrees that counsel will timely a. A 60-Month Supplemental Extended Reporting respond to our requests for information regarding the Period is available, but can be obtained only if an "claim' or .suit'. Furthermore the insured may at any endorsement is issued by us and the insured pays time freely and fully waive these rights to select an extra charge equal to 200% of this policy's independent counsel as evidenced by a signed waiver. premium. The insured must give us a written 10. Calculation Of Premium request for the endorsement sixty(60) days prior to The premium shown in the Declarations was computed the expiration of this policy. The 60-Month go into effect based on rates in effect at the time the policy was fExtended Reporting Period will not issued. On each renewal, continuation or anniversary into unless the insured pays the of the Effective Date of this policy, we will compute the additional premium in full prior to the expiration or premium in accordance with the rates and rules then in termination date of this policy. This endorsement effect. shall set forth the terms, not inconsistent with this section, applicable to the 60-Month Supplemental Extended Reporting Period, Insurance afforded for "claims" first received during the 60-Month Supplemental Extended Reporting Period is excess aver any other valid and collectible insurance available under policies in force after the ENV 0001 0516 Page 27 of 33 Includes copy igted material of Insurance Sen ices Office,Inc. ENV 2019 0815 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: ENVIRONMENTAL SERVICES LIABILITY COVERAGE FORM SCHEDULE Designated Person or Organization: Designated Project or Premises: Any person or organization as required by written Various locations as per written contract with the Named contract with the Named Insured to be named as Insured Additional Insured A. In consideration of the premium paid, it is hereby agreed that Section II — Who Is An Insured is amended to include as an additional insuredthe person(s) or organization(s) shown in the Schedule above, but only with respect to `bodily injury", "property damage", or "environmental damage" caused, in whole or in part, by "your work" at the project or premises shown in the Schedule above 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. I1 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. The following shall not apply to and shall afford no coverage to additional insureds shown in the Schedule above. 1. Coverage E —Consultants' Professional Liability; or 2. Coverage F -Scheduled Property Pollution Liability;or 3. Coverage G — Non-Owned Disposal Ste Pollution Liability. C. With respect to the insurance afforded to these additional insured, the following is added to Section III — Limits of Insurance and Deductibles. 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 contractor agreement or 2. Available under the applicable Limits of Insurance shown in the Declarations, whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. All other terms and conditions of this policy remain unchanged. ENV 2019 0815 Includes copyrighted matenms of Insurance Services omce.Inc.with its permission Page 1 of 1 0 ISO Properties inc.. 1996 ENV 2020 0815 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS This endorsement modifies insurance provided under the following: ENVIRONMENTAL SERVICES LIABILITY COVERAGE FORM SCHEDULE Designated Person or Organization: Designated Project or Premises: Any person or organization as required by written Various locations as per written contract with the Named contract with the Named Insured to be named as Insured Additional Insured In consideration of the premium paid, it is hereby agreed that. A. Section II— Who Is An Insured, is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule above, but only with respect to "bodily injury", 'property damage', or "environmental damage' 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 Designated Project(s) or Premises shown in the Schedule 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. The following shall not apply to and shall afford no coverage to additional insureds shown in the Schedule above' 1. Coverage E —Consultants' Professional Liability;or 2. Coverage F —Scheduled Property Pollution Liability, or 3. Coverage G —Non-Owned Disposal Site Pollution Liability. C. With respect to the insurance afforded any such additional insured(s), the following exclusions apply. This insurance does not apply to"bodily injury", "property damage"or"environmental damage" occurring after 1. All of "your work", including materials, parts or equipment furnished in connection with 'your work, on the Designated Project(s) or Premises (other than service; maintenance or repairs) to be performed by or on behalf of the additional insured(s)at the Designated Project(s)or Premises has been completed. 2. That portion of "your work' out of which the "bodily injury". 'property damage` or "environmental damage" arises has been put to as intended use by any other person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same Designated Project(s) or Premises. All other terms and conditions of this policy remain unchanged. ENV 2020 0815 Includes copyrighted materials of nsurance Services omce,Inc.with its permission Page 1 of 1 0150 Properties inc.. 1996 ENV 2024 0815 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - COMPLETED OPERATIONS PRIMARY AND NON-CONTRIBUTORY This endorsement modifies insurance provided under the following: ENVIRONMENTAL SERVICES LIABILITY COVERAGE FORM SCHEDULE Designated Additional Insured(s) Designated Project or Premises: Any person or organization as required by written Various locations as per written contract with the Named contract with the Named Insured to be named as Insured Additional Insured In consideration of the premium paid, it is hereby agreed that: A. Section II— Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury', "property damage", "personal and advertising injury" or "environmental damage" caused, in whole or in part, by your work"at the location designated and described in the Schedule of this endorsement performed for that additional insured and included in the"products-completed operations hazard". 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. The following shall not apply to and shall afford no coverage to additional insureds shown in the Schedule above 1. Coverage E —Consultants'Professional Liability;or 2. Coverage F —Scheduled Property Pollution Liability; or 3. Coverage G —Non-Owned Disposal Site Pollution Liability. C. The insurance provided for the benefit of the above Designated Additional Insured(s) shall be primary and non- contributory, but only with respect to liability for"bodily injury, "property damage", "personal and advertising injury' or"environmental damage"caused in whole or in part, by 1. Your acts or omissions, or 2. The acts or omissions of those acting on your behalf, performed for the above Designated Additional Insured(s) at the above designated project or premises and included in the 'products-completed operations hazard. D. With respect to the insurance afforded to these additional insureds, the following is added to Section III —Limits of Insurance and Deductibles. 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 contractor agreement;or 2. Available under the applicable Limits of Insurance Shown in the Declarations, whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. All other terms and conditions of this policy remain unchanged. ENV 2024 0815 Includescopyrighted materials of nsurance Services Office.Inc.wen its permission Page 1 of 1 F)ISO Properties Inc..1996 ENDORSEMENT NO. 11 ADDITIONAL INSURED WHERE REQUIRED BY WRITTEN CONTRACT ENDORSEMENT This Endorsement, which is effective at 12:01 a.m. on August 1, 2017, forms part of: Policy No. DPL-7037-17 Issued to Tolunay-Wong Engineers, Inc. Issued by Atlantic Specialty Insurance Company In consideration of the premium charged: (1) Subject to the terms and conditions set forth in this endorsement, the term"Insured,"as defined in Section III DEFINITIONS of this Policy, shall include any client of the Named Insured which the Named Insured is required by written agreement,effective during the Policy Period, to name as an additional insured under this Policy(each an"Additional Insured"), but solely with respect to any liability imposed or sought to be imposed on such Additional Insured as a result of the Wrongful Acts of an original Insured. (2) No coverage will be available under this Policy for that portion of Damages or Claim Expenses from any Claim against an Additional Insured resulting from the actual or alleged acts,errors or omissions of an Additional Insured. (3) An Additional Insured's status as an Insured under this Policy shall immediately terminate when the Named Insured's agreement to provide such status terminates. (4) The amount,extent and scope of coverage available under this Policy to an Additional Insured will be no greater than the amount,extent and scope of the indemnification available to such Additional Insured as agreed to by the Named Insured in the written agreement between the Named Insured and such Additional Insured. (5) It is understood and agreed that the Additional Insured(s) share in the applicable Limits of Liability set forth in ITEM 3 of the Dedarations. (6) Section IV EXCLUSIONS(I) of this Policy will not apply to any Claim brought by or for the benefit of, or in the name or right of, an Additional Insured, if such Additional Insured: (a) is a client of the Named Insured and brings such Claim in its capacity as a client of the Named Insured without the solicitation, assistance, participation, or intervention of any original Insured; and (b) is not a defendant or party against whom relief or recovery is sought in any Claim brought by a third party arising out of the same acts, errors or omissions giving rise to such Additional Insured's Claim as a client of the Named Insured. All other terms,conditions and limitations of this Policy shall remain unchanged. NPE-4TLYWNG-09-17 Page 1 of 1 (D) DEFENSE AND SETTLEMENT The Underwriter has the right and duty to defend any covered Claim, even if the allegations of such Claim are groundless,false or fraudulent. The Insured may propose to the Underwriter counsel to represent the Insured in connection with a covered Claim; provided, that the Underwriter, in its sole discretion, shall have the right to select counsel to represent the Insured in connection with any such Claim. The Underwriter, in its sole discretion, may elect to appeal any judgment in connection with a covered Claim, but the Underwriter has no duty to appeal any such judgment. No Insured shall,except at its own cost, incur any expense, make any payment,admit liability for, assume any obligation, or settle any Claim without the Underwriter's written consent. With respect to any Claim, the Underwriter will have the right to make investigations, direct the defense, and conduct negotiations and, with the consent of the Insureds, enter into such settlement of any Claim as the Underwriter deems appropriate. The Underwriter will have no obligation to pay Damages or Claim Expenses, or to defend or continue to defend any Claim, after the Underwriter's applicable Limits of Liability have been exhausted by the payment of Damages and/or Claim Expenses. (E) TERRITORY This Policy applies to Wrongful Acts taking place anywhere in the world. If a Claim is made against the Insured outside the United States of America or its territories or possessions, the Underwriter will have the right but not the duty to defend, investigate or settle such Claim. If the Underwriter elects not to defend, investigate or settle such Claim, the Insured will, under the Underwriter's supervision, make such defense and investigation as is reasonably necessary and, subject to the Underwriter's prior authorization, may effect settlement. The Underwriter will reimburse the Insured for Claim Expenses or Damages in connection with any such defense, investigation and settlement, subject to the applicable Retention and Limits of Liability and all other terms and conditions of this Policy. If any amounts for Claim Expenses or Damages are sustained or incurred in currency other than United States dollars, the amounts will be converted into United States dollars according to the prevailing rate of exchange on the date the amounts are sustained or incurred. (F) ASSISTANCE AND COOPERATION In the event of a Claim,the Insured shall provide the Underwriter with all information, assistance and cooperation that the Underwriter reasonably requests. At the Underwriter's request, the Insured shall assist in: investigating, defending and settling Claims; enforcing any right of contribution or indemnity against another who may be liable to any Insured; the conduct of actions, suits, appeals or other proceedings, including, but not limited to, attending trials, hearings and depositions; securing and giving evidence; and obtaining the attendance of witnesses. (G) SUBROGATION In the event of any payment hereunder,the Underwriter shall be subrogated to the extent of any payment to all of the rights of recovery of the Insured. The Insured shall execute all papers and do everything necessary to secure such rights, including the execution of any documents necessary to enable the Underwriter effectively to bring suit in its name. The Insured shall do nothing that may prejudice the Underwriter's position or potential or actual rights of recovery. The obligations of the Insured under this GENERAL CONDITION (G) shall survive the expiration or termination of this Policy. Any amount recovered upon the exercise of such rights of subrogation will be applied as follows: first, to the repayment of expenses incurred in recovery by exercise of such subrogation rights; second, to Damages and/or Claim Expenses paid by the Insured in excess of the Limits of Liability; third, to Damages and/or Claim Expenses paid by the Underwriter; and last,to Damages and/or Claim Expenses paid by the Insured toward the Retention. NPF-40001-08-16 Page 9 of 14 Notwithstanding the foregoing, the Underwriter agrees to waive any right of subrogation under this GENERAL CONDITION (G) against the Insured, and against a client of the Insured,with respect to any payment made in connection with a Claim if, and to the extent that, prior to the occurrence of any Wrongful Act giving rise to such Claim, the Insured had agreed to waive its rights of subrogation against such client pursuant to a written contract or agreement. (H) CHANGES IN RISK (1) If, during the Policy Period,the Named Insured acquires or creates another entity, other than a joint venture or partnership, in which the Named Insured holds directly or indirectly a 50% or greater beneficial or legal interest, or if the Named Insured merges or consolidates with another entity such that the Named Insured is the surviving entity(any such acquired, created, merged or consolidated entity an"Acquired Entity"), then for a period of sixty(60)days after the effective date of the transaction, such Acquired Entity shall be included within the term"Named Insured" but only with respect to Wrongful Acts committed or allegedly committed after the effective date of such transaction. Upon the expiration of the sixty(60)day period, there will be no coverage available under this Policy for any Claim based upon, arising out of, directly or indirectly resulting from, in consequence of, or in any way involving the Acquired Entity or its Insureds unless within such sixty(60)day period: (a) the First Named Insured gives the Underwriter such information regarding such transaction as the Underwriter requests; and (b) the Underwriter has specifically agreed by written endorsement to this Policy to provide coverage with respect to such Acquired Entity and its Insureds,and the First Named Insured accepts any terms, conditions, exclusions or limitations, induding payment of additional premium, as the Underwriter, in its sole discretion, imposes in connection with the transaction. (2) (a) If, during the Policy Period, the Named Insured becomes a member of a new joint venture or partner in a new partnership,then the Named Insured shall be entitled to coverage under this Policy for any covered Claim based upon, arising out of,directly or indirectly resulting from, in consequence of, or in any way involving the Insured's rendering of Professional Services on behalf of such newly created joint venture or partnership on or after the date the Named Insured became a member of such joint venture or partner in such partnership. (b) If,during the Policy Period, the Named Insured becomes a member of a new joint venture or partner in a new partnership, then, except as set forth in subparagraph (a) above,there will be no coverage available under this Policy for any Claim based upon, arising out of, directly or indirectly resulting from, in consequence of, or in any way involving such joint venture or partnership, unless: 0) the First Named Insured notifies the Underwriter of such joint venture or partnership within thirty(30)days of its creation and gives the Underwriter such information regarding the new joint venture or partnership as the Underwriter requests; and (ii) the Underwriter specifically agrees by written endorsement to this Policy to provide coverage with respect to such new joint venture or partnership,and the First Named Insured accepts any terms, conditions, exclusions or limitations, including payment of additional premium, as the Underwriter, in its sole discretion, imposes in connection with such transaction. (3) If, during the Policy Period, any of the following events occur: NPF-40001-08-16 Page 10 of 14