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Home My Public Portal AboutC-19-020 - John M. Cruikshank Consultants, Inc. Amendment No. 2, On-Call Engineering ServicesAMENDMENT NO.2 TO AGREEMENT FOR CONTRACT SERVICES THIS AMENDMENT TO THE AGREEMENT FOR CONTRACT SERVICES ("Amendment No. 2") by and between the City of Carson, a California municipal corporation ("City") and John M. Cruikshank Consultants, Inc., a California corporation. dba JMC2 ("Consultant") is effective as of the 61 day of October, 2020. C� RECITALS A. City and Consultant entered into that certain Agreement for Contractual Services dated March 25, 2019 ("Agreement") whereby Consultant agreed to provide On -Call Engineering Services. B. City and Consultant amended the Agreement on April 26, 2019 ("Amendment No. I-) to decrease the Contract Sum from Five Hundred Thousand Dollars ($500,000.00) to Two Hundred Fifty Thousand Dollars ($250,000.00). C. City and Consultant now desire to again amend the Agreement to increase the Contract Sum from Two Hundred Fifty Thousand Dollars ($250,000.00) to Seven Hundred Fifty Thousand Dollars (750,000.00), and to extend the term by one (1) additional year until June 30, 2022. TERMS 1. Contract Changes. The Agreement is amended as provided herein (new text in bold italics and deleted text in stFi1•�ugh). A. Section 2.1. "Contract Sum," of the Agreement, is hereby amended to read in its entirety as follows: .'subject to any limitations set forth in this Agreement. City agrees to pay Consultant the amounts specified in the "Schedule of Compensation" attached hereto as Exhibit "C" and incorporated herein by this reference. The total compensation, including reimbursement for actual expenses, shall not exceed Seven Hrurdred Fifth Thousand Dollars ($750,000.00) (the "Contract Sum"). unless additional compensation is approved pursuant to Section 1.8." B. Exhibit B, Section 11, amending Section 2.1. "Contract Sum," of the Agreement. is hereby amended to read in its entirety as follows: "Subject to any Iimitations set forth in this Agreement, City agrees to pay Consultant the amounts specified in the "Schedule of Compensation" attached hereto as Exhibit -C- and incorporated herein by this reference. The total 01007 00061672013 1 compensation, including reimbursement for actual expenses, shall not exceed Two e y T o„4 s- (S Seven Hundred Fifty Tlrurrsand Dollars ($750,000} (the "Contract Sum"), unless additional compensation is approved pursuant to Section 1.8 or subsequently approved by the City Council." C. Exhibit C, Section IX, of the Agreement. is hereby amended to read in its entirety as follows: "The total compensation for the Services shall not exceed $250,00T$750,000 for the term of this Agreement, as provided in Section 2.1 of this Agreement, and as amended in Exhibit B." D. Exhibit D, Section I, of the Agreement is hereby amended to read in its entirety as follows: "From April 2, 2019 through0, 2021+ June 30, 2022, Consultant shall provide Services on an on-call basis as set forth in Exhibit A.- 2. Continuing Effect of Agreement. Except as amended by this Amendment No. 2, all provisions of the Agreement and Amendment No. I shall remain unchanged and in full force and effect. From and after the date of this Amendment No. 2. whenever the term "Agreement' appears in the Agreement. it shall mean the Agreement. as amended by this Amendment No. 2 and Amendment No. 1. 3. Affirmation of Agreement; Warranty Re Absence of Defaults. City and Consultant each ratify and reaffirm each and every one of the respective rights and obligations arising under the Agreement and Amendment No. 1. Each party represents and warrants to the other that there have been no written or oral modifications to the Agreement other than as provided herein and Amendment No. 1. Each party represents and warrants to the other that the Agreement. as amended by Amendment No. I and this Amendment No. 2, is currently an effective, valid, and binding obligation. Consultant represents and warrants to City that, as of the date of this Amendment No. 2, City is not in default of any material term of the Agreement and that there have been no events that, with the passing of time or the giving of notice, or both, would constitute a material default under the Agreement. City represents and warrants to Consultant that, as of the date of this Amendment No. 2, Consultant is not in default of any material term of the Agreement and that there have been no events that, with the passing of time or the giving of notice, or both, would constitute a material default under the Agreement. 4. Adequate Consideration. The parties hereto irrevocably stipulate and agree that they have each received adequate and independent consideration for the performance of the obligations they have undertaken pursuant to this Amendment No. 2. q l M M6167'_013 I 5. Authority. The persons executing this Amendment No. 2 on behalf of the parties hereto warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Amendment No. 2 on behalf of said party, (iii) by so executing this Amendment No. 2, such party is formally bound to the provisions of this Amendment No. 2, and (iv) the entering into this Amendment No. 2 does not violate any provision of any other agreement to which said party is bound. [SIGNATURES ON FOLLOWING PAGE] .3- 01007(X)06/672013 I IN 14ITNESS MMREOF, the pm- ies hereto have �cmecuted this Amend Mt No. ? ,Qn the date and Yar first -above vnitten, CARSON ATTEST; Donesia use Aidan, CIN Clerk V APPROVED AS TO FORM: ALESHIRE & WYNDER. LLP &I <�_' I � 474- 4- Sunnv K. Sol.tani. City !'nornev FQ IM ,CITY OF CARSON?. a munkipal corporation Al Robles. lay. CONSULTANT: JOHN M. CRUIKSHANK CONSULTANTS,'INC. By. ()� &E. Name. o n M. Cruikshank: Title: President & CEO By. A f7AAAA I A I I U11 N e: Jennif ruikshank Title: Chief Fi nce Officer Address: 4] k N..Harbor Blvd., Suite?Etl San Pedro, CA 90731 Two corporate officer signatures .required m.hen Consultant is a corporation, with one .signature regriired from each of the following groups: I) Chairman of .the Board, President or any Vice President; .and Ly Secretary, .am Assistant Secretary, Chief "Financial Officer ur anir Assistant Treasurer. CO`S MTANT'S SIGNATURES SHALL BE fDULI'NOTARIZED, AND APPROPRIATE ATTESTATIONS 'SH,4:LL BE INCLUDED AS MAY BE REQUIRED B3' TETE BYLMVS, ARTICLES OF INCORPORATION, OR OTHER RULES UR REGGIAMONS APPLICABLE TO CONSULTANTS BUSI;\ESS ENTITY_ CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy or validity of that doCument. STATE OF CALIFORNIA COUNTY OF LOS ANGELES [}� }}�� l�l On l� , 2020 before mt Y�� l�ii+�l��pel wt ny appea-- �� • edit me on the basis f satisfactory evidence to be the person(s) whose names(s) islare subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my had and officials I. SARA COTTINGHI.M �` " Notary Public Signature: Ca.ilania = * Los Angeles County b Commission n 2238354 .• My Comm. Expires May 9. 2022 OPTIONAL Though the data below is not required by law, it may prove valuable to persons relying on lite document and could prevent fraudulent reattachment of this form. CAPACITY CLAIMED BV SIGNER ❑ INDIVIDUAL ❑ CORPORATE OFFICER TITLE(S) ❑ PARTNER(S) ❑ LIMITED ❑ GENERAL ❑ ATTORNEY-IN-FACT ❑ TRUSTEE(S) ❑ GUARDIAN/CONSERVATOR ❑ OTHER SIGNER IS REPRESENTING: (NAME OF PERSON(S) OR ENTITY(IES)) OI(X)70006/672011 t DESCRIPTION OF ATTACHED DOCUMENT TITLE OR TYPE OF DOCUMENT NUMBER OF PAGES DATE OF DOCUMENT SIGNER(S) OTHER THAN NAMED ABOVE CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed 1 the document to which this certificate is attached, and not the truthfulness, accuracy or validity of that document. STATE OF CALIFORNIA COUNTY (OAF LOS ANGELES ,,� I �/ On Kl -1 , _ Yui 1 1� �� i �ppeare Y Ct 1,� )t` 9 X020 before m , pe onall , proved to me on the basis Xfsatisfactory evidence to be the person(s) whose names(s) is/are subscribed to the within instrument and acknowledged to me that he;'she.4hey executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrumem the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the Stale of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. O'k 5ARAC07INGHAµSignature= Notary Public • California 3Los Angeles CountyCommissIon R2238354 My Comm. Expires May 9, 2022 OPTIONAL Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form. ❑ ❑ CAPACITY CLAIMED BY SIGNER INDIVIDUAL CORPORATE OFFICER TITLE(S) ❑ PARTNER(S) ❑ LIMITED ❑ GENERAL ❑ ATTORNEY-IN-FACT ❑ TRUSTEE(S) ❑ GUARDIAN+CONSERVATOR ❑ OTHER_ SIGNER IS REPRESENTING: (NAME OF PERSON(S) OR ENTITY(IES)) 0111(17 (906/072013 1 DESCRIPTION OF ATTACHED DOCUMENT TITLE OR TYPE OF DOCUMENT NUMBER OF PAGES DATE OF DOCUMENT OTHER THAN NAMED ABOVE CERTIFICATE OF LIABILITY INSURANCE DATE (MWDDNVM 6116/2020 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(les) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terns 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). SUNZ Insurance Solutions, LLC ID: (Optimum) c/o Optimum Employer Solutions, LLC 2530 -Red Hill Ave. Suite 200 Santa Ana, CA 9005 CONPRODUCER NAME Raquel Bada os PHONE 949-s5o-7eoo x 221 c Ne EMAIL ADD ESS: ra uelb D timumhnnet INSURER AFFORDING COVERAGE NAICI INSURER A: United Wisconsin Insurance Company 29157 INSURED Optimum Employer Solutions, LLC LCF John M Cruikshank Consultants Inc dba JMC2 2530 Red Hili Ave. Suite 200 Santa Ana CA 92705 INSURER B: INSURER C: INSURER D : INSURER E: INSURER F COVERAGES CERTIFICATE NUMBER: 56009643 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. ILTRR TYPE OF INSURANCE City of Carson Carson CA 90745 E Carson St C i POLICY NUMBER MIOWD�O EF; POLICY m2n EXP LIMITS COMMERCIAL GENERAL LIABILITYEACH CLAIMS -MADE 17 OCCUR Rick Leonard OCCURRENCE $ PREMISESEa occurrence S MED EXP ft Oneperson) S PERSONALS ADV INJURY S GEN'L AGGREGATE LIMIT APPLIES PER: POLICY F-1JEGT LOC OTHER: GENERAL AGGREGATE 5 PRODUCTS - COMP/OP AGG $ $ AUTOMOBILE LIABILITY ANY AUTO OWNED SCHEDULED AUTOS ONLY AUTOS HIRED NON -OWNED AUTO$ ONLY AUTOS ONLY COMBINED SINGLE LIMIT $ Es accident BODILY INJURY (Par person) $ BODILY INJURY (Per accident) S PROPERTY DAMAGE $ Per eWdM, S UMBRELLALIAD EXCESS UAB OCCUR CLAIMS MADE EACH OCCURRENCE $ AGGREGATE $ DED I I RETENTION S S A WORKERS COMPENSATION S• L AND EMPLOYERIABILITY Y / N ANYPROPRIETOR/MARTNERIEXECUTIVE ❑ OFFICER/MEMSER EXCLUDED? (Mandatory In NH) IT yes, describe under DESCRIPTION OF OPERATIONS below N / A WC527-00135-020-SZ WC527-00135-019-SZ 7/1/2020 9/16/2019 7/1/2021 7/1/2024 PER ERH E.L EACH ACC'DENT $1,000,000 E.L. DISEASE - EA EMPLOYE S1 00,000 E.L. DISEASE POLICY LIMIT $ 1 000 ()00 DESCRIPTION OF OPERATIONS 1 LOCATIONS I VEFMCLES (ACORD 101, Additional Remarks Schedule, may be attached N mora space Is required) Coverage Provided for all leased employees but not subcontractors of: John M Cruikshank Consultants Inc dba JMC2 Effective: 911 612 01 9 Waiver of Subrogation in favor of certificate holder, as per written contract, while work is performed at or fn: CA CERTIFICATE HOLDER CANCELLATION 454 (CA) City of Carson Carson CA 90745 E Carson St C i SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. f7 Z rZ 0 AUTHORIZED REPRESENTATIVE / Rick Leonard 0 1 986-201 5 ACORD CORPORATION. All rights reserved. ACORD 25 (2016/03) The ACORD name and logo are registered ;narks of ACORD 5&CC9613 I John M Cruikshank Consultants (CA) MCP )1!35 Was Rosemary Young 1 4/16/2020 11:54:57 AM (EDT? I Fag? J cf 2 WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 99 0313 _ (Ed. 7-09) WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT -CALIFORNIA We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule. The additional premium for this endorsement shall be $ 100 Schedule Person or Organization Job Description City of Carson Coverage Provided for all lensed employees but not subcontractors of: John M Cruikshank Consultants Inc dba JMC2 ive: Effect9/16/2019 Waiver of Subrogation in favor of certificate bolder, as per written contract. while work is performed or in: CA 701 E Carson St Carson CA 90745 This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated_ (The Information below is required only when this endorsement is issued subsequent to preparation of the policy.) Endorsement Effective 07101/2020 Insured Optimum Employer Solutions, LLC 2530 Red Hill Ave, Insurance Company United Wisconsin Insurance Company WC 99 03 13 (Ed. 7-09) Policy No. WC527-00135-020-SZ Endorsement No. 56009643 LCF John M Cruikshank Consultants Inc dba JMC y Countersigned by 56009643 1 John M Crulkshank Consultants (CA) MCP DOM W05 I Rosemary Young 6/16/2020 11:54:57 AM (EDT) I Page 2 of 2 ACORO® CERTIFICATE OF LIABILITY INSURANCE `� DATE(MMIDDN"Y) 1 10/3/2020 THIS CERTIFICATE 1S ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WANED, 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 Hall 0 Company 19660 10th Ave NE ACT NAME: Jim Ledbetter, CA License #OH74270 PHONE 360-626-2019 F No : 36D- 526-2019 �Ita.F.aU• E ADDRLEss:JedbetteE@hallandcompany.com Poulsbo WA 98370 INSURER(S) AFFORDING COVERAGE MAIC E INSURER A: QBE Insurance Co ration 39217 PSBOODS537 INSURED JOHNMCRAI Jahn M Cruikshank Consultants Inc DBA JMC2 INSURER B.- RLI INSURANCE COMPANY 13056 INSURER C,. 411 N Harbor Blvd, Ste 201 San Pedro CA 90731 INSURER D: - INSURER E: INSURER F : INSURER I COVERAGES CERTIFICATE NUMBER: 1033149210 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 HE 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 LTR TYPE OF INSURANCE ADpL S Sit POLICY NUMBER POLICY EFF MMfODlYYYY POLICY EXP POLI YYYY LIMITS B X COMMERCIAL GENERAL LIABILITY CLAIMS -MADE F71 OCCUR PSBOODS537 10115!2020 1011SQ021 EACH OCCURRENCE 52,000,000 PREMISES Ea occurrence $ 1,000 000 MED EXP Any oneperson), $ 10,000 -- PERSONAL 8 ADV INJURY $ 2,000, 000 GENERAL AGGREGATE $4,000.000 GEN•LAGGREGATE LIMIT APPLIES PER- POLICY � JECT C LOC PRODUCTS - COMPIOP AGG $ 4,000,000 $ OTHER: 8 AUTOMOBILE LIABILITY PSA0002796 10115/2020 10115/2021 SINGLE LIMIT $1,000,000 �a accident).MBINED X BODILY INJURY (Per person) $ ANY AUTO OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY (Per aecidonl I $ X HIRED X NON -OWNED AUTOS ONLY AUTOS ONLY PROPERTY DA MAGE $ Per accident S a UMBRELLA LIAR X OCCUR PSE0004233 10115/2020 1011512021 EACH OCCURRENCE $1,C90,000 X EXCESS I" CLAIMS -MADE AGGREGATE S1.000.000 DED I I RETENTION $ $ WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Y! N ANYPROPRIETORIPARTNERtEXECUTIVE OFFICEPJMEMBERFXCLUDED7 ❑ N!A SER 02 H- I TATUTE I ER E.L EACH ACCIDENT $ (Mandatory in NH) II yep, describe under DESCRIPTION OF OPERATIONS below E.L, DISEASE= EA EMPLOYEE $ ----- — E.L. DISEASE - POLICY LIMIT $ A Professional Liability ANE4154DOI 1011SQ020 10/15/2021 Per Claim $2,000,000 Aggregate $4,000,000 DESCRIPTION OF OPERATIONS! LOCATIONS I VEHICLES (ACORD 101, Additional Ramarks Schedule, may Ire attached N more apace to required) Certificate holder is, when agreed in a contract or agreement, afforded Additional insured and waiver of subrogation Coverage under General Liability Additional Insured form PPB 304G 04 13, products completed PPB 304G 04 13, and is primary and non-contributory. Auto additional insured form PPA 300WA 03 13 and waiver of subrogalion PPA 300WA 03 13. City of Carson, Its elected and appointed officers, employees, volunteers and agents I tun SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE (pv fi= THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN City of Carson ACCORDANCE WITH THE POLICY PROVISTONS. 701 E Carson St Caron, CA 90745 AUTHORIZED REPRESENTATIVE Carson CA 90745 1 L —z -0 G} 1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25 (2016103) The ACORD name and logo are registered marks of ACORD Policy Number: PSA10027R6 Named Insured: ln"^ M crulksh.k A. B. C. D. E. F. G. H. I. J. K. L. M. N. O. P. Q. R. S. T. RLI Insurance Company THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. RLIPack® BUSINESS AUTO ENHANCEMENT SCHEDULE OF COVERAGES ADDRESSED BY THIS ENDORSEMENT Broad Form Named Insures! Employees As Insureds Blanket Additional Insured Blanket Waiver Of Subrogation Employee Hired Autos Fellow Employee Coverage Auto Loan Lease Gap Coverage Glass Repair— Waiver Of Deductible Personal Effects Coverage Hired Auto Physical Damage Coverage Hired Auto Physical Damage -- Loss Of Use Hired Car — Worldwide Coverage Temporary Transportation Expenses Amended Bodily Injury Definition — Mental Anguish Airbag Coverage Amended Insured Contract Definition — Railroad Easement Coverage Extensions — Audio, Visual And Data Electronic Equipment Not Designed Solely For The Production Of Sound Notice Of And Knowledge Of Occurrence Unintentional Errors Or Omissions Towing Coverage PPA 300WA 03 13 Page 1 of 5 This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM A. Broad Form Named Insured The following is added to the SECTION II - COVERED AUTOS LIABILITY COVERAGE, Para- graph A.1. Who Is An Insured Provision: Any business entity newly acquired or formed by you during the policy period, provided you own fifty percent (50%) or more of the business entity and the business entity is not separately insured for Business Auto Coverage. Coverage is extended up to a maximum of one hundred eighty (180) days following the acquisition or formation of the business entity. This provision does not apply to any person or organization for which coverage is excluded by endorsement. B. Employees As Insureds The following is added to the SECTION Il - COVERED AUTOS LIABILITY COVERAGE, Para- graph A.I. Who Is An Insured Provision: Any "employee" of yours is an "insured" while using a covered "auto" you don't own, hire or borrow in your business or your personal affairs. C. Blanket Additional Insured The following is added to the SECTION II - COVERED AUTOS LIABILITY COVERAGE, Para- graph A.I. Who Is An Insured Provision: Any person or organization that you are required to include as an additional insured on this coverage form in a contract or agreement that is executed by you before the "bodily injury" or "property damage" occurs is an "insured" for liability coverage, but only for damages to which this insurance applies and only to the extent that person or organization qualifies as an "insured" under the Who Is An Insured provision contained in SECTION II - COVERED AUTOS LIABILITY COVERAGE, The insurance provided to the additional insured will be on a primary and non-contributory basis to the additional insured's own business auto coverage if you are required to do so in a contract or agreement that is executed by you before the "bodily injury" or "property damage" occurs. D. Blanket Waiver Of Subrogation The following is added to the SECTION IV - BUSINESS AUTO CONDITIONS, A. Loss Conditions, 5. Transfer Of Rights Of Recovery Against Others To Us: We waive any right of recovery we may have against any person or organization to the extent required of you by a contract executed prior to any "accident" or "loss", provided that the "accident" or "loss" arises out of the operations contemplated by such contract. The waiver applies only to the person or organization designated in such contract. E. Employee Hired Autos 1. The following is added to the SECTION II - COVERED AUTOS LIABILITY COVERAGE, Paragraph A.I. Who Is An Insured Provision: An "employee" of yours is an "insured" while operating an "auto" hired or rented under a contract or agreement in that "employee's" name, with your permission, while performing duties related to the conduct of your business. 2. Changes In General Conditions: Paragraph 5.b. of the Other Insurance Condition in the BUSINESS AUTO CONDITIONS is deleted and replaced with the following: b. For Hired Auto Physical Damage Coverage, the following are deemed to be covered "autos" you own: (1) Any covered "auto" you lease, hire, rent or borrow; and (2) Any covered "auto" hired or rented by your "employee" under a contract in that individual "employee's" name, with your permission, while performing duties related to the conduct of your business. However, any "auto" that is leased, hired, rented or borrowed with a driver is not a covered "auto". F. Fellow Employee Coverage SECTION II - COVERED AUTOS LIABILITY COVERAGE, Exclusion B.S. does not apply if you have workers compensation insurance in -force covering all of your employees. G. Auto Loan Lease Gap Coverage SECTION III - PHYSICAL DAMAGE COVERAGE, C. Limit Of Insurance, is amended by the addition of the following: In the event of a total "loss" to a covered "auto" shown in the Schedule of Declarations, we will pay any unpaid amount due on the lease or loan for a covered "auto", less: PPA 300WA 03 13 Page 2 of 5 1- The amount paid under the PHYSICAL DAMAGE COVERAGE section of the policy; and 2. Any: a. Overdue leaselloan payments at the time of the "loss"; b. Financial penalties imposed under a lease for excessive use, abnormal wear and tear or high mileage. c. Security deposits not returned by the lessor; d. Costs for extended warranties, Credit Life Insurance, Health, Accident or Disability Insurance purchased with the loan or lease; and e. Carry-over balances from previous loans or leases. H. Glass Repair— Waiver Of Deductible SECTION III — PHYSICAL DAMAGE COVERAGE, D. Deductible is amended by adding the following: No deductible for a covered "auto" will apply to glass damage if the glass is repaired rather than replaced. I. Personal Effects Coverage The following is added to SECTION III — PHYSICAL DAMAGE COVERAGE, A. Coverage, 4. Coverage Extensions: c. Personal Effects Coverage In the event of a total theft loss of your covered "auto we will pay up to $400 for "loss" to wearing apparel and other personal effects which are: (1) Owned by an "insured"; and (2) In or on your covered "auto"; No deductible applies to Personal Effects Coverage. J. Hired Auto Physical Damage Coverage The following is added to SECTION III — PHYSICAL DAMAGE COVERAGE, A. Coverage, 4. Coverage Extensions: d. Hired Auto Physical Damage Coverage If hired "autos" are covered "autos" for Liability Coverage and this policy also provides Physical Damage Coverage for an owned "auto", then the Physical Damage Coverage is extended to "autos" that you hire, rent or borrow subject to the following: (1) The most we will pay for "loss" in any one "accident" to a hired, rented or borrowed "auto" is the lesser Of: (a) $60,000 (b) The actual cash value of the damaged or stolen property as of the time of the "loss"; or (c) The cost of repairing or replacing the damaged or stolen property with other property of like kind and quality. (2) An adjustment for depreciation and physical condition will be made in the event of a total "loss". (3) We may deduct for betterment for parts normally subject to repair and replacement during the useful life of the "auto". In this event, deductions shall be limited to the lesser of: (a) An amount equal to the proportion that the expired life of the part to be repaired or replaced bears to the normal useful life of the part; or (b) The amount which the resale value of the "auto" is increased from the repair or replacement. (4) A deductible equal to the highest Physical Damage deductible applicable to any owned auto will apply. (5) This Coverage Extension will not apply to: (a) Any "auto" that is hired, rented or borrowed with a driver; or (b) Any "auto" that is hired, rented or borrowed from your "employee". K. Hired Auto Physical Damage — Loss Of Use The following is added to SECTION 11 — COVERED AUTOS LIABILITY COVERAGE, A.2. Coverage Extensions: e. We will pay sums which you legally must pay to the lessor of a covered "auto" which you have leased without a driver for thirty (30) days or less for the lessor's loss of use of the covered "auto", provided: (1) This insurance provides comprehensive, specified causes of loss or collision covered on the covered "auto"; (2) The loss of use results from the covered "auto" being damaged in an "accident" while you are leasing it. We will pay up to a maximum limit of $1,500 for this covered extension. L. Hired Car —Worldwide Coverage The following is added to SECTION II — COVERED AUTOS LIABILITY COVERAGE, A.2. Coverage Extensions: PPA 300WA 03 13 Page 3 of 5 f. Hired Car — Worldwide Coverage (1) We will pay all sums an "insured" legally must pay as damages because of "bodily injury" or "property damage" to which this insurance applies, caused by an "accident" which occurs outside of the United States of America, the territories and possessions of the United States of America, Puerto Rico and Canada resulting from the maintenance, or use of any covered "auto" of the private passenger type you lease, hire, rent or borrow without a driver for thirty (30) days or less. (2) With respect to any claim made or "suit" instituted outside the United States of America, the territories and possessions of the United States of America, Puerto Rico, and Canada: (a) You shall undertake the investigation, settlement and defense of such claims and "suits" and keep us advised of all proceedings and actions. (b) You will not make any settlement without our consent. (c) We will reimburse you: (i) For the amount of damages be- cause of liability imposed upon you by law on account of "bodily" injury" or "property damage" to which this insurance applies, and (ii) For all reasonable expenses incur- red with our consent in connection with the investigation, settlement or defense of such claims or "suits". Reimbursement for expenses will be part of the Limit of Insurance for liability coverage shown in the Busi- ness Auto Coverage Declarations, and not in addition to such limits_ (3) The limit of Insurance for Liability Coverage shown in the Business Auto Coverage Declarations is the most we will reimburse you for the sum of all damages imposed on you, as set forth in paragraph 2.c. above, and all expenses incurred by you arising out of any single "accident or "loss". (4) You must maintain the greater of the following primary auto liability insurance limits: (a) Compulsory admitted insurance with limits required to be in force to satisfy the legal requirements of the jurisdiction where the accident occurs; or (b) Insurance limits required by law and issued by a government entity or by an insurer licensed or permitted by law to do business in the jurisdiction where the "accident" occurs; or (c) Auto liability insurance limits of at least $300,000 combined single limit or $100,000 per personl$300,000 per acci- dent Bodily Injury, $100,000 Property Damage. If you fail to comply with the above, this insurance is not invalidated. However, in the event of a "loss", we will pay only to the extent that we would have been liable had you so complied. (5) The insurance provided by this coverage extension is excess over any other collectible insurance available to you whether on a primary, excess contingent or any other basis. M. Temporary Transportation Expenses SECTION III — PHYSICAL DAMAGE COVERAGE, A.4. Coverage Extensions, subparagraph a. Transportation Expenses is deleted and replaced by the following: a. Transportation Expenses (1) We will pay up to a maximum of $1,500 for temporary transportation expense incurred by you because of Physical Damage to a coverage "auto". (2) We will pay only for those covered "autos" for which you carry Comprehensive, Collision or Specified Case of Loss Coverage. (3) We will pay only for those expenses incurred by you during the period of time that begins twenty-four (24) hours after the covered "loss" and ends at the time when the covered "auto" can be reasonable repaired or replaced. (4) This coverage does not apply while there are spare or reserve "autos" available to you for your operations. N. Amended Bodily Injury Definition — Mental Anguish The following is added to SECTION V — DEFINITIONS, Definition C.: "Bodily injury" also includes mental anguish, but only when the mental anguish arises from other bodily injury, sickness or disease. PPA 300WA 03 13 Page 4 of 5 O. Airbag Coverage The following is added to SECTION III — PHYSICAL DAMAGE COVERAGE B. Exclusions 3.a.: However, this exclusion will not apply to accidental discharge of an airbag due to mechanical or electrical breakdown. P. Amended Insured Contract Definition — Railroad Easement SECTION V — DEFINITIONS paragraph H. "Insured contact" is modified as follows: 1. Paragraph H.3. is replaced by the following: 3. Any easement or license agreement. 2. Paragraph H.6.a. is deleted. Q. Coverage Extensions — Audio, Visual And Data Electronic Equipment Not Designed Solely For The Production Of Sound SECTION III — PHYSICAL DAMAGE COVERAGE B. Exclusions, exception paragraph a. to exclusion 4.c. and 4.d. is deleted and replaced with the following: a. Equipment and accessories used with such equipment, except for tapes, records, discs or other electronic media device, provided such equipment is permanently installed in the covered "auto" at the time of the "loss" or is removable from the housing unit which is permanently installed in the covered "auto" at the time of the "loss", and such equipment is designed to be solely operated by use of the power from the "autos" electrical system, in or upon the covered "autos"; or R. Notice Of An Knowledge Of Occurrence SECTION IV — BUSINESS AUTO CONDITIONS, A.2. Duties In The Event Of Accident, Claim Suit Or Loss, subparagraph a. is deleted and replaced with the following: a. In the event of "accident", claim, "suit" or "loss", you must give us or our authorized representative prompt notice of the "accident" or "loss" including: (1) How, when and where the "accident" or "loss" occurred; (2) The "insured's" name and address; and (3) To the extent possible, the names and addresses of any injured person and witnesses. Your duty to give us or our authorized representative prompt notice of the "accident" or "loss" applies only when the "accident" or "loss" is known to: (1) You, if you are an individual; (2) A partner if you are a partnership; or (3) An executive officer or insurance manager, if you are a corporation. S. Unintentional Errors Or Omissions SECTION IV — BUSINESS AUTO CONDITIONS, B. General Conditions; 2. Concealment Misrepre- sentation Or Fraud is amended by adding the following: The unintentional omission of, or unintentional error in, any information given by you shall not prejudice your rights under this insurance. However this pro- vision does not affect our right to collect additional premium or exercise our right of cancellation or nonrenewal. T. Towing Coverage SECTION III — PHYSICAL DAMAGE COVERAGE, A.2. Towing, is deleted and replaced by the following: 2. We will pay up to $750 for towing and labor costs incurred each time a covered "auto" is disabled due to a covered cause of loss. However: a. All labor must be performed at the place of disablement; and b. If the covered auto is a private passenger type no deductible applies; and C. If the covered auto is not of the private passenger type our obligation to pay will be reduced by a $250 deductible per disablement. ALL OTHER TERMS AND CONDITIONS OF THIS POLICY REMAIN UNCHANGED. PPA 300WA 03 13 Page 5 of 5 Policy Number: PSBW08537 RLI Insurance Company Named Insured: John M Cruikshank THiS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. RLIPack® FOR PROFESSIONALS BLANKET ADDITIONAL INSURED ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESSOWNERS COVERAGE FORM - SECTION II — LIABILITY 1. C. WHO IS AN INSURED is amended to include as an additional insured any person or organization that you agree in a contract or agreement requiring insurance to include as an additional insured on this policy, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused in whole or in part by you or those acting on your behalf: a. In the performance of your ongoing operations; b. In connection with premises owned by or rented to you; or c. in connection with "your work" and included within the "product -completed operations hazard". 2. The insurance provided to the additional insured by this endorsement is limited as follows: a. This insurance does not apply on any basis to any person or organization for which coverage as an additional insured specifically is added by another endorsement to this policy. b. This insurance does not apply to the rendering of or failure to render any professional services. c. This endorsement does not increase any of the limits of insurance stated in D. Liability And Medical Expenses Limits of Insurance. 3. The following is added to SECTION III H.2. Other Insurance — COMMON POLICY CONDITIONS (BUT APPLICABLE ONLY TO SECTION II — LiABILITY) However, if you specifically agree in a contract or agreement that the insurance provided to an additional insured under this policy must apply on a primary basis, or a primary and non-contributory basis, this insurance is primary to other insurance that is available to such additional insured which covers such additional insured as a named insured, and we will not share with that other insurance, provided that: a. The "bodily injury" or "property damage" for which coverage is sought occurs after you have entered into that contract or agreement; or b. The "personal and advertising injury" for which coverage is sought arises out of an offense committed after you have entered into that contract or agreement. 4. The following is added to SECTION III K. 2. Transfer of Rights of Recovery Against Others to Us — COMMON POLICY CONDITIONS (BUT APPLICABLE TO ONLY TO SECTION iI — LIABILITY) We waive any rights of recovery we may have against any person or organization because of payments we make for "bodily injury", "property damage" or "personal and advertising injury" arising out of "your work" performed by you, or on your behalf, under a contract or agreement with that person or organization. We waive these rights only where you have agreed to do so as part of a contract or agreement with such person or organization entered into by you before the "bodily injury" or "property damage" occurs, or the "personal and advertising injury" offense is committed. ALL OTHER TERMS AND CONDITIONS OF THIS POLICY REMAIN UNCHANGED. PPB 304G 04 13 Page 1 of 1 Policy Number: PSED004233 RLI Insurance Company John M Cruikshank THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. RLIPack® FOR DESIGN PROFESSIONALS EXCESS LIABILITY ENHANCEMENT SCHEDULE OF COVERAGES ADDRESSED BY THIS ENDORSEMENT A. General Aggregate Limit — Per Project Or Per Location B. Additional Insured — Primary/Non-contributory C. Waiver Of Transfer Of Rights Of Recovery Against Others To Us This endorsement modifies insurance provided under the following: COMMERCIAL EXCESS LIABILITY COVERAGE FORM A. General Aggregate Limit — Per Project Or Per Location Paragraph 2.a. of C. Limits of Liability of SECTION I — INSURING AGREEMENT is deleted and replaced by the following: a. The limit of liability stated in the Declarations as general aggregate is the most we will pay during each policy period for all ultimate net loss, except ultimate net loss because of: (1) injury and damage included in the products - completed operations hazard or; (2) any coverage included in underlying insurance to which no underlying aggregate applies. The general aggregate applies separately to each of your "projects" away from premises owned by or occupied by you or to each of your locations owned by or occupied by you. "Projects" mean an area away from premises owned by or rented to you at which you are performing operations pursuant to a contract or agreement. For the purposes of determining the applicable aggregate limit of insurance, each "project" at the same "location" shall be considered a single "project". For the purposes of this provision, "location" means (1) premises involving the same or connecting lots; (2) premises where connection is interrupted only by a street, roadway, waterway or right- of-way of a railroad; or (3) premises where operations are performed in sections, stages or phases as a continuation of the same contract or agreement, even if the premises do not involve connecting lots. B. Additional Insured — Primary/Non-contributory Paragraph K. Other Insurance of SECTION IV — CONDITIONS is deleted and replaced by the following: K. Other Insurance If other insurance, whether collectible or not, is available to the insured covering a loss also covered by this policy, the insurance afforded by this policy shall be in excess of, and shall not contribute with, such other insurance. However, if the underlying insurance provides coverage to an additional insured on a primary basis, or a primary and non-contributory basis, this insur- ance shall be available to such additional insured on an excess basis over the underlying insurance. We will not share with other insurance which covers such additional insured as a named insured. C. Waiver Of Transfer Of Rights Of Recovery Against Others To Us Paragraph L. Subrogation of SECTION IV — CONDITIONS is deleted and replaced by the following: PPU 304 06 10 Page 1 of 2 L. Subrogation In the event of any payment under this policy, the insured must notify us of any of the insured's rights of recovery against any person or organization. We shall be subrogated to all such rights. The insured shall execute and deliver instruments and papers and do whatever else is necessary to secure such rights. The insured shall do nothing after loss to prejudice such rights. However we waive any rights of recovery we may have against any person or organization if the underlying insurance also waives such rights. Any amount recovered through subrogation or otherwise shall be apportioned in the inverse order of payment of the claim or claims involved to the extent of actual payment thereof by all interests. The expenses of all such recoveries and proceedings in connection therewith shall be apportioned in the ratio of respective recoveries. With respect to proceedings conducted solely by us, if there is no recovery, we will bear the expense thereof. If there is a recovery, we shall be reimbursed in full from such recovery for the amount of all expenses incurred by us before apportionment of such recovery as herein provided. ALL OTHER TERMS AND CONDITIONS OF THIS POLICY REMAIN UNCHANGED. PPU 304 06 10 Page 2 of 2