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HomeMy Public PortalAboutC-22-138 MRS ENVIRONMENTAL (OIL PIPE LINE FRANCHISE AUDIT) AMENDMENT NO. 1 2023 JUL 12AMENDMENT NO. 1 TO AGREEMENT FOR CONTRACT SERVICES THIS AMENDMENT TO THE AGREEMENT FOR CONTRACT SERVICES ("Amendment") by and between the CITY OF CARSON, a California municipal corporation ("City"), and MRS ENVIRONMENTAL, INC., a California corporation ("Consultant"), is effective as of the "��t` Nday of -�, \A � , 2023. City and Consultant are sometimes hereinafter individually referred to as "Party" and hereinafter collectively referred to as the "Parties." RECITALS A. City and Consultant entered into that certain Agreement for Contract Services dated August 23, 2022 ("Agreement"), whereby Consultant agreed to assist the City in reviewing the previously prepared Audit of Oil Pipeline Franchises completed in March 2016, auditing the documentation provided by the pipeline franchisees within the City to help determine the accuracy of the information consistent with the City's existing ordinance, and preparing a report for the City ("Original Scope of Services"). The Agreement provided for an initial contract term of one (1) year and a not -to -exceed Contract Sum of $24,999. B. Due to certain factors beyond Consultant's control while Consultant worked on the Original Scope of Services, the anticipated cost to complete the Original Scope of Services increased by $7,026. C. City and Consultant now desire to amend the Agreement to increase the not -to - exceed Contract Sum by an additional $7,026 to allow Consultant to complete the Original Scope of Services plus $49,860 for additional work ("New Scope of Services") City has asked Consultant to perform, thereby increasing the Contract Sum from $24,999 to $81,885. The New Scope of Services concerns reviewing and incorporating City's comments to the draft report prepared by Consultant and provided to the City, preparing a revised pipeline franchise ordinance, and reviewing GIS data provided by the City to ascertain the accuracy of records provided by City's pipeline franchisees. TERMS 1. Contract Changes. The Agreement is amended as provided herein (new text is indicated in bold italics and deleted text in strilethfeugh). A. Section 2. 1, "Contract Sum," of the Agreement is hereby amended to read in its entirety as follows: "2.1 Contract Sum. For the services rendered pursuant to this Agreement, Consultant shall be compensated in accordance with the "Schedule of Compensation" attached hereto as Exhibit "C" and incorporated herein by this reference, but not exceeding the maximum contract amount of Eighty One Thousand Eight Hundred Eighty Five EXHIBIT NO. 1 -1- 01007.0571/876308.2 Dollars and Zero Cents ($81,885) Twenty Four- Thousand ,.rine 14un fe Ninet., y Nine Dollars n ere Coasts ($24,999-.00) ("Contract Sum")•>, B. Section 2.3, "Additional Services," of the Agreement is hereby amended to read in its entirety as follows: "2.3 Additional Services. City shall have the right at any time during the performance of the services, without invalidating this Agreement, to order extra work beyond that specified in the Scope of Services or make changes by altering, adding to or deducting from said work. No such extra work may be undertaken unless a written order is first given by the Contract Officer to the Consultant, incorporating therein any adjustment in (i) the Contract Sum for the actual cost of the extra work, and/or (ii) the time to perform this Agreement, which said adjustments are subject to the written approval of the Consultant. Any increase in compensation of up to twenty ten percent (20%4"0 ) of the Contract Sum but not exeeeding ^ tetal ^ ntfaet ame r* of Five Thousand Dollars ($5,000) or in the time to perform of up to ninety (90) days may be approved by the Contract Officer. Any greater increases, taken either separately or cumulatively, must be approved by the City Council. No claim for an increase in the Contract Sum or time for performance shall be valid unless the procedures established in this Section are followed." C. Section 3.4, "Term," of the Agreement is hereby amended to read in its entirety as follows: "3.4 Term. Unless earlier terminated in accordance with Article 7 of this Agreement, this Agreement shall continue in full force and effect until completion of the services but not later than December 31, 2024exeeeding one O yeam f ,.,., the date ho,-o„fI except as otherwise provided in the Schedule of Performance (Exhibit "D")." D. Exhibit "A," "Scope of Services," of the Agreement is hereby amended to read in its entirety as follows: See attached. E. Section I of Exhibit "C," "Schedule of Compensation," of the Agreement is hereby amended to read in its entirety as follows: -2- 01007.0571/876308.2 "I. Consultant shall be compensated for the overage associated with the Original Scope of Services and for the New Scope of Services in accordance with the following, which will include any and all expenses: Cost Proposal Key Staff Rate Over Budget Final Report GIS Audit Ordinance Preparation Totals Hours Cost Hours Cost Homs Cost Hours Cost Hours Cost ($1hr) Direct Labor Greg ChitticL Engineer S220.00 0.00 S - 0 S - 8 S 1,760 12 S 2,640 20.00 S 4,400 Luis Perez, Project Manage 5220.00 23.50 S 5,170 16 S 3,520 12 S 2,640 100 S 22,000 151.50 S 33,330 Nicole Trezza, GIS Planner 5165.00 11.25 S 1,856 4 S 660 40 S 6,600 16 S 2,640 71.25 S 11,756 Dean Dusette, Planner S200.00 0.00 S - 0 S - 20 $ 4,000 12 S 2,400 32.00 S 6,400 Ex enses I I I S S - S - S 1,000 S 1,000 Total Direct Labor 1 1 34.75 r S 7,026 1 20 rS 4,180 80 r S 15,000 140 r S 30,680 27 .75 S 56,886 F. Section IV of Exhibit "C," "Schedule of Compensation," of the Agreement is hereby amended to read in its entirety as follows: "IV. The total compensation for the Services shall not exceed $81,885$24414, as provided in Section 2.1 of this Agreement." 2. Continuing Effect of Agreement. Except as amended by this Amendment, all provisions of the Agreement shall remain unchanged and in full force and effect. From and after the date of this Amendment, whenever the term "Agreement" appears in the Agreement, it shall mean the Agreement, as amended by the Amendment to the Agreement. 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. 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. Each party represents and warrants to the other that the Agreement is currently an effective, valid, and binding obligation. Consultant represents and warrants to City that, as of the date of this Amendment, 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, 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. 5. Authority. The persons executing this Amendment on behalf of the parties hereto warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to execute -3- 01007.0571/876308.2 and deliver this Amendment on behalf of said party, (iii) by so executing this Amendment, such party is formally bound to the provisions of this Amendment, and (iv) the entering into this Amendment does not violate any provision of any other agreement to which said party is bound. [SIGNATURES ON FOLLOWING PAGE] -4- 01007.0571/876308.2 IN WITNESS WHEREOF, the parties hereto have executed this Amendment on the date and year first -above written. CITY: CITY OF CARSON, a municipal corporation r Lu Davis -Holmes, Mayor ATTEST: G�g,SO1V, C Dr, Chaleah K. Bradshaw, City Clerks APPROVED AS TO FORM: 4'4 ALESHIRE & WYNDER, LLP uwLV�;t Sunny K. Soltani, City Attorney [sap;rjl] CONTRACTOR: MRS ENVI ONMENTAL, INC., a Califon ' c oration By: Name: UP Perez Title: Vice r sident 01 By: Name:ittick Title: reasurer Address: 1306 Santa Barbara Street Santa Barbara, CA 93101 Two corporate officer signatures required when Contractor is a corporation, with one signature required from each of the following groups: 1) Chairman of the Board, President or any Vice President; and 2) Secretary, any Assistant Secretary, Chief Financial Officer or any Assistant Treasurer. CONTRACTOR'S SIGNATURES SHALL BE DULY NOTARIZED, AND APPROPRIATE ATTESTATIONS SHALL BE INCLUDED AS MAY BE REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION, OR OTHER RULES OR REGULATIONS APPLICABLE TO CONTRACTOR'S BUSINESS ENTITY. -5- 03007.0571/876308.2 IN WITNESS WHEREOF, the parties hereto have executed this Amendment on the date and year first -above written. ATTEST: Dr. Khaleah K. Bradshaw, City Clerk APPROVED AS TO FORM: ALESHIRE & WYNDER, LLP Sunny K. Soltani, City Attorney [sap;rjl] CITY: CITY OF CARSON, a municipal corporation Lula Davis -Holmes, Mayor CONTRACTOR: MRS ENVIRONMENTAL, INC., a By: Name: L+ Perez Title: Vice Yrisident By: _U_,�_ Name:ittick Title: /r!ure I Address: 1306 Santa Barbara Street Santa Barbara, CA 93101 Two corporate officer signatures required when Contractor is a corporation, with one signature required from each of the following groups: 1) Chairman of the Board, President or any Vice President; and 2) Secretary, any Assistant Secretary, Chief Financial Officer or any Assistant Treasurer. CONTRACTOR'S SIGNATURES SHALL BE DULY NOTARIZED, AND APPROPRIATE ATTESTATIONS SHALL BE INCLUDED AS MAY BE REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION, OR OTHER RULES OR REGULATIONS APPLICABLE TO CONTRACTOR'S BUSINESS ENTITY. -5- 01007.0571/876308.2 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 C COUNTY OF LOS AI �ELEs5an n 4vk4 ✓%� "GTrymo 14'a Qubl r coda kyn'j On 2�, 2023 before me,t�'� ,personally appeared If/p, proved to me on the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribe 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 fogegoing paragraph is true and correct. WITNESS my hai2d and official seal. >= ti ^ CARMEN ESTRADA �,�/�/ W Notary Public - California = Signature: �'•^ = y _. Santa Barbara County Comission " 2386414 Z ,i =� ~''c My mComr^, Expires Jan 8, 2026 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 DESCRIPTION OF ATTACHED DOCUMENT fq INDIVIDUAL ❑ CORPORATE OFFICER TITLE(S) TITLE OR TYPE OF DOCUMENT ❑ PARTNER(S) ❑ LIMITED ❑ GENERAL ❑ ATTORNEY-IN-FACT ❑ TRUSTEE(S) NUMBER OF PAGES ❑ GUARDIAN/CONSERVATOR ❑ OTHER SIGNER IS REPRESENTING: DATE OF DOCUMENT (NAME OF PERSON(S) OR ENTITY(IES)) SIGNERS OTHER THAN NAMED ABOVE 01007.0571/876308.2 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 LOSAGELE6.*nt-A � ��✓ On 17 , 2023 before rn i (i3 conal app reSG o +' pr�Tiedto me on the basis of�tory evidence to be the person(s) whose names(s) is/are subscriYed to 4he 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 hand and official seal. —{ E> ... CARMEN ESTRADA ■ Signature: i <` X= _ Notary Public - California =[ - Santa Barbara County Commission # 2386414 My Comm. Expires Jan 8, 2026 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 DESCRIPTION OF ATTACHED DOCUMENT INDIVIDUAL ❑ CORPORATE OFFICER TITLE(S) TITLE OR TYPE OF DOCUMENT ❑ PARTNER(S) ❑ LIMITED ❑ GENERAL ❑ ATTORNEY-IN-FACT ❑ TRUSTEE(S) NUMBER OF PAGES ❑ GUARDIAN/CONSERVATOR ❑ OTHER SIGNER IS REPRESENTING: DATE OF DOCUMENT (NAME OF PERSON(S) OR ENTITY(IES)) SIGNERS OTHER THAN NAMED ABOVE 01007.0571/876308.2 EXHIBIT "A" SCOPE OF SERVICES I. Consultant will perform the following Services: Original Scope of Services A. Consultant will assist the City in reviewing the previously prepared Audit of Oil Pipeline Franchises completed in March 2016. Consultant will also assist the City in auditing the documentation provided by the pipeline franchisees within the City to help determine the accuracy of the information consistent with the existing ordinance. Specific tasks are detailed below: 1. Review previous Audit of Oil Pipeline Franchises completed in March 2016. 2. Review existing Pipeline Franchise Ordinance. 3. Review practices in other jurisdictions regarding pipeline franchises, including franchise fees, reporting requirements, inspections, insurance, bonding, abandonment practices, and any other pertinent information related to pipeline franchises. 4. Review GIS data provided by the City to ascertain the accuracy of records provided by the various franchisees. Consultant will also review the previous payments to ensure payments are accurate and up to date. 5. Prepare a summary report and provide documentation as appropriate. New Scope of Services B. Consultant will provide City additional services as detailed below: 1. Receive and review comments from the City on the Draft Report submitted to City on March 28, 2023 and finalize the Report for the City's use based on comments received. 2. Provide the City with a revised Pipeline Franchise Ordinance addressing all issues identified in the Report for consideration by the City Council. This effort will also include meetings with staff to prepare and review the ordinance, a meeting with industry to discuss the revised ordinance and assumes two meetings before the City Council to consider the revised ordinance. 3. Consultant will review GIS data provided by the City to ascertain the accuracy of records provided by the various franchisees. Consultant will 01007.0571/876308.2 also review previous payments to ensure those are accurate and consistent with the findings of the GIS audit. II. As part of the Services, Consultant will prepare and deliver the following tangible work products to the City: A. Sum.%af�-fReport regarding Services in Section I above. III. In addition to the requirements of Section 6.2, during performance of the Services, Consultant will keep the City updated of the status of performance by delivering the following status reports: A. As requested by the City's Contract Officer. IV. All work product is subject to review and acceptance by the City, and must be revised by the Consultant without additional charge to the City until found satisfactory and accepted by City. V. Consultant will utilize the following personnel to accomplish the Services: A. Greg Chittick, Engineer B. Jay Sheth,Pr-oeess Engineer Dean Dusette, Planner C. Nicole Trezza, GIS Planner D. Luis Perez, Project Manager 01007.0571/876308.2 ACORLD® CERTIFICATE OF LIABILITY INSURANCE `..� DATE(MM/DD/YYYY) 06/06/2023 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTNAME: Carmen Highfill, CIC, CISR, CPIW Atlas Plus Insurance Services, Inc. IAIC.PHONNo.E Ext); (805) 979-9555 FA/C, No): (888) 710-1808 E-MAIL Carmen@atlasplusinsurance.com 2014 De La Vina St. INSURERS AFFORDING COVERAGE NAIC # INSURER A; AXIS SURPLUS INSURANCE CO. Santa Barbara CA 93105 INSURED INSURER B: STATE COMPENSATION INSURANCE FUND INSURER C: TRAVELERS COMPANY INS CO OF AMERICA MRS Environmental, Inc. INSURER D: 1306 Santa Barbara St. INSURER E: INSURER F: Santa Barbara CA 93101 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 LTR TYPE OF INSURANCE ADDL SUBR POLICY NUMBER POLICY EFF MM/DD/YYYY POLICY EXP MM/DD/YYYY LIMITS X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 CLAIMS -MADE � OCCUR DAMAGE TO RENTED PREMISES (Ea occurrence) $ 100,000 MED EXP (Any one person) $ 10,000 X Includes Pollution PERSONAL&ADV INJURY $ 1,000,000 A X X EMP19000732-05 04/01/2023 04/01/2024 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 2,000,000 X POLICY ❑ PRO JECT F—]LOCPRODUCTS - COMP/OP AGG $ 2,000,000 $ OTHER: AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT Ea accident $ 1,000,000 BODILY INJURY (Per person) $ ANY AUTO COWNED Ix SCHEDULED AUTOS ONLY AUTOS 680-7K896579-23-42 04/01/2023 04/01/2024 BODILY INJURY (Per accident) $ PROPERTY DAMAGE $ Per accident HIRED �/ NON -OWNED AUTOS ONLY /� AUTOS ONLY UMBRELLA LAB X OCCUR EACH OCCURRENCE $ 1,000,000 AGGREGATE $ 1,000,000 A X EXCESS LAB CLAIMS -MADE EMX19000172-05 04/01/2023 04/01/2024 DED RETENTION $ $ B WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE Y / NE.L. OFFICER/MEMBER EXCLUDED? ❑N (Mandatory in NH) N / A X 9207029-23 04/10/2023 04/10/2024 XI PER STATUTE OERH EACH ACCIDENT $ 1,000,000 E.L. DISEASE - EA EMPLOYEE $ 1,000,000 If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT $ 1,000,000 Professional Liability Each Claim 1,000,000 A Retro date 4/1/2017 EMP19000732-05 04/01/2023 04/01/2024 Aggregate 2,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Certificate holder is named as Additional Insured with waiver of subrogation, primary and non-contributory wording, as required per job contract(s). forms attached: CG2010 07/04, CG2037 0704, CG240410/93, PGIEL0200210. WC waiver of subro also attached INSURANCE APPROVED 6/22/2023 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 Carson AUTHORIZED REPRESENTATIVE 701 E. Carson St. Carmen Highfill Carson CA 90745 ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD Policy Number: EMP19000732-05 COMMERCIAL GENERAL LIABILITY CG 20 10 07 04 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s): Locations Of Covered Operations Any person(s) or organization(s) whom the Named Insured agrees, in a written contract, to name as an Additional insured_ However, this status exists only for the project specified in that contract Information required to complete this Schedule, if not shown above, will be shown in the Declarations. 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" or "personal and advertising injury" caused, in whole or in part, by: 1. Your acts or omissions; or 2. The acts or omissions of those acting on your behalf, in the performance of your ongoing operations for the additional insured(s) at the location(s) designated above. B. With respect to the insurance afforded to these additional insureds, the following additional exclusions apply: This insurance does not apply to "bodily injury" or "property damage" occurring after: 1. All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or 2. That portion of "your work" out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. CG 20 10 07 04 Policy number: EMP19000732-05 COMMERCIAL GENERAL LIABILITY CG 20 37 07 04 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s): Location And Description Of Completed O erations Any person(s) or organization(s) whom the Named Insured agrees, in a written contract, to name as an Additional insured_ However, this status exists only for the project specified in that contract Information required to complete this Schedule, if not shown above, will be shown in the Declarations. 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" or "property 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". CG 20 37 07 04 © ISO Properties, Inc., 2004 POLICY NUMBER: EMP 19000732-05 COMMERCIAL GENERAL LIABILITY CG 24 04 10 93 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name of Person or Organization: Any person(s) or organization(s) whom the Named Insured agrees, in a written contract, to provide a waiver of subrogation. However, this status exists only for the project specified in that contract. (If no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to this endorsement). The TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US Condition (Section IV — COMMERCIAL GENERAL LIABILITY CONDITIONS) is amended by the addition of the following: We waive any right of recovery we may have against the person or organization shown in the Schedule above because of payments we make for injury or damage arising out of your ongoing operations or "your work" done under a contract with that person or organization and included in the "products -completed operations hazard". This waiver applies only to the person or organization shown in the Schedule above. CG 24 04 10 93 Insurance Services Office, Inc., 1992 PRIMARY AND NON-CONTRIBUTORY ENDORSEMENT This endorsement changes the Policy. Please read it carefully. SCHEDULE Name of Person or Organization: Any person(s) or organization(s) whom the Named Insured agrees, in a written contract, to provide Primary and/or Non-contributory status of this insurance. However, this status exists only for the project specified in that contract. In consideration of the premium charged, it is hereby agreed that this policy shall be considered primary to any similar insurance held by third parties in respect to work performed by you under any written contractual' agreement with such third party. It is further agreed that any other insurance which the person(s) or organization(s) named in the schedule may have is excess and non-contributory to this insurance. PGI EL 020 0210 Page 1 of 1