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HomeMy WebLinkAboutWALKER CONSULTANTSA-2020-116 AGREEMENT FOR PARKING CONSULTANT SERVICES FOR DOWNTOWN PARKING FACILITIES u�w t 2020%1�r �Fierret 4 �� �-msNloi y THIS AGREEMENT is made and entered into this 2Id day of June, 2020, by and between Walker Parking Consultants/Engineers, Inc., a Michigan corporation, dba Walker Consultants ("Consultant"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("City"). City and Consultant shall hereinafter collectively be referred to as "the Parties". RECITALS A. On January 22, 2016, the City issued Request for Qualifications No. 16-011, by which it sought proposals from qualified firms for parking consulting services related to the four public parking structures and one public surface lot that serve the Downtown area. B. On March 25, 2016, Consultant submitted a responsive proposal that was selected by the City and on May 17, 2016, the City and Consultant entered into said Agreement (A-2016-120), hereinafter "original Agreement" for Parking Consultant Services for a Term of three (3) years. D. In undertaking the performance of said Agreement (hereinafter `original Agreement"), Consultant represented that it is knowledgeable in its field and that any services performed by Consultant under said original Agreement would be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. E. The Parties now wish to enter into a second Agreement for Parking Consultant Services for Downtown Parking Facilities (hereinafter "second Agreement") for a Term of one (1) year commencing July 1, 2020 and ending June 30, 2021, for an amount not to exceed $34,650 that includes a contingency of $3,150. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the Parties agree as follows: 1. SCOPE OF SERVICES Consultant shall perform those services (not previously completed at City's prior request) as set forth in Exhibit A of said original Agreement, page 1(Task One — Parking Operator RFP and Procurement Assistance - sections 1.1 through 1.14, exclusive of task production/completion calendar); and page 2 (Task Two — Functional Design/Operational Review — sections 2.1 through 2.10). Said elements of Consultant's proposal of March 25, 2016 are incorporated herein by reference. In addition to performing those specified services set forth in Exhibit A, Consultant shall perform the additional services as set forth in Exhibit A-1 of this second Agreement. 2. COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services under the terms of this second Agreement the rates and charges identified in Exhibit A-1. The total sum to be expended under this second Agreement shall not exceed $34,650 during the term of this second Agreement. This amount is comprised of: (1) the sum of $31,500; and, (2) an 11% contingency of up to $3,150 for additional services, including reimbursable expenses for on -call services as may be performed by Consultant at the sole direction of the City in accordance with Consultant's 2020 basic billing rate schedule. 25E-3 b. Payment by City shall be made within forty-five of days (45) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures, Payment need not be made for work that fails to meet the standards of performance set forth in these Recitals, which may reasonably be expected by City. 3. TERM This second Agreement shall commence July 1, 2020, and continue through June 30, 2021, unless terminated earlier in accordance with Section 16, below. 4. INDEPENDENT CONTRACTOR Consultant shall, during the entire term of this second Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer -employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Consultant performs the services which are the subject matter of this second Agreement; however, the services to be provided by Consultant shall be provided in a manner consistent with all applicable standards and regulations governing such services. Consultant shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 5. OWNERSHIP OF MATERIALS This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Consultant under this second Agreement ("Documents & Data"). Consultant shall require all subcontractors to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subcontractor prepares under this second Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all Documents & Data. Consultant makes no such representation and warranty in regard to Documents & Data which were provided to Consultant by the City. City shall not be limited in any way in its use of the Documents and Data at any time, provided that any such use not within the purposes intended by this second Agreement shall be at City's sole risk. 6. INSURANCE Prior to undertaking performance of work under this second Agreement, Consultant shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Commercial General Liability Insurance. Consultant shall maintain commercial general liability insurance naming the City, its officers, employees, agents, volunteers and representatives as additional insured(s) and shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of Consultant's operations in the performance of this second Agreement, including, without limitation, acts involving vehicles. The amounts of insurance shall be not less than the 25LE-4 following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of $1,000,000 per occurrence, with $2,000,000 in the aggregate. Such insurance shall (a) name the City, its officers, employees, agents, volunteers and representatives as additional insured(s); (b) be primary and not contributory with respect to insurance or self-insurance programs maintained by the City; and (c) contain standard separation of insureds provisions. b. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $1,000,000 per occurrence. Such insurance shall include coverage for owned, hired and non -owned automobiles. C. Worker's Compensation Insurance. In accordance with the California Labor Code, Consultant, if Consultant has any employees, is required to be insured against liability for worker's compensation or to undertake self-insurance. Prior to commencing the performance of the work under this second Agreement, Consultant agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. d. If Consultant is or employs a licensed professional such as an architect or engineer: Professional liability (errors and omissions) insurance, with a combined single limit of not less than $1,000,000 per claim with $2,000,000 in the aggregate. e. The following requirements apply to the insurance to be provided by Consultant pursuant to this section: (i) Consultant shall maintain all insurance required above in full force and effect for the entire period covered by this second Agreement. (ii) Certificates of insurance shall be furnished to the City upon execution of this second Agreement and shall be approved by the City. (iii) Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty (30) days prior written notice to the City. (iv) Consultant shall supply City with a fully executed additional insured endorsement. If Consultant fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the City with required proof that insurance has been procured and is in force and paid for, the City shall have the right, at the City's election, to tenninate this second Agreement. Such termination shall not affect Consultant's right to be paid for its time and materials expended prior to notification of termination. Consultant waives the right to receive compensation and agrees to indemnify the City for any work performed prior to approval of insurance by the City. INDEMNIFICATION Consultant agrees to and shall indemnify, defend, and hold harmless the City, its officers, agents, employees, consultants, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the negligent operations of the Consultant or its, subcontractors, agents, employees, or other persons acting on their behalf which 25E-6 relates to the services described in section 1 of this second Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of the terms of or effects arising from this second Agreement. This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of the terms of, or effects, arising from this second Agreement. The Consultant further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party challenging the validity of this second Agreement, or asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this second Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. Notwithstanding the foregoing, to the extent Consultant Services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant. 8. RECORDS Consultant shall keep records and invoices in connection with the work to be performed under this second Agreement. Consultant shall maintain complete and accurate records with respect to the costs incurred under this second Agreement and any services, expenditures, and disbursements charged to the City for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Consultant under this second Agreement. All such records and invoices shall be clearly identifiable. Consultant shall allow a representative of the City to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this second Agreement during regular business hours. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to this second Agreement for a period of three (3) years from the date of final payment to Consultant under this second Agreement. 9. CONFIDENTIALITY If Consultant receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Consultant agrees that it shall not use or disclose such information except in the performance of this second Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confidential Information" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this second Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Consultant disclosed in a publicly available source; (c) is in rightful possession of the Consultant an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Consultant without reference to information disclosed by the City. 10. CONFLICT OF INTEREST CLAUSE Consultant covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this second Agreement. 26F-6 11. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this second Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by fax or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1989 Santa Ana, CA 92702-1988 Fax 714- 647-6956 With courtesy copies to: Steven Mendoza Executive Director Community Development Agency City Attorney's Office City of Santa Ana City of Santa Ana 20 Civic Center Plaza (M-25) 20 Civic Center Plaza (M-29) P.O. Box 1988 P.O. Box 1989 Santa Ana, CA 92702 Santa Ana, CA 92702 Fax 714- 647-6549 Fax 714- 647-6515 To Consutant: Jonathan Wicks, CAPP, CPP Project Manager/Consultant Walker Consultants 606 South Olive Street, Suite 1100 Los Angeles, CA 90014 Fax 213-488-4983 A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by fax, communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 12. EXCLUSIVITY AND AMENDMENT This second Agreement represents the complete and exclusive statement between the City and Consultant regarding the subject matter therein, and supersedes any and all other agreements, oral or written, between the Parties. In the event of a conflict between the terms of this second Agreement and any prior original Agreement or attachments thereto incorporated herein by reference, the terms of this second Agreement shall prevail. This second Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Consultant. The Parties agree that 25F:-7 any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terns and conditions hereof, shall not bind or obligate Consultant or the City. Each party to this second Agreement aclamowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein. 13. ASSIGNMENT Inasmuch as this second Agreement is intended to secure the specialized services of Consultant, Consultant may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this second Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this second Agreement performed by City personnel or by other consultants retained by City. 14. COORDINATION OF WORK OR SERVICES a. No extra work may be undertaken unless a written "Change Order" is first given by the Contract Officer or his/her designee, to Consultant, incorporating therein any material and administration of this second Agreement for City and have authority to enter into Change Orders with Consultant pursuant to this second Agreement. It shall be Consultant's responsibility to assure that City's Contract Officer is kept informed of the progress of the performance of the consulting services set forth in this second Agreement and Consultant shall refer any decisions which roust be made by City to the Contract Officer. The Contract Officer shall have authority to sign all documents on behalf of City required hereunder to carry out the terms of this second Agreement. Unless otherwise specified herein, any approval of City required hereunder shall mean the approval of the Contract Officer. All notices regarding consulting services or requested changes in said second Agreement shall adjustment in the contract and/or the time to perform this second Agreement, which said adjustments are subject to the written approval of Consultant. b. Contract Officer City will appoint a Contract Officer who will be in charge of the contract maintenance. The City's appointed Contract Officer shall be the City Manager, or designee of the City Manager. 15. ADDITIONAL WORK OR SERVICES a. Work or Services City shall have the right at any time during the performance of the work or services set forth in this second Agreement, without invalidating said second Agreement or any amendments thereto, to elect to exercise any existing option specified 'nor the Scope of Services for extra work or services or to order extra work or services pursuant to a duly executed Change Order or to expend previously authorized contingent funds to cover expenses for work or services agreed to by the Parties but exceeding the amounts initially specified under the Compensation provisions of this second Agreement or thereby make changes by altering, adding to or deducting from said work or services. 25F-8 b. Change Order No extra work or services as set forth in subsection (a) above may be undertaken unless a written "Change Order" is first given by the Contract Officer to the Consultant, incorporating therein in the contract and/or the time to perform this second Agreement, which said adjustments are subject to the written approval of the Consultant. 16. TERMINATION This second Agreement may be terminated by the City upon thirty (30) days written notice of termination, In such event, Consultant shall be entitled to receive and the City shall pay Consultant compensation for all services performed by Consultant prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment, the Executive Director may require Consultant to deliver to the City all work product completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Consultant consents to the City's use thereof for such purposes as the City deems appropriate. Payment need not be made for work that fails to meet the standard of performance specified in the Recitals of this second Agreement. 17. NONDISCRIMINATION Consultant shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, prornotion, termination or other employment related activities or in connection with any activities under this second Agreement. Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 18. JURISDICTION -VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this second Agreement shall be determined and governed by the laws of the State of California. Both Parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this second Agreement. 19. PROFESSIONAL LICENSES Consultant shall, throughout the terns of this second Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Consultant shall notify the City immediately and in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this second Agreement. 25F-9 20. AUSCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this second Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. b. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this second Agreement. C. Whenever the terms of the Recitals of this second Agreement conflict with terms of any Exhibit incorporated herein by reference, then the terms and intent of the Recitals of this second Agreement shall prevail and be controlling. d. No default, delay or failure to perform on the part of the Parties shall be considered a breach of this second Agreement where such default, delay or failure is due to a force majeure or to circumstances beyond the Parties control. Such circumstances will include, without limitation, strips, riots, civil disturbances, actions or inactions concerning government authorities, epidemics, pandemics, war, terrorist acts, embargoes, severe weather, fire, earthquakes, acts of God or the public enemy or default of a common carrier or other disasters or events. e. This second Agreement must be signed below and may be signed in counterpart and delivered by fax, email as a PDF (Portable Document Format) file attachment, or by other means that displays the original or a copy of the signatures. Any subsequent amendments may be signed and delivered in the same manner. (Signatures on following page) 25E-10 IN WITNESS WHEREOF, the Parties hereto have executed this second Agreement the date and year first above written. ATTEST: Daisy GomezClerk of the. Counci I '+ APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney By: / Ryan O. dg Assistant ity Attorney RECOMMENDED FOR APPROVAL: Kathryn Downs Executive Director Finance and Management Services Agency a to Steven Mendoza Executive Director Community Development Agency CITY OF SANTA ANA tstine Ridge City Manager CONSULTANT: Walker Consultants 25E-11 Jonathan Wicks Project Manager/Consultant Walker Consultants EXHIBIT A Original Agreement Proposal for Services (March 25, 2016) 25Fmr12 eaSUROCE ON FlLk A-2016-120 WORK MAY PROCEED UNTIL INSURANCF. EXPIRE' 5_23-1 '7._ CLERK AGREEMENT FOR PARKING CONSULTANT SERVICES DATE'. G 9 0 FOR DOWNTOWN PARKING FACILITIES THIS AGREEMENT is made and entered into this 17th day of May, 2016 by and between Walker Parking Consultants ("Contractof'), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("City"). RECITALS A. On January 22, 2016, The City issued Request for Qualifications No. 16-011, by which it sought proposals from qualified firms for parking consulting services related to the four public parking structures and one public surface lot that serve the Downtown area. B. Contractor submitted a responsive proposal that was selected by the City. C. In undertaking the performance of this Agreement, Contractor represents that it is knowledgeable in its field and that any services performed by Contractor under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES Contractor shall perform those services as set forth in Exhibit A to this Agreement. Contractor's proposal is incorporated herein by reference. 2. COMPENSATION a City agrees to pay, and Contractor agrees to accept as total payment for its services the rates and charges identified in Exhibits A and B. The total sum to be expended under this Agreement shall not exceed $72?20 during the term of this Agreement. This amount is comprised of (1) the sum of $62,800 and (2) a 15% contingency of up to $9,420 for additional services as may be performed by Contractor at the sole direction of the City. Reimbursable expenses for on -call services shall not exceed $5,000 for each year of the initial term below. b. Payment by City shall be made within forty-five of days (45) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. Payment need not be made for work that fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. 3. TERM This Agreement shall commence on the date stated above and continue through May 16, 2018, unless terminated earlier in accordance with Section 14. below. The term of this Agreement may be extended for two (2) one-year periods upon a writing executed by the City Manager and the City Attomey. EXHIBIT 1 25�-13 4. INDEPENDENT CONTRACTOR Contractor shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer -employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Contractor performs the services which are the subject matter of this Agreement; however, the services to be provided by Contractor shall be provided in a manner consistent with all applicable standards and regulations governing such services, Contractor shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 5, OWNERSIiIP OF MATERIALS This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Contractor under this Agreement ("Documents & Data'), Contractor shall require all subcontractors to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subcontractor prepares under tlris Agreement. Contractor represents and warrants that Contractor has the legal right to license any and all Documents & Data. Contractor makes no such representation and warranty in regard to Documents & Data which were provided to Contractor by the City. City shall not be limited in any way in its use of the Documents and Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City's sole risk. 6, INSURANCE Prior to undertaking performance of work under this Agreement, Contractor shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Commercial General Liability Insurance. Contractor shall maintain commercial general liability insurance naming the City, its officers, employees, agents, volunteers and representatives as additional insured(s) and shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of Contractor's operations in the performance of this Agreement, including, without limitation, acts involving vehicles. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of $1,000,000 per occurrence, with $2,000,000 in the aggregate. Such insurance shall (a) name the City, its officers, employees, agents, volunteers and representatives as additional insured(s); (b) be primary and not contributory with respect to insurance or self-insurance programs maintained by the City; and (c) contain standard separation of insureds provisions, b. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $1,000,000 per occurrence, Such insurance shall include coverage for owned, lured and non -owned autoruobiles. 25E-14 c, Worker's Compensation Insurance, In accordance with the California Labor Code, Contractor, if Contractor has any employees, is required to be insured against liability for worker's compensation or to undertake self-insurance, Prior to commencing the performance of the work under this Agreement, Contractor agrees to obtain and maintain any employer's liability insurance with Ihtuts not less than $1,000,000 per accident. d. If Contractor is or employs a licensed professional such as an architect or engineer: Professional liability (eiTors and omissions) insurance, with a combined single limit of not less than $1,000,000 per claim with $2,000,000 in the aggregate. e. The following requirements apply to the insurance to be provided by Contractor pursuant to this section: (i) Contractor shall maintain all insurance required above in full force and effect for the entire period covered by this Agreement, (ii) Certificates of insurance shall be furnished to the City upon execution of this Agreement and shall be approved by the City, (iii) Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty (30) days prior written notice to the City. (iv) Contractor shall supply City with a fully executed additional insured endorsement. £ If Contractor fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the City with required proof that insurance has been procured and is in force and paid for, the City shall have the right, at the City's election, to terminate this Agreement. Such termination shall not affoct Contractor's right to be paid for its time and materials expended prior to notification of termination. Contractor waives the right to receive compensation and agrees to indemnify the City for any work performed prior to approval of insurance by the City. INDEMNIFICATION Contractor agrees to and shall indemnify, defend, and hold harmless the City, its officers, agents, employees, consultants, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the negligent operations of the Contractor or its, subcontractors, agents, employees, or other persons acting on their behalf which relates to the services described in section 1 of this Agreement; and (2) fi•om any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement. This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of the terms of, or effects, arising fiorn this Agreement, The Contractor further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arisin i6M, treement. City may make all reasonable decisions with respect to its representation in any legal proceeding, Notwithstanding the foregoing, to the extent Contractor Services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Contractor. 8. RECORDS Contractor shall keep records and invoices in connection with the work to be performed under this Agreement, Contractor shall maintain complete and accurate records with respect to the costs inantred under this Agreement and any services, expenditures, and disbursements charged to the City for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Contractor tinder this Agreement. All such records and invoices shall be clearly identifiable, Contractor shall allow a representative of the City to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement during regular business hours. Contractor shall allow inspection of all work, data, documents, proceedings, and activities related to this Agreement for a period of three (3) years from the date of final payment to Contractor under this Agreement. 9. CONFIDENTIALITY If Contractor receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Contractor agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confidential Infonnation" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by arry subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Contractor disclosed in a publicly available source; (c) is in rightful possession of the Contractor an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Contractor without reference to information disclosed by the City. 10. CONFLICT OF INTE+""REST CLAUSE Contractor covenants that itpresently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 11. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be, in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by fax or other telegraphic communication in the manner provides) in this Section, to the following persons: To City: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa. Ana, CA 92702-1988 Fax 714- 647-6956 26E-16 4 With courtesy copies to: To Contractor: Francisco Guttierez Executive Director Finance and Management Services Agency City of Santa Ana 20 Civic Center Plaza M-27 Y.O. Box 1988 Santa Ana, California 92702 Walker Parking Consultants 606 South Olive Street, Suite 1100 Los Angeles, CA 90014 Attn: Steffen Turoff, Director, Planning Studies CityAttorney's Office City of Santa Ana 20 Civic Center Plaza (M-29) P.O. Box 1988 Santa Ana, California 92702 Fax 714- 647-6515 A party may change its address by giving notice in writing to the other party, Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by fax, communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as sot forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 12. EXCLUSIVITY AND AMENDIVIENT This Agreement represents the complete and exclusive statement between the City and Contractor regarding the subi ect matter therein, and supersedes any and all other agreements, oral or written, between the parties. In. the event of a conflict between. the terms of this Agreement and any attachments hereto, the tenns of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Contractor. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the tenns and conditions hereof, shall not bind or obligate Contractor or the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein. 13, ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Contractor, Contractor may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the Ci.ty's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other consultants retained by City. 25E-17 5 14. TERMINATION This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Contractor shall be entitled to receive and the City shall pay Contractor compensation for all services performed by Contractor prior to receipt of such notice of termination, subject to the following conditions: a, As a condition of such payment, the Executive Director may require Contractor to deliver to the City all work product completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Contractor consents to the City's use thereof for such purposes as the City deems appropriate. b. Payment need not be made for work that fails to meet the standard of performance specified in the Recitals of this Agreement. 15. NONDISCRIMINATION Contractor shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities or in connection with any activities under this Agreement, Contractor affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 16. JURISDICTION - VENUE This Agreement has been executed raid delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that maybe brought or arise out of, in connection with or by reason of thus Agreement. 17. PROFESSIONAL LICENSES Contractor shall, tlu-oughout the tern of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Contractor shall notify the City immediately and. in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 18. MISCELLANEOUS PROVISIONS a, Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City frilly, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. b. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. 25E-18 6 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: Maria . Huizar Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney By: M itli John . Funk Assistant City Attorney RECOMMENDED FOR APPROVAL: Francisco Gutierrez Executive Director Finance and Management Services Agency CITY OF SANTA ANA IZ1// / David Cavazos City Manager CONTRACTOR: Name: �,��K�e(. .%/ Title: VAC, 1 d`eJ �Ce 25E7 19 EXHIBIT A 25E-20 WALKER PARKING CONSULTANTS March 25, 2016 Mr. Arturo Rodriguez Management Aide City of Santa Ana Finance and Management Services Agency 20 Civic Center Plaza M-17 Santa Ana, CA 92702 Re: Revised Proposal for Consulting Services City of Santa Ana Public Parking Facilities Santa Ana, CA Dear Mr. Rodriguez: 606 S Olive Slreet. Suite 1100 Los Angeles CA 90014 Office: 213.488.4911 Fax: 213.488.4983 vv w.walkerporking.com Based upon our recent conversation and RFQ submittal, we understand the City of Santa Ana is seeking the services of a professional parking consultant to assist in the process of procuring a third party parking operator for the City's public parking structures. Additionally the City desires Walker's expertise in maximizing parking efficiency at the 1022 S Main St, 2011 N Main St, and 300 S Main St/ 301 S Sycamore St surface parking lots, as well as an engagement for "on -call" parking consulting services. The following details the scope of work proposed to support the operator request for proposal procurement and implementation process, as well as the value added professional services and fees needed to complete the engagement. SCOPE OF SERVICES TASK ONE - PARKING OPERATOR RFP AND PROCUREMENT ASSISTANCE 1.1 Meet on site with City representatives to finalize project parameters and obtain relevant background information. 1.2 Review the existing operations to ascertain the current operating methodologies used at each of the individual sites that comprise the City's system. 1.3 Review and comment on the appropriate scope of services for inclusion in the solicitation package that will be based upon current and proposed future conditions that may include the three surface parking lots referenced above on Main St. 1.4 Develop a list of qualified third -party professional parking firms that will be used for distribution purposes upon approval by the City. M:\Proposals\2016\4 Studies\Government\City of Santa Ano\03-25-2016 REV Santo Ana Consulting Services PRO.docx 25E-21 WALKER Mr. Arturo Rodriguez PARKING CONSUUANTS Proposal for Parking Consulting March 25, 2016 Page 2 1.5 Verify the final RFP timeline from issuance through contract award date 1.6 Review and comment upon the current parking management agreement used by the City. The City's legal counsel will prepare the final parking management agreement that will be included in the RFP. 1.7 Draft the technical elements of a RFP for the purposes of soliciting parking management services (City to issue RFP) and submit to City for review and approval. 1.8 Assist the City in arranging and conducting a pre -proposal conference and site -tour of the City's system for all prospective bidders. 1.9 Review and answer all written questions submitted by bidders subsequent to the pre - proposal conference and site tour with assistance from the City. 1.10 Review proposals submitted for compliance with the terms and conditions contained in the RFP solicitation. l .l 1 Prepare or summary of all proposals submitted. Summary will include a comparison of the proposed staffing levels and costs, management fees, operating, maintenance and marketing plans (summary will not include reference checks or an assessment of the bidders' financial competency). 1.12 In conjunction with the City, recommend a short list of proposers. 1.13 Develop questions for short listed proposer interviews for City's consideration and use. 1.14 Participate as the City's parking consultant, as a non -voting member, on the RFP evaluation and selection committee. We can begin work within two (2) weeks of receipt of written acceptance and notice to proceed. Each task will be performed consecutively, and the tentative length of time to complete each project task is as follows: • RFP Document Issued to Prospective Bidders May 13, 2016 • Pre -bid Conference and Site Tour May 24, 2016 • Written Questions Due May 26, 2016 • Addendum Issued May 27, 2016 • Proposals Due June 14, 2016 • Oral Interviews by Short-listed Bidders (tentative) June 22, 2016 • Contract Award (tentative) June 30, 2016 • Commencement Date (tentative) August 1, 2016 25E-22 WALKER Mr. Arturo Rodriguez PARKING CONSWANTS Proposal for Parking Consulting March 25, 2016 Page 3 TASK TWO - FUNCTIONAL DESIGN/ OPERATIONAL REVIEW Additional parking capacity may be found through functional design analysis and an evaluation of layout efficiency. Paid parking may be implemented based on a market and stakeholder analysis. For each of the three surface parking lots on Main Street, Walker will: 2.1 Obtain plans for each surface parking lot, preferably in CAD format. 2.2 Visit the site and meet with City to gain a better understanding of the parking operation, complaints received from tenants, and functional and/or operational challenges that are currently experienced. 2.3 Review the parking design standards applicable for the City of Santa Ana, 2.4 Evaluate various aspects of the parking operation, including: a. Striping layouts; b. Lane configurations; c. Space allocations; d. Wayfinding; e. Operational procedures; f. Technology analysis; and g. Feasibility of paid parking. 2.5 Discuss with City representatives the needs of the users of the facility, primary pedestrian points, and accessible parking. 2.6 Determine whether existing striped accessible stalls and paths of travel meet mandatory minimum requirements for layout and number of provided ADA stalls per lot. 2.7 Conduct a micro -market rate survey comparing transient, event, and monthly parking rates at competitive garages within a two block radius of each lot. 2.8 Provide a range of cost for each of our recommendations. 2.9 Provide City with a draft letter report that summarizes our findings and recommendations which will include supporting diagrams as necessary. 2.10 Meet with City to discuss the draft letter report and prepare a final report that addresses the feedback received from the meeting. TASK THREE - ON CALL CONSULTING SERVICES Walker will perform additional services on an on -call/ as needed basis as requested by City. See attached Firm Profile for partial list of services and Standard Billing Rates by position. 25E-23 -0 WALKER PARKING CONSUITANTS SCHEDULE Mr. Arturo Rodriguez Proposal for Parking Consulting March 25, 2016 Page 4 We can begin work within two (2) weeks of receipt of written acceptance and notice to proceed. Each task will be performed as authorized, and the tentative length of time to complete each project task is dependent on receipt of requested info from the City. PROFESSIONAL FEES Walker proposes to provide the services described herein for Task One in accordance with the attached General Conditions of Agreement for a lump -sum fee of Thirty Seven Thousand and Five Hundred Dollars ($37,500), inclusive of reimbursable expenses. Task One Proposed Fee Parking Operator RFP and Procurement Assistance $37,500 TOTAL FEE PROPOSED FOR BASE PARKING CONSULTING: S37 500 Additional Services Task Two: Functional Design/ Operational Review 5,000 lot Task Three: On Call Parking Consulting Standard Hourly Fee Reimbursable expenses will be billed at 1.15 times the actual direct cost of transportation and subsistence when traveling in connection with the work and includes such items as overnight charges, reproduction, and other project related expenses. Base Parking Consulting Task Expenses Est. Expenses Parking Operator RFP and Procurement Assistance $00.00 TOTAL ESTIMATED REIMBURSABLE EXPENSES 00.00 Add Alternate Tasks Expenses Functional Design/ Operational Review 100.00/lot On Call Parking Consulting As Needed Any additional services not described in our proposal and performed at your request will be invoiced at Walker's standard billing rates for basic services. Walker Parking Consultants is fully committed to understanding your requirements for this project. We will provide responsive, cooperative and quality professional services. If this proposal does not meet your requirements, please call and we will gladly discuss any modifications. We look forward to assisting you and working on this project. Trusting our proposal meets your approval, please sign in the space below to acknowledge your acceptance of the terms and conditions contained herein, and confirm your authorization for us to proceed. Upon your approval, please return one fully executed copy of this proposal to my attention. 25E-24 STANDARD BILLING RATES WALKER BASIC SERVICES 4WPARKING CONSURANT' PRINCIPALS SeniorPrincipal............................................................................................................................. $320.00 Principal......................................................................................................................................... $265.00 PROJECT MANAGEMENT SeniorProject Manager............................................................................................................... $240.00 ProjectManager........................................................................................................................... $200.00 AssistantProject Manager........................................................................................................... $165.00 PARKING CONSULTANTS SeniorParking Consultant............................................................................................................ $240.00 ParkingConsultant....................................................................................................................... $195.00 ParkingAnalyst / Planner............................................................................................................. $155.00 RESTORATION CONSULTANTS Senior Restoration Consultant..................................................................................................... $240.00 RestorationConsultant................................................................................................................ $195.00 Assistant Restoration Consultant................................................................................................ $165.00 RestorationSpecialist................................................................................................................... $165.00 DESIGN Senior Engineer / Senior Architect..—... ................................. ...................... ............................. $240.00 Engineer/ Architect..................................................................................................................... $175.00 Designer......................................................................................................................................... $165.00 TECHNICAL Senior Technician ........................................ Technician.................................................... ...................................................................... $155.00 ...................................................................... $135.00 SUPPORT Senior Administrative Assistant / Business Manager................................................................ $ 100.00 AdministrativeAssistant................................................................................................................ $ 85.00 Subject to annual adjustment on January 1 each year. 25E-25 EXHIBIT B 26E-26 Walker Parking Consultants Fees Task 1 Parking Operator RFP and Procurement Assistance $ 37,500 Task 2 Functional Design $5000/lot $ 15,000 Alternate Task Expenses Functional Design/Operational Review $100/lot $ 300 Reimbursable Expenses (on -call services) $5000/yr. $ 10,000 Total $ 62,800 15% Contingency $ 9,420 Grand Total (NTE contract value for 2 years) $ 72,220 25E-27 EXHIBIT A-1 Second Agreement Proposal for Services (March 12, 2020) 25r;r28 WALKER CONSULTANTS March 12, 2020 Alex Gutierrez Management Analyst Treasury & Customer Service Division, for: City of Santa Ana Parking Operations 20 Civic Center Plaza Santa Ana, CA 92701 Re: Proposal for Parking Consulting - Additional Services Santa Ana, California Dear Ms. Gutierrez: Walker California 606 South Olive Street, Suite 1100 Los Angeles, CA 90014 601 California Street, Suite 820 San Francisco, 94108 Scientific Way, Suite 100 Irvine, CA 92618 213.488.4911 wal kerconsu Ita nts.com Walker Consultants is pleased to submit for your review the following proposal for parking consulting services in the City of Santa Ana. PROJECT UNDERSTANDING The City of Santa Ana desires extending the contract with Walker Consultants to complete the remaining scope of work for three existing projects. The City of Santa Ana's Parking Operations Program is moving from the Finance & Management Services Agency to the Economic Development Agency effective July 1, 2020. Based on this project understanding, Walker proposes the following for each project: SCOPE OF SERVICES 37-9605.00, Parking Operator RFP: 59% complete. Walker drafted the bid docs and instructions to proposers but did not issue the operator RFP. This project will need 30% increase to remaining fee to update and replace some of the work that was already provided. The 2016 data we used to generate the RFP documents are out of date. 37-8605.01, Functional Design Review: 0%complete, no work provided to date. 15% fee increase for inflation. 37-8605.02, On -Call: On -Call services will be provided according to the attached 2020 basic rate schedule. SCHEDULE Walker anticipates beginning work within two weeks of receipt of a signed agreement or notice to proceed. https:Hwalkerconsultantsmy.sharepoint.com/personal/jwicks_walkerconsultantscom/documents/california/santa ana/3-12-2020 city of santa ana consulting services pro.docx 2 5 E - 29 Gutierrez WALKER March lz, zozo CONSULTANTS Paget Schedules for on call services will be determined as each service is requested by The City of Santa Ana, PROFESSIONAL FEE 37-9605.00, Parking Operator RFP: We propose completing the remaining Scope of Services for a lump sum fee of $20,000, exclusive of typical project related expenses. 37-8605.01, Functional Design Review: We propose providing the functional design review of three subject surface parking lots for a lump sum fee of $11,500, exclusive of typical project related expenses. 37-8605.02, On -Call: On -Call services will be provided, as authorized, according to the attached 2020 basic billing rate schedule. We propose providing the Scope of Services for this project in accordance with the attached General Conditions of Agreement. Any work performed beyond the parameters detailed in the proposed scope of work, such as requested on -call services, will be performed upon receiving additional written authorization from the City. Reimbursable expenses will be billed at 1.15 times the cost of travel and living expenses, purchase or rental of specialized equipment, photographs and renderings, document reproduction, postage and delivery costs, long distance telephone and facsimile charges, additional service consultants, and other project related expenses. Our goal is your complete satisfaction. If any part of this agreement does not meet your needs, please let us know and we will work to provide a proposal that does so. We appreciate your consideration of Walker Consultants and look forward to again being of service to the City of Santa Ana. Sincerely, WALKER CONSULTANTS Steffen Turoff Jonathan Wicks, CAPP, CPP Principal, Director of Planning Studies Project Manager / Consultant Enclosures: General Conditions of Agreement for Consulting Services 25E-30 Ms. Gutierrez WALKER March 12, 2020 CONSULTANTS Page AUTHORIZATION Trusting that this meets with your approval, we ask that you sign in the space below to acknowledge your acceptance of the terms contained herein, and to confirm your authorization for us to proceed. Please return one signed original of this agreement for our records. CITY OF SANTA ANA Accepted by (Signature) Printed Name Title Date 25E-31 WALKER GENERAL CONDITIONS OF AGREEMENT CONSULTANTS FOR CONSULTING SERVICES PAGE SERVICES Walker Consultants ("Walker") will provide the CLIENT professional services thatare limited to the work described in the attached letter ("the services"). Any additional services requested will be provided at our standard hourly rates or for a mutually agreed lump sum fee. The services are provided solely in accordance with written information and documents supplied by the CLIENT and are limited to and furnished solely for the specific use disclosed to us in writing by the CLIENT. No third -party beneficiary is contemplated. All documents prepared or provided by WALKER are its instruments of service, and any use for modifications or extensions of this work, for new projects, or for completion of this project by others without Walker's specific written consent will be at CLIENT's sole risk. PAYMENT FOR SERVICES Payment is due upon receipt of invoice. If for any reason the CLIENT does not deliver payment to WALKER within thirty (30) days of date of invoice, Walker may, at its option, suspend or withhold services. The CLIENT agrees to pay Walker a monthly late charge of one- and one-half percent (1%%) per month of any unpaid balance of the invoice. STANDARD OF CARE Walker will perform the services in accordance with generally accepted standards of the profession using applicable building codes in effect at time of execution of this Agreement. Walker's liability caused by its acts, errors or omissions shall be limited to the fee or $10,000, whichever is greater. Any estimates or projections provided by Walker will be premised in part upon assumptions provided by the CLIENT. Walker will not independently investigate the accuracy of the assumptions. Because of the inherent uncertainty and probable variation of the assumptions, actual results will vary from estimated or projected results and such variations may be material. As such, Walker makes no warranty or representation, express or implied, as to the accuracy of the estimates or projections. PERIOD OF SERVICE Services shall be complete the earlierof (1) the datewhen final documents are accepted by the CLIENT or (2) thirty (30) days after final documents are delivered to the CLIENT. 25E-32 WALKER CONSULTANTS STANDARD BILLING RATES FOR BASIC SERVICES PAGE SeniorVice President.................................................................................................................................... $335.00 VicePresident................................................................................................................................................ $305.00 Principal/Director.......................................................................................................................................... $280,00 Senior Project Manager/Senior Consultant.................................................................................................. $255.00 ProjectManager/Consultant.........................................................................................................................$225.00 Senior Engineer/Senior Architect................................................................................................................. $235.00 Engineer/Architect............ ................... ...... ................... ....................... ................. ............... ................ ........ $145.00 Analyst/Planner/Specialist.................. ........... .......... .............. ............... ............................................. ........ $180.00 Assistant Project Manager/Assistant Consultant .................. ....... .............................. ................................... $185.00 Designer......................................................................................................................................................... $180.00 SeniorTechnician.......................................................................................................................................... $180.00 Technician...................................................................................................................................................... $150,00 Senior Administrative Assistant/Business Manager...................................................................................... $125.00 AdministrativeAssistant.............................................................................................................................. $100.00 Subject to annual adjustment on January 1 each year. 25E-33 CERTIFICATE OF LIABILITY INSURANCE F DATE(MMIDDIYYYY) 5/14/2020 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 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 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 endomement(s). PRODUCER NAMEAC carts®pciaonline.com Professional Concepts Insurance Agency, Inc. (PAHICONNe. If (800) 969-4041 AIC NO: IB00)969-4083 1127 South Old US Highway 23 ADDREss: certa®pciaonlins. corn INSURERS AFFORDING COVERAGE NAIC it Brighton MI 48114-9861 INSURER A: Travelers Indem. Cc of America 25666 INSURED INSURER B: Travelers Indemnit Co, of CT 36170 Walker Parking Consultants Engineers, Inc. INSURER C: Travelers Indemnit Cc 25658 Walker Consultants INSURERD:XL Sp ecialt ins. Co. 37885 606 S. Olive St, Suite 1100 INSURER E: Los Angeles CA 90014 INSURER F: 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 CONTRACTOR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAYBE 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, IN8R LTR TYPE OF INSURANCE ADDL SUBR POLICY NUMBER POLICY EFF MMIDO YYY) POLICY EXP (MMIDDIYYY)R LIMITS X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 11000,000 RENTED PREMISESS PREMISES DAMAGE (Ea occurrence $ 300,000 A CLAIMS -MADE � X MED EKP (Any one person) $ 5,000 Contractual Liability X 6801JI254172047 5/23/2020 5/23/2021 X, C,U PERSONAL & ADV INJURY $ 1,000,000 B X 660514988754- FL GENLAGGREGATE LIMITAPPLIES PER: GENERALAGGREGATE $ 2,000,000 6801J1669102047- CA POLICY a] PECO- LOC PRODUCTS-COMPIOPAGG $ 2,000,000 $ OTHER: AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT Ea aalde $ 1,000,000 C ANYAUTO BODILY INJURY (Per peson) $ AOSCHEDULEDAUU R BODILY INJURY (Per awiden0 $ TOSS AUTOSXDA4887NS6420ORP 5/23/2020 5/23/2021 HIREDAUTOS X NON -OWNED AUTOS PROPERTY DAMAGE Per accld.nl $ $ X UMBRELLA LIAB X OCCUR EACH OCCURRENCE $ 2,000,000 AGGREGATE $ 2,000,000 C EXCESS LIAB CLAIMS -MADE DIED X RETENTION $ 10,000 $ CUPID3197442047 5/23/2020 5/23/2021 WORKERS COMPENSATION X PTNT OETH _ AND EMPLOYERS' LIABILITY YIN E.L, EACH ACCIDENT $ 11000,000 ANV PROPRIETORIPARTNERIE%ECUTIVE OFFICERIMEMBER EXCLUDED? N NIA C (Mandatory In NH) If yes, describe finer Os5K3205582047 5/23/2020 5/23/2021 E.L. DISEASE - EA EMPLOYEE $ 11000,000 E.L. DISEASE -POLICY LIMIT $ 11000,000 DESCRIPTION OF OPERATIONS below D Professional Liability DPR9959266 5/23/2020 5/23/2021 Per Claim 2,000,000 AOBregele 2,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101, Additional Remads Schedule, maybe attached if more space is required) Project: 37-8605.02 City of Santa Ana, Parking Consultant Services. City of Santa Ana, its officers, employeess, agents, volunteers and representatives are considered additional insured's with respects to general and auto liability coverage as long as required within a written contract. Waiver of subrogation in favor of certificate holder and additional insured's as long as required within a written contract. Coverage is primary and non-contributory as it applies to general liability, auto liability and umbrella. 30 day written notice provided to certificate holder and additional insured's for cancellation of coverages listed. 10 day notice for nonpayment of listed policies. aroar:Lguezwsanta-ana.org SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Santa Ana THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ATTN: Arturo Rodriguez ACCORDANCE WITH THE POLICY PROVISIONS. Public Works Agency N-85, 215 S. Daisy Ave. AUTHORIZED REPRESENTATIVE Santa Ana, CA 92703 n�I Mike Cosgrove/JP Viay.aw,� ©1988-2014 ACORD CORPORATION. All riahts reserved. AUVKU ZO (ZV141V1) The ACORD name and logo are registered marks of ACORD INS026 (201401) Insured: Walker Parking Consultants Engineers, Inc Policy No, 6801.11254172047, 6801.11669102047, 6605N988754 Policy Period: 5/23/2020-5/23/2021 COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY, PLEASE READ IT CAREFULLY. ARCHITECTS, ENGINEERS AND SURVEYORS COVERAGE XTEND ENDORSEMENT This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART GENERAL DESCRIPTION OF COVERAGE This endorsement broadens coverage. However, coverage for any injury, damage or medical expenses described in any of the provisions of this endorsement may be excluded or limited by another endorsement to this Coverage Part, and these coverage broadening provisions do not apply to the extent that coverage is excluded or limited by such an endorsement. The following listing is a general coverage description only. Limitations and exclusions may apply to these coverages. Read all the provisions of this endorsement and the rest of your policy carefully to determine rights, duties, and what is and is not covered. A. Broadened Named Insured K.AdditionalInsured- LessorOfLeasedEquipment B. Incidental Medical Malpractice L. Additonal Insured State Or Political C. Reasonable Forcg Bodily Injury or Property Damage D. Non -Owned Watercraft- Increased To Up To 75 feet E. Aircraft Cha iteredWith Crew F. Damage To Premises RentedToYou G. Malicious Prosecution - Exception To Knowing Violation Of Rights OfAnother Exclusion H. Medical Payments - IncreasedLimit I. Increased Supplementary Payments J. Additional Insured -Owner, Manager Or Lessor Of Premises PROVISIONS A. BROADENED NAMED INSURED 1. The following is added toSECTION11-WHO IS AN INSURED: Any organization, other than a partnership or joint venture, over which you maintain ownership or majority interest on the effective date of the policy qualifies as a Named Insured. However, coverage for any such additional organizaton will cease as of the date during the policy period that you no longer maintain ownership of, or majority interestin, such organization. Subdivisions -Permits Relating To Premises M. Additional Insured State Or Political Subdivisions -Permits Relating ToOperations N. Who Is An Insured - Newly Acquired Or Formed Organizations 0. Knowledge And Notice Of Occurrence OrOffense P. Unintentional Omission Q. Waiver Of Transfer Of Rights Of Recovery Against Others To Us When Required By Written Contract R. Amended Insured Contract Definition - Railroad Easement Unless you are in the business or occupaton of providing professional health care services, "occurrence" also means an act or omission committed in providing or failing to provide first aid or "Good Samaritan services" to a person. 2. The following is addedto the DE FINITIONS S ecton: "Good Samaritan services" means any emergency medical services for which no compensation is demanded or received. 3. The following is added to Paragraph 2.a.(1) of SECTION II -WHO IS AN INSURED: B. INCIDENTAL MEDICAL MALPRACTICE Unless you are in the business or occupation 1. The following is added to the definition of of providing professional health care services, ..occurrence" in the DE FINITIONS Section: Paragraphs (1)(a), (b), (c) and (d) above CG D3 79 0116 02016 The Travelers Indemnity Company. All rights reserved. Page 1 of 6 COMMERCIAL GENERAL LIABILITY does not apply to any "bodily injury" arising out of any providing or failing to provide first aid or "Good Samaritan services" by any of your "employees", other than an employed doctor. Any such "employees" providing or failing to provide first aid or "Good Samaritan services" during their work hours for you will be deemed to be acting within the scope of their employment by you or performing duties related to the conduct of your business. 4. The following exclusion is added to Paragraph 2., Exclusions, of SECTION I - COVERAGES -COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY In COVERAGES: Sale of Pharmaceuticals "Bodily injury" or "property damage" arising out of the willful violation of a penal statute or ordinance relating to the sale of pharmaceuticals committed by, or with the knowledge or consent of, the insured. 5. The following is added to Paragraph 5. of SECTION III -LIMITS OF INSURANCE: For the purposes of determining the applicable Each Occurrence Limit, all related acts or omissions committed in the providing or failing to provide first aid or "Good Samaritan services" to any one person will be considered one "occurrence". 6. The following is added to Paragraph 4.b., Excess Insurance, of SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS: This insurance is excess over any valid and collectible other insurance, whether primary, excess, contingent or on any other basis, that is available to any of your "employees" for "bodily injury" that arises out of providing or failing to provide first aid or "Good Samaritan services" to any person to the extent not subject to Paragraph 2.a.(1) of Section II - Who Is An Insured. C. REASONABLE FORCE -BODILY INJURY OR PROPERTY DAMAGE The following replaces Exclusion a., Expected Or Intended Injury, in Paragraph 2. of SECTION I - COVERAGES - COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY: a. Expected Or Intended Injury Or Damage "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 a nypeffionorprope rty, D. NON -OWNED WATERCRAFT - INCREASED TO UP T075 FEET 1. The following replaces Paragraph (2) of Exclusion g., Aircraft, Auto Or Watercraft, in Paragraph 2. of SECTION I - COVERAGES - COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY: (2) A watercraft you do not own that is: (a) Less than 75 feet long; and (b) Not being used to carry any personor property for a charge; 2. The following is added to Paragraph 2. of SECTION II -WHO IS AN INSURED: Any person or organization that, with your express or implied consent, either uses or is responsible for the use of a watercraft that you do not own that is: (a) Less than 75 feet long; and (b) Not being used to carry any person or property for a charge; 3. The following is added to Paragraph 4.1b., Excess Insurance, of SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS: This insurance is excess over any valid and collectible other insurance, whether primary, excess, contingent or on any other basis, that is available to the insured for "bodily injury" that arises out of the use of a watercraft that you do not own that is: (a) Less than 75 feet long; and (b) Not being used to carry any person or properly for a charge. E. AIRCRAFT CHARTERED WITH CREW 1. The following is added to Exclusion g., Aircraft, Auto Or Watercraft, in Paragraph 2. of SECTION I - COVERAGES - COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY in COVERAGES: This exclusion does not apply to an aircraft that is: (a) Chartered with crew to any insured Page 2 of6 02016The Travelers Indemnity Company. All rights reserved. CG D3790116 F (b) Not owned by any insured; and (c) Not being used to carry any person or property for a charge. 2. The following is added to Paragraph 4.b., Excess Insurance, of SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS: This insurance is excess over any valid and collectible other insurance, whether primary, excess, contingent or on any other basis, that is available to the insured for use of an aircraft that is: (a) Chartered with crew to any insured; (b) Not owned by any insured; and (c) Not being used to carry any person or property fora charge. DAMAGE TO PREMISES RENTED TOYOU 1. The following replaces the last paragraph of Paragraph 2., Exclusions, of SECTION I - COVERAGES -COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY in COVERAGES; Exclusions c, through n. do not apply to damage to premises while rented to you, or temporarily occupied by you with permission of the owner, caused by: a. Fire; b. Explosion; C. Lightning; d. Smoke resulting fromsuchfire, explosion, or lightning; or e. Water. A separate limit of insurance applies to such damage to premises as described in Paragraph 6. of Section III - Limits Of Insurance. This insurance does not apply to damage to premises while rented to you, or temporarily occupied by you with permission of the owner, caused by: a. Rupture, bursting, or operation of pressure relief devices; It. Rupture or bursting due to expansion or swelling of the contents of any building or structure, caused by or resulting from water; or c. Explosion of steam boilers, steam pipes, steam engines, or steam turbines. COMMERCIAL GENERAL LIABILITY 2. The following replaces Paragraph 6. of SECTION III -LIMITS OF INSURANCE: Subject to 5. above, the Damage To Premises Rented To You Limit is the most we will pay under Coverage A for damages because of "property damage" to any one premises while rented to you, or temporarily occupied by you with permission of the owner, caused by fire; explosion; lightning; smoke resulting from such fire, explosion, or lightning; or water. The Damage To Premises Rented To You Limit will apply to all damage proximately caused by the same "occurrence", whether such damage results from: fire; explosion; lightning; smoke resulting from such fire, explosion, or lightning; or water; or any combination of any of these. The Damage To Premises Rented To You Limitwill be the higher of: a. $1,000,000; or b. The amount shown on the Declarations of this Coverage Part for Damage To Premises Rented To You Limit. 3. The following replaces Paragraph a. of the definition of "insured contract" in the DEFINITIONS Section: 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 to premises while rented to you, or temporarily occupied by you with permission of the owner, caused by: (1) Fire; (2) Explosion; (3) Lightning; (4) Smoke resulting from such fire, explosion, or lightning, or (5) Water, is not an "insured contract"; 4. The following replaces Paragraph 4.b.H)(b) of SECTION IV -COMMERCIAL GENERAL LIABILITY CONDITIONS: (b) That is insurance for premises rented to you, or temporarily occupied by you with the permission of the owner; CG D3 79 0116 02016 The Travelers Indemnity Company. All rights reserved. Page 3 of6 COMMERCIAL GENERAL LIABILITY G. MALICIOUS PROSECUTION - EXCEPTION TO KNOWING VIOLATION OF RIGHTS OF ANOTHER EXCLUSION The following is added to Exclusion a., Knowing Violation Of Rights Of Another, in Paragraph 2. of SECTION I - COVERAGES - COVERAGE B PERSONAL AND ADVERTISING INJURY LAB ILITY: This exclusion does not apply to "personal injury" caused by malicious prosecution. H. MEDICAL PAYMENTS -INCREASED LIMIT The following replaces Paragraph 7. of SECTION III - LIMITS OF INSURANCE: 7. Subject to 5, above, the Medical Expense Limit is the most we will pay under Coverage C. for all medical expenses because of "bodily injury" sustained by any one person, and will be the higher of. - (a) $10, 000; or (b) The amount shown on the Declarations of this Coverage Part for Medical Expense Limit. I. INCREASED SUPPLEMENTARY PAYMENTS 1. The following replaces Paragraph 1.b. of SUPPLEMENTARY PAYMENTS COVERAGES A AND B of SECTION I - COVERAGES: b. Up to $2,500 for cost of bail bonds required because of accidents or traffic law violations arising out of the use ofany vehicle to which the Bodily Injury Liability Coverage applies. We do not have to furnish these bonds. - 2. The following replaces Paragraph 1.d. of SUPPLEMENTARY PAYMENTS COVE RAGES A AND B of SECTION I - COVE RAGES: d. All reasonable expenses incurred by the insured at our request to assist us in the investigation or defense of the claim or "suit", including actual loss of earnings up to S500 a day because of time off from work. J. ADDITIONAL INSURED -OWNER, MANAGER OR LESSOR OF PREMISES The following is added to SECTION II - WHO IS AN INSURED: Any person or organization that is a premises owner, manager or lessor and that you have agreed in a written contract to name as an additional insured on this Coverage Partis an insured, but only with respect to liability for "bodily injury", "property damage", "personal injury" or "advertising injury" that a. Is "bodily injury" or "property damage" caused by an "occurrence" that takes place, or "personal injury" caused by an offense that is committed, after you have signed that contract; and It. Arises out of the ownership, maintenance or use of that part of any premises leased to you under that written contract. The insurance provided to such premises owner, manager or lessor is subject to the following provisions: a. The limits of insurance provided to such premises owner, manager or lessor will be the limits which you agreed to provide in the written contract, or the limits shown on the Declarations of this Coverage Part, whichever are less. b. The insurance provided to such premises owner, manager or lessor does notapplyto: (1) "Bodily injury" or "property damage" caused by an "occurrence" that takes place, or "personal injury" caused by an offense that is committed, after you cease to be a tenant in that premises; or (2) Structural alterations, new construction or demolition operations performed by or on behalf of such premises owner, manager or lessor. C. The insurance provided to such premises owner, manager or lessor is excess over any valid and collectible other insurance available to such premises owner, manager or lessor, unless you have agreed in a written contract for this insurance to apply on a primary or contributory basis. K. ADDITIONAL INSURED -LESSOR OF LEASED EQUIPMENT The following is added to SECTION 11 - WHO IS AN INSURED: Any person or organization that is an equipment lessor and that you have agreed in a written contract to name as an additional insured on this Coverage Part is an insured, but only with respect to liability for "bodily injury", "property damage", "personal injury" or "advertising injury" that: a. Is "bodily injury" or "property damage" caused by an "occurrence" that takes place, or "personal injury" caused by an offense that is Page 4 of6 02016 The Travelers Indemnity Company. All rights reserved. CG D3790116 committed, after you have signed that written contract; and b. Is caused, in whole or in part, by acts or omisslons of you or any person or organization performing operations on your behalf, in the maintenance, operation or use of equipment leased to you by such equipment lessor. The insurance provided to such equipment lessor is subject to the following provisions: a. The limits of insurance provided to such equipment lessor will be the limits which you agreed to provide in the written contract, or the limits shown on the Declarations of this Coverage Part, whichever are less; and b. The insurance provided to such equipment lessor does not apply: (1) To any "bodily injury' or "property damage" caused by an "occurrence" that takes place, or 'personal injury" caused by an offense that is committed, after the equipment lease expires; or (2) If the equipment is leased with an operator. c. The insurance provided to such equipment lessor is excess over any valid and collectible other insurance available to such equipment lessor, unless you have agreed in a written contract for this insurance to apply on a primary or contributory basis, L. ADDITIONAL INSURED STATE OR POLITICAL SUBDIVISIONS PERMITS RELATING TO PREMISES The following is added to Paragraph 2. of SECTION II -WHO IS AN INSURED: Any state or political subdivision that has issued a permit in connection with premises owned or occupied by, or rented or loaned to, you, is an insured, but only with respect to "bodily injury', "property damage", 'personal injury" or "advertising injury" arising out of the existence, ownership, use, maintenance, repair, construction, erection or removal of advertising signs, awnings, canopies, cellar entrances, coal holes, driveways, manholes, marquees, hoist away openings, sidewalk vaults, elevators, street banners or decorations for which that state or political subdivision has issued such permit COMMERCIAL GENERAL LIABILITY M. ADDITIONAL INSURED STATE OR POLITICAL SUBDIVISIONS PERMITS RELATING TOOPERATIONS The following is added to Paragraph 2. of SECTION II -WHO IS AN INSURED: Any state or political subdivision that has issued a permit with respect to operations performed by you or on your behalf is an insured, but only with respect to "bodily injury', 'property damage", "personal injury' or "advertising injury' arising out of operations performed by you or on your behalf for which that state or political subdivision has issued such permit. However, no such state or political subdivision is an insured for: (1) "Bodily injury", 'property damage", 'personal injury' or "advertising injury' arising out of operations performed for that state or political subdivision; or (2) 'Bodily injury' or "property damage" included within the 'products - completed operations hazard". N. WHO IS AN INSURED -NEWLY ACQUIRED OR FORMED ORGANIZATIONS The following replaces Paragraph 4.a. of SECTION 11 -WHO IS AN INSURED: a. Coverage under this provision is afforded only: (1) Until the 180th day after you acquire or form the organization or the end of the policy period, whichever is earlier, if you do not report such organization in writing to us within 180 days after you acquire or form it; or (2) Until the end of the policy period, when that date is later than 180 days after you acquire or form such organizations, if you report such organization in writing to us within 180 days after you acquire or form it. 0. KNOWLEDGE AND NOTICE OF OCCURRENCE OR OFFENSE The following is added to Paragraph 2., Duties In The Event of Occurrence, Offense, Claim Or Suit, of SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS: e. The following provisions apply to Paragraph a. above, but only for the purposes of the insurance provided under this Coverage Part to you or any insured listed in Paragraph 1. or 2. of Section II -Who Is An Insured: CG D3 79 0116 02016 The Travelers Indemnity Company. All rights reserved. Page 5 of6 COMMERCIAL GENERAL LIABILITY (1) Notice to us of such "occurrence" or of an offense must be given as soon as practicable only after the "occurrence" or offense is known to you (if you are an individual), any of your partners or members who is an individual (if you are a partnership orjointventure), any of your managers who is an individual (if you are a limited liability company), any of your trustees who is an individual (if you are a trust), any of your "executive officers" or directors (if you are an organization other than a partnership, joint venture, limited liability company or trust), or any "employee" (such as an insurance, loss control or risk manager or administrator) authorized by you to give notice of an "occurrence" or offense. Knowledge by any other "employee" of an "occurrence" or offense does not imply that you also have such knowledge. (2) If you are a partnership, joint venture, limited liability company or trust, and none of your partners, joint venture members, managers or trustees are individuals, notice to us of such "occurrence" or offense must be given as soon as practicable only after the "occurrence" or offense is known by: (a) Any individual who is: (i) A partner or member of any partnership orjoint venture; (ii) A manager of any limited liability company; (iii) A trustee of any trust; or (iv) An executive officer or director of any other organization; that is your partner, jointventure member, manager or trustee; or (b) Any "employee" authorized by such partnership, joint venture, limited liability company, trust or other organization to give notice of an "occurrence" oroffense. (3) Notice to us of such "occurrence" or offense will be deemed to be given as soon as practicable if it is given in good faith as soon as practicable to your workers'compensation, accident, or health insurer. This applies only if you subsequently give notice to us of the "occurrence" or offense as soon as practicable after any of the persons described in Paragraphs e. (1) or(2) above discovers that the "occurrence" or offense may result in sums to which the insurance provided under the Coverage Part may apply. P. UNINTENTIONAL OMISSION The following is added to Paragraph 6., Representations, of SECTION IV COMMERCIAL GENERAL LIABILITY CONDITIONS: The unintentional omission of, or unintentional error in, any information provided by you which we relied upon in issuing this policy will not prejudice your rights under this insurance. However, this provision does not affect our right to collect additional premium or to exercise our rights of cancellation or nomenewal in accordance with applicable insurance laws or regulations. Q. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US WHEN REQUIRED BY WRITTEN CONTRACT The following is added to Paragraph 8., Transfer of Rights of Recovery Against Others to Us, of SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS: We waive any right of recovery we may have against any person or organization because of payments we make for injury or damage arising out of premises owned or occupied by or rented or loaned to you; ongoing operations performed by you or on your behalf, done under a written contract with that person or organization; "your work", or "your products". We waive this right where you have agreed to do so as part of a written contract signed by you prior to loss. R. AMENDED INSURED CONTRACT DEFINITION -RAILROAD EASEMENT 1. The following replaces Paragraph c. of the definition of "insured contract' in the DEFINITIONS Section: C. Any easement or license agreement 2. Paragraph f.(1) of the definition of "insured contract" in the DEFINITIONS Section is deleted. Page 6 of6 02016 The Travelers Indemnity Company. Al rights reserved. CGD3790116 Walker Parking Consultants Engineers, Inc. PolicyNCUP1 D3197442047 Policy Period: 5/23/2020-5/23/2021 UMBRELLA THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF OUR RIGHT TORE COVER FROM OTHERS This endorsement modifies insurance provided under the following: COMMERCIAL EXCESS LIABILITY (UMBRELLA) INSURANCE The following is added to Paragraph 11., OUR RIGHT TO RECOVER FROM OTHERS., of SECTION IV — CONDITIONS.: If the insured has agreed in a contract or agreement to waive that insured's right of recovery against any person ororganization, we waive ourrightof recovery againstsuch person or organization, but only for payments we make because of: a. "Bodily injury" or"properly damage" caused by an "occurrence" that takes place; or b. "Personal injury" or "advertising injury" caused by an "offense" that is committed; s ubs equent to the execution of the contractor agree- ment. UM 04 8807 08 02008 The Travelers Companies, Inc. Page 1 of 1 Includes the copyrighted material oflnsurance Services Office, Inc. with Its permission. Insured: Walker Parking Consultants Engineers, Inc. Policy No. 6801JI254172047, 6801J1669102047, 6605N988754 Policy Period: 5/23/2020-5/23/2021 COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET ADDITIONAL INSURED (ARCHITECTS, ENGINEERS AND SURVEYORS) This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART 1. The following is added to S ECTION II -WHO IS h. This insurance does not apply to "bodily AN INSURED: injury" or "property damage" caused by "your Any person or organization that you agree in a work" and included in the "products - "written contract requiring insurance" to include as completed operations hazard" unless the an additional insured on this Coverage Part, but: "written contract requiring insurance" a. Onlywithrespecttoliability for "bodily inJury", specifically requires you to provide such ..properly, dama " or injury- " u 9a p ;and coverage for that additional insured, and then b. If, and only to the extent that, the injury or the insurance provided to the additional insured applies only to such "bodily injury" or damage is caused by acts or omissions of "property damage" that occurs before the end you or your subcontractor in the performance of the period of time for which the "written of "your work" to which the "written contract contract requiring insurance" requires you to requiring insurance" applies, or in connection provide such coverage or the end of the with premises owned by or rented to you, policy period, whichever is earlier. The person or organization does not qualify as an 2. The following is added to Paragraph 4.a. of additional insured: SECTION IV - COMMERCIAL GENERAL c. With respect to the independent acts or LIABILITY CONDITIONS: omissions of such person or organization; or The insurance provided to the additional insured d. For "bodily injury", "property damage" or is excess over any valid and collectible other "personal injury" for which such person or insurance, whether primary, excess, contingent or organization has assumed liability in a on any other basis, that is available to the contractor agreement additional insured for a loss we cover. However, if The insurance provided to such additional insured you specifically agree in the "written contract requiring insurance" that this insurance provided is limited as follows: to the additional insured under this Coverage Part e. This insurance does not apply on any basis to must apply on a primary basis or a primary and any person or organization for which non-contributory basis, this insurance is primary coverage as an additional insured specifically to other insurance available to the additional Is added by another endorsement to this insured which covers that person or organizations Coverage Part. as a named insured for such loss, and we will not f. This insurance does not apply to the share with the other insurance, provided that rendering of or failure to render any (1) The "bodily injury" or "property damage" for "professional services". which coverage is sought occurs; and g. In the event that the Limits of Insurance ofthe (2) The "personal injury" for which coverage is Coverage Part shown in the Declarations soughtarises outof an offense committed; exceed the limits of liability required by the after you have signed that "written contract "written contract requiring insurance", the requiring insurance". But this insurance provided insurance provided to the additional insured to the additional insured still is excess over valid shall be limited to the limits of liability required and collectible other insurance, whether primary, by that"written contract requiring insurance". excess, contingent or on any other basis, that is This endorsementdoes not increase the available to the additional insured when that limits of insurance described in Section III - person or organization is an additional insured Limits Of Insurance. under any other insurance. CG D3 81 0915 02015 The Travelers Indemnity Company All rights reserved. Page 1 of 2 Includes the copyrighted material of Insurance services Office, Inc., with its permission COMMERCIAL GENERAL LIABILITY 3. The following is added to Paragraph 8., Transfer Of Rights Of Recovery Against others To Us, of SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS: We waive any right of recovery we may have against any person or organization because of payments we make for 'bodily injury", "property damage" or "personal injury" arising out of "your work' performed by you, or on your behalf, done under a "written contract requiring insurance" with that person or organization. We waive this right only where you have agreed to do so as part of the "written contract requiring insurance" with such person or organization signed by you before, and in effect when, the 'bodily injury" or "property damage" occurs, orthe "personal injury" offense is committed. 4. The following definition is added to the DEFINITIONS Section: "Written contract requiring insurance" means that part of any written contract under which you are required to include a person or organization as an additional insured on this Coverage Part, provided that the 'bodily injury" and 'property damage" occurs and the 'personal injury" is caused by an offense committed: a. After you have signed that written contract; b. While that part of the written contract is in effect and C. Before the end of the policy period. Page 2 of 2 02015 The Travelers Indemnity Company All rights reserved. CG D3 81 0915 Includes the copyrighted material of Insurance Services Office, Inc., with its permission AM TDAVC1 CDC I ONE TOWER SQUARE HARTFORD CT 06183 WORKERS COMPENSATION AND EMPLOYERS LIABILITY POLICY ENDORSEMENT WC 00 03 13 (00) -001 Policy: UBSK3205582047 WAIVER OF OUR RIGHT TORE COVER 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 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 agreementfrom us.) This agreement s ha II not operate directly or indirectly to benefit a ny one not na med in the Schedule. SCHEDULE DESIGNATED PERSON: DESIGNATED ORGANIZATION: ANY PERSON OR ORGANIZATION FOR WHICH THE INSURED HAS AGREED BY WRITTEN CONTRACT EXECUTED PRIOR TO LOSS TO FURNISH THIS WAIVER. DATE OF ISSUE: 05-31-18 ST ASSIGN: PAGE 1 OF 1 Walker Parking Consultants Engineers. Inc. Pol i cy#BA4887 N56420G RP Policy Period: 5/23/2020-5/23/2021 COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY, BLANKET ADDITIONAL INSURE D - PRIMARY AND NON-CONTRIBUTORY WITH OTHER INSURANCE This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM PROVISIONS The following is added to Paragraph A. 1.c., Who Is An Insured, of SECTION II — COVERED AUTOS LIABILITY COVERAGE: Any person or organization who is required under a written contract or agreement between you and that person or organization, that is signed and executed by you before the 'bodily injury" or property damage" occurs and that is in effect during the policy period, to be named as an addi- tional insured is an "insured" for Covered Autos 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. 2. The following is added to Paragraph B.S., Other Insurance of SECTION IV — BUSINESS AUTO CONDITIONS: Regardless ofthe provisions of paragraph a. and paragraph J. of this part 5. Other Insurance, this insurance is primary to and noncontributory, with applicable other insurance underwhich an addi- tional insured person or organization is the first named insured when the written contract or agreement between you and that person or or- ganization, that is signed and executed by you before the 'bodily injury" or "property damage" occurs and that is in effect during the policy pe- riod, re tires this insurance to be primary and non-contributory. CA T4 74 02 15 ®2015 The Travelers Indemnity company. All rights reserved. Page 1 of Includes copyrighted material of Insurance services Office, Inc. with its permission. COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY, BUSINESS AUTO EXTENSION ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM GENERAL DESCRIPTION OF COVERAGE T-his endorsement broadens coverage. However, coverage for any injury, damage or medical expenses described in any of the provisions of this endorsement maybe excluded or limited by another endorsement to the Coverage Part, and the a coverage broadening provisions do not apply to the extent that coverage is excluded or limited by such an endorsement The following listing is a general cover- age description only. Limitations and exclusions may apply to these coverages, Read all the provisions of this en- dorsement and the rest of your policy carefully to determine rights, duties, and what is and is not covered. A. BROAD FORM NAMED INSURED H. HIRED AUTO PHYSICAL DAMAGE LESS OF B. BLANKET ADDITIONAL INS UR ED USE{NCREASED LIMIT C, EMPLOYEE HIRED AUTO I. PHYSICAL DAMAGE — TRANSPORTATION EXPENSES INCREASED LIMIT D. EMPLOYEES AS INSURED J. PERSONAL PROPERTY E. SUPPLEMENTARY PAYMENTS —INCREASED K. AIRBAGS LIMITS L. NOTICE AND KNOWLEDGE OF ACCIDENT OR F. HIRED AUTO — LIMITED WORLDWIDE COV- LOSS ERAGE —INDEMNITY BASIS M. BLANKET WAIVER OF SUBROGATION G. WAIVER OF DEDUCTIBLE —GLASS PROVISIONS A. BROAD FORM NAMED INSURED The following is added to Paragraph A.1., Who Is An Insured, of SECTION II -COVERED AUTOS LIABILITY COVERAGE: Any organization you newly acquire or form dur- ing the policy period war which you maintain 50% or more ownership interest and that is not separately insured for Business Auto Coverage. Coverage under this provision Is afforded only un- til the 180th day after you acquire or form the or- ganization or the end of the policy period which- ever is earlier. B. BLANKET ADDITIONAL INSURED The following is added to Paragraph c. in A.1., Who Is An Insured of SECTION II —COVERED AUTOS LIABILITY COVERAGE: Any person or organization who Is required under a written contract or agreement between you and that person or organization, that is signed and executed by you before the "bodily injury" or "properly damage" occurs and that Is in effect during the policy period to be named as an addi- tional insured is an "insured" for Covered Autos Liability Coverage, but only for damages to which N. UNINTENTIONAL ERRORS OR OMISSIONS 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. C. EMPLOYEE HIRED AUTO 1. The following Is added to Paragraph A.1., Who Is An Insured of SECTION IFCOV- ERED AUTOS LIABILITY COVERAGE: An "employee" of yours is an "insured" while operating an "auto" hired or rented under a contract or agreement in an "employee's" name, with your permission, while performing duties related to the conduct of your bus F ness. 2. The following replaces Paragraph b, in B.5., Other Insurance, of SECTION IV — BUSI- NESS AUTO CONDITIONS: I For Hired Auto Physical Damage Cover- age, the following are deemed to be cov- ered "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 an "employee's" name, with your CA T3 53 02 15 U2015 The Travelers Indemnity Company. All rights reserved. Page l of4 Includes copyrighted material of Insurance Services Office, Inc, w@h ils permission. COMMERCIAL AUTO permission, while performing duties related to the conduct ofyour busi- ness. However, any "auto" that Is leased, hired, rented or borrowed with a driver is not a covered "auto". D. EMPLOYEES AS INSURED The following is added to Paragraph A.A., Who Is An Insured ofSECTION II —COVERED AUTOS LIABILITY COVERAGE: Any "employee" of yours is an "insured" while us- ing a covered "auto" you don't own, hire or borrow in your business or your personal affairs. SUPPLEMENTARY PAYMENTS _INCREASED LIMITS 1. The following replaces Paragraph A.2.a.(2), of SECTION II— COVEREDAUTOS LIABIL- ITY COVERAGE: (2) Up to$3,000 for cost of bail bonds (in- cluding bonds for related trafliclawviola- tions) required because of an "accident' we cover, We do not have to furnish these bonds. 2. The following replaces Paragraph A,2,a.(4), of SECTION IHCOVERED AUTOS LIABIL- ITY COVERAGE: (4) All reasonable expenses incurred by the "insured" at our request including actual loss of earnings up to $500 a day be- cause of time off from work HIRED AUTO— ERAGE —INDEMNITY BASIS The following replaces Subparagraph (5) in Para- graph B.7., Policy Period, Coverage Territory, of SECTION IV— BUSINESSAUTO CONDI- TIONS: (5) Anywhere in the world, except any country or jurisdiction while any trade sanction, em bargo, or similar regulation imposed by the United States of America applies to and pro- hibits the transaction of business with or within such country or jurisdiction, for Cov- ered Autos Liability Coverage for any covered "auto" that you lease, hire, rent or borrow without a driver for a period of 30 days or less and that is not an "auto" you lease, hire, rent or borrow from any of your "employees', partynpeurs (if you area partners hip), members mfelnbeIs roof t�te r hod ehold H company) or (a) With res pact to any claim made or "suit' brought outside the United States of America, the territories and possessions of the United States of America, Puerto Rico and Canada: (i) You must arrange to defend the "in- sured" against, and investigate orset- tle any such claim or "suit" and keep us advised of all proceedings and ac- tions. (ii) Neither you nor any other involved "insured" will make any settlement without our consent (iii) We may, at our discretion, participate in defending the "Insured" against or in the settlement of, any claim or "suit". (iv) We will reimburse the "insured" for sums that the"insured" legally must pay as damages because of "bodily injury" or "property damage" to which this insurance applies, that the "In- sured" pays with our consent but only up to the limit described in Para- graph C., Limits Of Insurance, of SECTION II —COVERED AUTOS LIABILITY COVERAGE. (v) We will reimburse the "Insured" for the reasonable expenses Incurred with our consent for your investiga- tion of such claims and your defense LIMITED WORLDWIDE COV- against any such suit buanTlincill within the limit described In Para- graph C., Limits Of Insurance, of SECTION II —COVERED AUTOS LIABILITY COVERAGE, and not in addition to such limit Our duty to make such payments ends when we have used up the applicable limit of insurance in payments for damages, settlements or defense expenses. (b) This Insurance is excess over any valid and collectible other insurance available to the "insured" whether primary, excess, contingent or on any other basis. (c) This insurance is not a substitute for re- quired or compulsory insurance in any country outside the United States, its ter- ritories and possessions, Puerto Rico and Canada. Page 2 of4 02015 The Travelers Indemnity Company. All rights reserved. CA T3 53 02 15 Includes copyrighted material of Insurance Services Office, Inc, with its permission. You agree to maintain all required or compulsory insurance in any such coun- try a to the minimum limits required by locar law. Your failure to comply with compulsory insurance requirements will not invalidate the coverage afforded by this policy, butwe will only be Ilable to the same extent we would have been liable had you complied with the compulsory in- surance requirements. (d) It is understood that we are not an admit- ted or authorized insurer outside. the United States of America, its territories and possessions, Puerto Rico and Can- ada. We assume no responsibility for the furnishing of certificates ofinsurance, or for compliance in any way with the laws of other countries relating to insurance. G. WAIVER OFgDEDUCT IBLE GLLgASppS bill ofoS ECTION IIIIIroP HYSICAL,DAMAGE COVERAGE: No deductiblefor a covered "auto" willapply to glass damageifthe glass is repaired rather than replaced. H. HIRED AUTO PHYSICAL DAMAGE —LOSS OF USE —INCREASED LIMIT The following replaces the last sentence of Para- graph A.4.b., Loss Of Use Expenses, of SEC- TION III &HYSICAL DAMAGE COVERAGE: However, the mostwe will pay for any expenses for loss of use is $65 per day, to a maximum of $750 for any one "accident'. I. PHYSICAL DAMAGE — TRANSPORTATION EXPENSES —INCREASED LIMIT The following replaces the first sentence In Para- gm8 A.4.a., Transportation Expenses, of SECTION III — PHYSICAL DAMAGE COVER- AGE: We will pay up to $50 per day b a maximum of $1,500 for temporary transportation ex pens in- curred by you because of the total theft of a cov- ered "auto" of the private passenger type. 1. PERSONAL PROPERTY The following is added to Paragraph A.4., Cover- age Extensions, of SECTION III —PHYSICAL DAMAGE COVERAGE: Personal Property We will pay up to$400 for "loss"towearing ap- parel and other personal property which is: (1) Owned by an "insured"; and COMMERCIAL AUTO (2) In or on your covered "auto". This coverage applies only in the event of a total theft of your covered "auto". No deductibles apply to this Personal Property coverage. K. AIRBAGS The following is added to Paragraph B.3., Exclu- sions, of SECTION III —PHYSICAL DAMAGE COVERAGE: Exclusion 3.a. does not apply to "loss" to one or more airbags in a covered "auto" you own that in- flate due to a cause other than a cause of "loss" set forth in Paragraphs A.1.b. and A.1.c„ but only: a. If that"auto" Is a covered "auto" forCompre- hensive Coverage underthis policy; b. The airbags are notcovered under any war- ranty; and c. The airbags were not intentionally inflated. We will pay up to a maximum of $1, 000 for any one "loss". L, NOTICE AND KNOWLEDGE OF ACCIDENT OR LOSS The following is added to Paragraph A.2.a„ of SECTION IV &US INE S S AUTO CONDITIONS: Your duty to give us or our authorized representa- tive prompt notice of the "accident' or "loss" ap- plies only when the "accident' or "loss" is known to: (a) You (ifyou are an individual); (b) A partner (ifyou are a partnership); (c) A member (if you are a limited liability com- pany); (d) An executive officer, director or insurance manager (ifyou are a corporation or other or- ganization); or (e) Any "employee" authorized by you to give no- tice of the "accident" or "loss". M. BLANKET WAIVER OF SUBROGATION The following replaces Paragraph A.5„ Transfer Of Rights Of Recovery Against Others To Us, &SECTION IV BUSINESS AUTO CONDI- TIONS: 5. Transfer Of Rights Of Recovery Against Others To Us We waive any right of recovery we may have against any person ar organization to the ex- tent required of you by a written contract signed and executed prior to any "accident' or "loss", provided thatthe "accidenC or "loss" arises out of operations contemplated by CA T3 53 02 15 0201S The Travelers Indemnity Company. All rights reserved. Page 3 of 4 Includes copyrighted material of Insurance Services Office, Inc. with it, permission. COMMERCIAL AUTO such contract The waiver applies only to the person or organization designated In such contract N. UNINTENTIONAL ERRORS OR OMISSIONS The following is added to Paragraph B.2., Con- cealment Misrepresentation, Or Fraud of SECTION IV BUSINESS AUTO CONDITIONS: The unintentional omission of, or unintentional error in, any information given by you shall not prejudice your rights under this insurance. How- ever this provision does notaffect our righttocol- lect additional premium or exercise our right of cancellation or non -renewal. Page 4of4 02015 The Travelers Indemnity Company. All rights reserved. CA T3530215 Includes copyrighted material of Insua nce Services Office, Inc. with its permission. Digitally signed by Francine R. Francine R. Villareal Villareal natP- )n? i Or, ?R 1 F ? s-�R -nrnn' CERTIFICATE OF LIABILITY INSURANCE DATE/DD 5/20/202121 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 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 Professional Concepts Insurance Agency, Inc. 1127 South Old US Highway 23 Brighton MI 48114-9861 NAME: certs@pciaonline.com a/CNE. Ext: (800) 969-4041 FAX(800)969-4081 E-MAIL DD Rless:certs@pciaonline.com INSURER(S) AFFORDING COVERAGE NAIC # INSURERA:Travelers Indem. Co of America 25666 INSURED Walker Parking Consultants Engineers, Inc. Walker Consultants 707 Wilshire Blvd., Suite 3650 Los Angeles CA 90017 INSURER B: Travelers Indemnity Co. of CT 36170 INSURER C: Travelers Indemnity Co 25658 INSURERD:XL Specialty Ins. Co. 37885 INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER:21-22 #37 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 CONTRACTOR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAYBE 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 INSD SUBR WVD POLICY NUMBER POLICY EFF MM/DD/YYYY POLICY EXP MM/DD/YYYY LIMITS X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 CLAIMS -MADE ❑X OCCUR DAMAA PREMISES (E. occurrence) RENTED PREMISES Ea occurrence $ 300,000 X MED EXP (Any one person) $ 5,000 Contractual Liability X Y 6801J1254172147 5/23/2021 5/23/2022 X X,C,U PERSONAL &ADV INJURY $ 1,000,000 B 6605N988754- FL GEN'LAGGREGATE LIMITAPPLIES PER: GENERAL AGGREGATE $ 2,000,000 6801J1669102147- CA ❑XPRO JECT LOC PRODUCTS-COMP/OPAGG $POLICY 2,000,000 $ OTHER: AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT Ea accident $ 1,000,000 X BODILY INJURY (Per person) $ C ANYAUTO BODILY INJURY (Per accident) $ ALL OWNED SCHEDULED AUTOS AUTOS X RA8R0091OA21GRP 5/23/2021 5/23/2022 X PROPERTY DAMAGE Per accident)$ NON -OWNED HIRED AUTOS M AUTOS X UMBRELLA LAB X OCCUR EACH OCCURRENCE $ 2,000,000 AGGREGATE $ 2,000,000 C EXCESS LAB CLAIMS -MADE DED X RETENTION $ 10,000 $ CUP1D3197442147 5/23/2021 5/23/2022 WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Y / N X PER OTH- STATUTE ER C ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? (Mandatory in NH) N /A UB5K3205582147 5/23/2021 5/23/2022 E.L. 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 D Professional Liability DPR9976004 5/23/2021 5/23/2022 Per Claim 2,000,000 Aggregate 2,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, maybe attached if more space is required) Project: 37-8605.02 City of Santa Ana, Parking Consultant Services. City of Santa Ana, its officers, employeess, agents, volunteers and representatives are considered additional insured's with respects to general and auto liability coverage as long as required within a written contract. Waiver of subrogation in favor of certificate holder and additional insured's as long as required within a written contract. Coverage is primary and non-contributory as it applies to general liability, auto liability and umbrella. 30 day written notice provided to certificate holder and additional insured's for cancellation of coverages listed. 10 day notice for nonpayment of listed policies. CERTIFICATE HOLDER AGutierrez@santa-ana.org CANCELLATION SHOULD ANY OF THE ABOVE DE: City of Santa Ana THE EXPIRATION DATE THEREOF, Risk Management Division ACCORDANCE WITH THE POLICY 20 Civic Center Plaza, 4th FL Santa Ana, CA 92701 AUTHORIZED REPRESENTATIVE Mike Cosgrove/SUNNY © 1988-2014 ACC ACORD 25 (2014/01) The ACORD name and logo are registered marks of ACORD INS025 (201401) Risk Managmwid Division of 5, o -pN Y'�'G REVIEWED & APPROVED BY: 3� t i P,. V ' Risk Management Analyst Insured: Walker Parking Consultants Engineers, Inc. Policy No. 6801J125417247 6801J166910247, 6605N988754 Policy Period: 5/2 3/2 021-5/2 3/2 022 COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ARCHITECTS, ENGINEERS AND SURVEYORS COVERAGE XTEND ENDORSEMENT This endorsement modifies ins ura nce provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART GENERAL DESCRIPTION OF COVERAGE This endorsement broadens coverage. However, coverage for any injury, damage or medical expenses described in any of the provisions of this endorsement may be excluded or limited by another endorsement to this Coverage Part, and these coverage broadening provisions donotapplyto the extent that coverage is excluded or limited by such an endorsement The following listing is a general coverage description only. Limitations and exclusions may apply to these coverages. Read all the provisions of this endorsement and the rest of your policy ca refully to determine rights, duties, and what is and is not covered. A. Broadened Named Insured K. Additional Insured - Lessor Of Leased Equipment B. Incidental Medical Malpractice L. Additional Insured State Or Political C. Reasonable Force Bodily Injury or Property Subdivisions - Permits Relating To Premises Damage M. Additional Insured State Or Political D. Non -Owned Watercraft- Increased To Up To 75 Subdivisions - Permits Relating ToOperabons feet N. Who Is An Insured - Newly Acquired OrFormed E. Aircraft Chartered With Crew Organizations F. Damage To Premises RenteclTo You 0. Knowledge And Notice Of Occurrence OrOffense G. Malicious Prosecution - Exception To Knowing P. Unintentional Omission Violation Of Rights OfAnother Exclusion H. Medical Payments -Increased Limit I. Increased Supplementary Payments J . Additional Insured - Owner, Manager Or Lessor Of Premises PROVISIONS ►niT�1l1101161 17 1. The following is added to S ECTION II - WHO IS AN INSURED: Any organization, other than a partnership or joint venture, over which you maintain ownership or majority interest on the effective date of the policy qualifies as a Named Insured. However, coverage for any such additional organization will cease as of the date during the policy period that you no longer maintain ownership of, or majority interest in, such organization. B. INCIDENTAL MEDICAL MALPRACTICE 1. The following is added to the definition of "occurrence" in the DEFINITIONS Section: Q. Waiver Of Transfer Of Rights Of Recovery Against Others To Us When Required By Written Contract R. Amended Insured Contract Definition - Railroad Easement Unless you are in the business or occupation of providing professional health care services, "occurrence" also means an act or omission committed in providing or failing to provide first aid or "Good Samaritan services" to a person. 2. The following is added to the DEFINITIONS S ection: "Good Samaritan services" means any emergency medical services for which no compensation is demanded or received. 3. The following is added to Paragraph 2.a.(1) of SECTION II -WHO IS AN INSURED: Unless you are in the business or occupation of providing professional health care services, Paragraphs (1)(a), (b), (c) and (d) above CG D3 79 0116 ©2016The Travelers Indemnity Company. All rights reserved. Pan,- 1 of ti �oRaN Risk MwagemerdDMsiun REVIEWED & APPROVED BY. - Risk Management Analyst COMMERCIAL GENERAL LIABILITY does not apply to any "bodily injury" arising out of any providing or failing to provide first aid or "Good Samaritan services" by any of your "employees", other than an employed doctor. Any such "employees" providing or failing to provide first aid or "Good Samaritan services" during their work hours for you will be deemed to be acting within the scope of their employment by you or performing duties related to the conduct of your business. 4. The following exclusion is added to Paragraph 2., Exclusions, of SECTION I - COVERAGES -COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY in COVERAGES: Sale of Pharmaceuticals "Bodily injury" or "property damage" arising out of the willful violation of a penal statute or ordinance relating to the sale of pharmaceuticals committed by, or with the knowledge or consent of, the insured. S. The following is added to Paragraph 5. of SECTION III -LIMITS OF INSURANCE: For the purposes of determining the applicable Each Occurrence Limit, all related acts or omissions committed in the providing or failing to provide first aid or "Good Samaritan services" to any one person will be considered one 'occurrence". 6. The following is added to Paragraph 4.b., Excess Insurance, of SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS: This insurance is excess over any valid and collectible other insurance, whether primary, excess, contingent or on any other basis, that is available to any of your "employees" for "bodily injury" that arises out of providing or failing to provide first aid or "Good Samaritan services" to any person to the extent not subject to Paragraph 2.a.(1) of Section II - Who Is An Insured. C. REASONABLE FORCE -BODILY INJ URY OR PROPERTY DAMAGE Thefollowing replaces Exclusion a., Expected Or Intended Injury, in Paragraph 2. of SECTION I - COVERAGES - COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY: a. Expected Or Intended Injury Or Damage "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 a nypeffionorproperty. D. NON -OWNED WATERCRAFT - INCREASED TO UP TO 7S FEET 1. The following replaces Paragraph (2) of Exclusion g., Aircraft, Auto Or Watercraft, in Paragraph 2. of SECTION I - COVERAGES - COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY: (2) A watercraft you do not own that is: (a) Less than 75 feet long; and (b) Not being used to carry any personor property for a charge; 2. The following is added to Paragraph 2. of SECTION II -WHO IS AN INSURED: Any person or organization that, with your express or implied consent, either uses or is responsible for the use of a watercraft that you do not own that is: (a) Less than 75 feet long; and (b) Not being used to carry any person or property for a charge; 3. The following is added to Paragraph 4.b., Excess Insurance, of SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS: This insurance is excess over any valid and collectible other insurance, whether primary, excess, contingent or on any other basis, that is available to the insured for "bodily injury" that arises out of the use of a watercraft that you do not own that is: (a) Less than 75 feet long; and (b) Not being used to carry any person or property for a charge. E. AIRCRAFT CHARTERED WITH CREW 1. The following is added to Exclusion g., Aircraft, Auto Or Watercraft, in Paragraph 2. of SECTION I - COVERAGES - COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY in COVERAGES: This exclusion does not apply to an aircraft that is: (a) Chartered with crew to any insured; Page 2 of6 ©2016 The Travelers Indemnity Company. All rights reserved. rr n�van1 1 F oRaN Risk ManagzmerdDivisian REVIEWED & APPROVED BY. - Risk Management Analyst COMMERCIAL GENERAL LIABILITY (b) Not owned by any insured; and 2. The following replaces Paragraph 6. of (c) Not being used to carry any person or SECTION III -LIMITS OF INSURANCE: property for a charge. Subject to 5. above, the Damage To 2. The following is added to Paragraph 4.b., Premises Rented To You Limit is the most we Excess Insurance, of SECTION IV - will pay under Coverage A for damages COMMERCIAL GENERAL LIABILITY because of "property damage" to any one CONDITIONS: premises while rented to you, or temporarily This insurance is excess over any valid and occupied by you with permission of the owner, caused by fire; explosion; lightning; collectible other insurance, whether primary, smoke resulting from such fire, explosion, or excess, contingent or on any other basis, that lightning; or water. The Damage To Premises is available to the insured for use of an Rented To You Limit will apply to all damage aircraft that is: proximately caused by the same (a) Chartered with crew to any insured; "occurrence", whether such damage results (b) Not owned by any insured; and from: fire; explosion; lightning; smoke resulting from such fire, explosion, or (c) Not being used to carry any person or lightning; or water; or any combination of any property for a charge. ofthese. F. DAMAGE TO PREMISES RENTEDTOYOU The Damage To Premises Rented To You 1. The following replaces the last paragraph of Limit will be the higher of: Paragraph 2., Exclusions, of SECTION I - a. $1,000,000; or COVERAGES -COVERAGE A BODILY INJ URY AND PROPERTY DAMAGE b. The amount shown on the Declarations of LIABILITY in COVERAGES: this Coverage Part for Damage To Exclusions c. through n. do not apply to Premises Rented To You Limit. damage to premises while rented to you, or 3. The following replaces Paragraph a. of the temporarily occupied by you with permission definition of "insured contract" in the of the owner, caused by: DEFINITIONS Section: a. Fire; a. A contract for a lease of premises. b. Explosion; However, that portion of the contract for a c. Lightning; lease of premises that indemnifies any person or organization for damage to d. Smoke resulting from such fire, explosion, premises while rented to you, or or lightning; or temporarily occupied by you with e. Water. permission of the owner, caused by: A separate limit of insurance applies to such (1) Fire; damage to premises as described in (2) Explosion; Paragraph 6. of Section III - Limits Of Insurance. This insurance does not apply to (3) Lightning; damage to premises while rented to you, or (4) Smoke resulting from such fire, temporarily occupied by you with permission explosion, or lightning; or of the owner, caused by: (5) Water, a. Rupture, bursting, or operation of pressure relief devices; is not an "insured contract'; b. Rupture or bursting due to expansion or 4. The following replaces Paragraph 4.b.(1)(b) swelling of the contents of any building or of SECTION IV -COMMERCIAL GENERAL structure, caused by or resulting from LIABILITY CONDITIONS: water; or (b) That is insurance for premises rented to c. Explosion of steam boilers, steam pipes, you, or temporarily occupied by you with steam engines, or steam turbines. the permission of the owner; CG D3 79 0116 ©2016 The Travelers Indemnity Company. All rights reserved. Panes - nfF, oRaN Risk MwagemerdDivisian REVIEWED & APPROVED BY. - Risk Management Analyst COMMERCIAL GENERAL LIABILITY G. MALICIOUS PROSECUTION - EXCEPTION TO KNOWING VIOLATION OF RIGHTS OF ANOTHER EXCLUSION The following is added to Exclusion a., Knowing Violation Of Rights Of Another, in Paragraph 2. of SECTION I - COVERAGES - COVERAGE B PERSONAL AND ADVERTISING INJ URY LIABILITY: This exclusion does not apply to "personal injury" caused by malicious prosecution. H. MEDICAL PAYMENTS- INCREASED LIMIT The following replaces Paragraph 7. of SECTION III - LIMITS OF INSURANCE: 7. Subject to S. above, the Medical Expense Limit is the most we will pay under Coverage C. for all medical expenses because of "bodily injury" sustained by any one person, and will be the higher of: (a) $10,000; or (b) The amount shown on the Declarations of this Coverage Part for Medical Expense Limit. I. INCREASED SUPPLEMENTARY PAYMENTS 1. The following replaces Paragraph 1.b. of SUPPLEMENTARY PAYMENTS COVERAGES A AND B &SECTION I - COVERAGES: b. Up to $2,500 for cost of bail bonds required because of accidents or traffic law violations arising out of the use of any vehicle to which the Bodily Injury Liability Coverage applies. We do not have to furnish these bonds. 2. The following replaces Paragraph 1.d. of SUPPLEMENTARY PAYMENTS COVERAGES A AND B of SECTION I - COVERAGES: d. All reasonable expenses incurred by the insured at our request to assist us in the investigation or defense of the claim or "suit", including actual loss of earnings up to S500 a day because of time off from work. J. ADDITIONAL INSURED -OWNER, MANAGER OR LESSOR OF PREMISES The following is added to SECTION 11 - WHO IS AN INSURED: Any person or organization that is a premises owner, manager or lessor and that you have agreed in a written contract to name as an additional insured on this Coverage Part is an insured, but only with respect to liability for "bodily injury", "property damage", "personal injury" or "advertising injury" that: a. Is "bodily injury" or "property damage" caused by an 'occurrence" that takes place, or "personal injury" caused by an offense that is committed, after you have signed that contract; and b. Arises out of the ownership, maintenance or use of that part of any premises leased to you under that written contract. The insurance provided to such premises owner, manager or lessor is subject to the following provisions: a. The limits of insurance provided to such premises owner, manager or lessor will be the limits which you agreed to provide in the written contract, or the limits shown on the Declarations of this Coverage Part, whichever are less. b. The insurance provided to such premises owner, manager or lessor does not applyto: (1) "Bodily injury" or "property damage" caused by an 'occurrence" that takes place, or "personal injury" caused by an offense that is committed, after you cease to be a tenant in that premises; or (2) Structural alterations, new construction or demolition operations performed by or on behalf of such premises owner, manager or lessor. C. The insurance provided to such premises owner, manager or lessor is excess over any valid and collectible other insurance available to such premises owner, manager or lessor, unless you have agreed in a written contract for this insurance to apply on a primary or contributory basis. K. ADDITIONAL INSURED -LESSOR OF LEASED EQUIPMENT The following is added to SECTION 11 -WHO IS AN INSURED: Any person or organization that is an equipment lessor and that you have agreed in a written contract to name as an additional insured on this Coverage Part is an insured, but only with respect to liability for "bodily injury", "property damage", "personal injury" or "advertising injury" that: a. Is "bodily injury" or "property damage" caused by an 'occurrence" that takes place, or "personal injury" caused by an offense that is Page 4 of6 ©2016 The Travelers Indemnity Company. All rights reserved. C G D37901 1 6 oRaN Risk MmagemerdDi sign REVIEWED & APPROVED BY. - Risk Management Analyst committed, after you have signed that written contract, and b. Is caused, in whole or in part, by acts or omisslons of you or any person or organization performing operations on your behalf, in the maintenance, operation or use of equipment leased to you by such equipment lessor. The insurance provided to such equipment lessor is subject to the following provisions: a. The limits of insurance provided to such equipment lessor will be the limits which you agreed to provide in the written contract, or the limits shown on the Declarations of this Coverage Part, whichever are less; and b. The insurance provided to such equipment lessor does not apply: (1) To any "bodily injury" or "property damage" caused by an "occurrence" that takes place, or "personal injury" caused by an offense that is committed, after the equipment lease expires; or (2) If the equipment is leased with an operator. c. The insurance provided to such equipment lessor is excess over any valid and collectible other insurance available to such equipment lessor, unless you have agreed in a written contract for this insurance to apply on a primary or contributory basis. L. ADDITIONAL INSURED STATE OR POLITICAL SUBDIVISIONS PERMITS RELATING TO PREMISES The following is added to Paragraph 2. of SECTION II -WHO IS AN INSURED: Any state or political subdivision that has issued a permit in connection with premises owned or occupied by, or rented or loaned to, you, is an insured, but only with respect to "bodily injury", "property damage", "personal injury" or "advertising injury" arising out of the existence, ownership, use, maintenance, repair, construction, erection or removal of advertising signs, awnings, canopies, cellar entrances, coal holes, driveways, manholes, marquees, hoist away openings, sidewalk vaults, elevators, street banners or decorations for which that state or political subdivision has issued such permit. COMMERCIAL GENERAL LIABILITY M. ADDITIONAL INSURED STATE OR POLITICAL SUBDIVISIONS PERMITS RELATING TOOPERATIONS The following is added to Paragraph 2. of SECTION II -WHO IS AN INSURED: Any state or political subdivision that has issued a permit with respect to operations performed by you or on your behalf is an insured, but only with respect to "bodily injury", "property damage", "personal injury" or "advertising injury" arising out of operations performed by you or on your behalf for which that state or political subdivision has issued such permit. However, no such state or political subdivision is an insured for: (1) "Bodily injury", "property damage", "personal injury" or "advertising injury" arising out of operations performed for that state or political subdivision; or (2) "Bodily injury" or "property damage" included within the "products - completed operations hazard". N. WHO IS AN INSURED -NEWLY ACQUIRED OR FORMED ORGANIZATIONS The following replaces Paragraph 4.a. of SECTION II -WHO IS AN INSURED: a. Coverage under this provision is afforded only: (1) Until the 180th day after you acquire or form the organization or the end of the policy period, whichever is earlier, if you do not report such organization in writing to us within 180 days after you acquire or form it; or (2) Until the end of the policy period, when that date is later than 180 days after you acquire or form such organizations, if you report such organization in writing to us within 180 days after you acquire or form it. 0. KNOWLEDGE AND NOTICE OF OCCURRENCE OR OFFENSE The following is added to Paragraph 2., Duties In The Event of Occurrence, Offense, Claim Or Suit, of SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS: e. The following provisions apply to Paragraph a. above, but only for the purposes of the insurance provided under this Coverage Part to you or any insured listed in Paragraph 1. or 2. of Section II -Who Is An Insured: CG D3 79 0116 ©2016 The Travelers Indemnity Company. All rights reserved. Pacle S of6 oRaN Risk ManagemerdDivisian REVIEWED & APPROVED BY. - Risk Management Analyst COMMERCIAL GENERAL LIABILITY (1) Notice to us of such "occurrence" or of an offense must be given as soon as practicable only after the "occurrence" or offense is known to you (if you are an individual), any of your partners or members who is an individual (if you are a partnership orjointventure), any ofyour managers who is an individual (if you are a limited liability company), any of your trustees who is an individual (if you are a trust), any of your "executive officers" or directors (if you are an organization other than a partnership, joint venture, limited liability company or trust), or any "employee" (such as an insurance, loss control or risk manager or administrator) authorized by you to give notice of an "occurrence" or offense. Knowledge by any other "employee" ofan "occurrence" or offense does not imply thatyou also have such knowledge. (2) If you are a partnership, joint venture, limited liability company or trust, and none of your partners, joint venture members, managers or trustees are individuals, notice to us of such "occurrence" or offense must be given as soon as practicable only after the "occurrence" or offense is known by: (a) Any individual who is: (i) A partner or member of any partnership or joi nt venture; (ii) A manager of any limited liability company; (iii) A trustee of any trust; or (iv) An executive officer or director of any other organization; that is your partner, joint venture member, manager or trustee; or (b) Any "employee" authorized by such partnership, joint venture, limited liability company, trust or other organization to give notice of an "occurrence" oroffense. (3) Notice to us of such "occurrence" or offense will be deemed to be given as soon as practicable if it is given in good faith as soon as practicable to your workers' compensation, accident, or health insurer. This applies only if you subsequently give notice to us of the "occurrence" or offense as soon as practicable after any of the persons described in Paragraphs e. (1) or (2) above discovers that the "occurrence" or offense may result in sums to which the insurance provided under the Coverage Part may apply. P. UNINTENTIONAL OMISSION The following is added to Paragraph 6., Representations, of SECTION IV COMMERCIAL GENERAL LIABILITY CONDITIONS: The unintentional omission of, or unintentional error in, any information provided by you which we relied upon in issuing this policy will not prejudice your rights under this insurance. However, this provision does not affect our right to collect additional premium or to exercise our rights of cancellation or nonrenewal in accordance with applicable insurance laws or regulations. Q. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US WHEN REQUIRED BY WRITTEN CONTRACT The following is added to Paragraph 8., Transfer of Rights of Recovery Against Others to Us, of SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS: We waive any right of recovery we may have against any person or organization because of payments we make for injury or damage arising out of premises owned or occupied by or rented or loaned to you; ongoing operations performed by you or on your behalf, done under a written contract with that person or organization; "your work'; or "your products". We waive this right where you have agreed to do so as part of a written contract signed by you prior to loss. R. AMENDED INSURED CONTRACT DEFINITION -RAILROAD EASEMENT 1. The following replaces Paragraph c. of the definition of "insured contract" in the DEFINITIONS Section: C. Any easement or license agreement; 2. Paragraph f.(1) of the definition of "insured contract" in the DEFINITIONS Section is deleted. Page 6 of6 ©2016 The Travelers Indemnity Company. All rights reserved. C G D37901 16 oRaN Risk ManagzmerdDivisian REVIEWED & APPROVED BY. - Risk Management Analyst Walker Parking Consultants Engineers, Inc. Policy#CUP1D3197442147 Policy Period: 5/23/2021-5/23/2022 UMBRE LLA THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS This endorsement modifies insurance provided under the following: COMMERCIAL EXCESS LIABILITY (UMBRELLA) INSURANCE The following is added to Paragraph 11., OUR RIGHT TO RECOVER FROM OTHERS., of SECTION IV — CONDITIONS.: If the insured has agreed in a contract or agreement to waive that insured's right of recovery against any person or organization, we waive our right of recovery against such person or organization, but only for payments we make because of: a. "Bodily injury" or "property damage" caused by an " occurrence" that takes place; or b. "Personal injury" or "advertising injury" caused by an "offense" that is committed; subsequent to the execution of the contract or agree- ment. UM 04 88 07 08 m2008 The Travelers Companies, Inc. Page 1 of 1 Includes the copyrighted material oflnsurance Services Office, Inc with its permission. woRaN RAMmRg71'YIertLDMsiun REVIEWED & APPROVED BY. - Risk Management Analyst Insured: Wa Ike r Parking Consultants Engi nee rs, Inc. Policy No. 6801 J 1254172147, 6801 J 1669102147, 6605 N988754 Policy Period 5/23/2021-5/23/2022 COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET ADDITIONAL INSURED (ARCHITECTS, ENGINEERS AND SURVEYORS) This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART 1. The following is addedto SECTION II -WHO IS AN INSURED: Any person or organization that you agree in a "written contract requiring insurance" to include as an additional insured on this Coverage Part, but: a. Only with respect to liability for "bodily inJ ury", "property damage" or "personal injury'; and b. If, and only to the extent that, the injury or damage is caused by acts or omissions of you or your subcontractor in the performance of "your work" to which the "written contract requiring insurance" applies, or in connection with premises owned by or rented to you. The person or organization does not qualify as an additional insured: c. With respect to the independent acts or omissions of such person or organization; or d. For "bodily injury", "property damage" or "personal injury" for which such person or organization has assumed liability in a contractor agreement The insurance provided to such additional insured is limited as follows: e. 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 Coverage Part f. This insurance does not apply to the rendering of or failure to render any "professional services". g. In the eventthatthe Limits of Insurance ofthe Coverage Partshowninthe Declarations exceed the limits of liability required by the "written contract requiring insurance", the insurance provided to the additional insured shall be limited to the limits of liability required by that "written contract requiring insurance". This endorsement does not increase the limits of insurance described in Section III - Limits Of Insurance. h. This insurance does not apply to "bodily injury" or "property damage" caused by "your work" and included in the "products - completed operations hazard" unless the "written contract requiring insurance" specifically requires you to provide such coverage for that additional insured, and then the insurance provided to the additional insured applies only to such "bodily injury" or "property damage" that occurs before the end of the period of time for which the "written contract requiring insurance" requires you to provide such coverage or the end of the policy period, whichever is earlier. 2. The following is added to Paragraph 4.a. of SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS: The insurance provided to the additional insured is excess over any valid and collectible other insurance, whether primary, excess, contingent or on any other basis, that is available to the additional insured for a loss we cover. However, if you specifically agree in the "written contract requiring insurance" that this insurance provided to the additional insured under this Coverage Part must apply on a primary basis or a primary and non-contributory basis, this insurance is primary to other insurance available to the additional insured which covers that person or organizations as a named insured for such loss, and we will not share with the other insurance, provided that: (1) The "bodily injury" or "property damage" for which coverage is soughtoccurs; and (2) The "personal injury" for which coverage is sought arises out of an offense committed; after you have signed that "written contract requiring insurance". But this insurance provided to the additional insured still is excess over valid and collectible other insurance, whether primary, excess, contingent or on any other basis, that is available to the additional insured when that person or organization is an additional insured under any other insurance. CG D3 81 0915 ®2015 The Travelers Indemnity Company All rightsreserved. Includes the copyrighted material of Insurance Services Office, Inc., with its permission Page 1 of 2 woRaN IiiskMaaganentDMsian REVIEWED & APPROVED BY. - Risk Management Analyst COMMERCIAL GENERAL LIABILITY 3. The following is added to Paragraph 8., Transfer Of Rights Of Recovery Against others To Us, of SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS: We waive any right of recovery we may have against any person or organization because of payments we make for "bodily injury", "property damage" or "personal injury" arising out of "your work" performed by you, or on your behalf, done under a "written contract requiring insurance" with that person or organization. We waive this right only where you have agreed to do so as part of the "written contract requiring insurance" with such person or organization signed by you before, and in effect when, the "bodily injury" or "property damage" occurs, orthe "personal injury" offense is committed. 4. The following definition is added to the DEFINITIONS Section: "Written contract requiring insurance" means that part of any written contract under which you are required to include a person or organization as an additional insured on this Coverage Part, provided that the "bodily injury" and "property damage" occurs and the "personal injury" is caused by an offense committed: a. After you have signed that written contract; b. While that part of the written contract is in effect; and C. Before the end of the policy period Page 2 of 2 C201 S The Travelers Indemnity Company All rights reserved. Includes the copyrighted material of Insurance Services Office, Inc., with its permission CG D381 091S woRaN Risk MwwgemertLDMsian REVIEWED & APPROVED BY. - Risk Management Analyst Walker Parking Consultants Engineers, Inc. Policy#CUP1D3197442147 Policy Period: 5/23/2021-5/23/2022 UMBRELLA THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. AMENDMENT OF WHO IS AN INSURED This endorsement modifies insurance provided under the following: COMMERCIAL EXCESS LIABILITY (UMBRELLA) INSURANCE Paragraph 2A of SECTION II — WHO IS AN IN- SURE D is deleted and replaced by the following: f. Any other person or organization insured under any policy of the "underlying insurance" listed in the SCHEDULE OF UNDERLYING INSURANCE of the DECLARATIONS of this insurance. This insurance is subjectto all the provisions and limi- tations upon coverage under such policy of "un- U M 04 45 05 06 derlying insurance", and, the limits of insurance afforded to such person or organization will be: (i) The difference between the "underlying in- surance" limits and the minimum limits of in- surance which you agreed to provide; or (i) The limits of insurance of this policy whichever is less. d' 2006 The St Paul Travelers Companies, Inc. Page 1 of 1 �„oRaNc Risk MmRg'P.rYerdDiMsiun REVIEWED & APPROVED BY. - Risk Management Analyst TPAVFI FPCs 1i ONE TOWER SQUARE HARTFORD CT 06183 WORKERS COMPENSATION AND EMPLOYERS LIABILITY POLICY ENDORSEMENT WC 0003 13 (00) - 001 Policy: UB5K3205582147 WAIVER OF OUR RIGHT TORECOVER 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 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.) This agreement shall not operate directly or indirectly to benefit any one not named in the Schedule. SCHEDULE DESIGNATED PERSON: DESIGNATE D ORGANIZATION: ANY PERSON OR ORGANIZATION FOR WHICH THE INSURED HAS AGREED BY WRITTEN CONTRACT EXECUTE D PRIOR TO LOSS TO FURNISH THIS WAIVER. DATE OF ISSUE: 05-31-18 STASSIGN: DAr.F 1 nF 1 oRaN Risk ManagemertLD sign REVIEWED & APPROVED BY. - Risk Management Analyst Walker Parking Consultants Engineers. Inc. Pol icy#BAB R0091OA21GRP Policy Period: 5/23/2021-05/23/2022 COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET ADDITIONAL INSURED - PRIMARY AND NON-CONTRIBUTORY WITH OTHER INSURANCE This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM PROVISIONS 1. The following is added to Paragraph A.1.c., Who Is An Insured, of SECTION II — COVERED AUTOS LIABILITY COVERAGE: Any person or organization who is required under a written contract or agreement between you and that person or organization, that is signed and executed by you before the "bodily injury" or '.property damage" occurs and that Is in effect during the policy period, to be named as an addi- tional insuredis an "insured" forCovered Autos 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. 2. The following is added to Paragraph B.S., Other Insurance of SECTION IV — BUSINESS AUTO CONDITIONS: Regardless of the provisions of paragraph a. and paragraph d. of this part 5. Other Insurance, this insurance is primary to and non-contributory with applicable other insurance under which an addi- tional insured person or organization is the first named insured when the written contract or agreement between you and that person or or- ganization, that is signed and executed by you before the "bodily injury" or "property damage" occurs and that is in effect during the policy pe- riod, requires this insurance to be primary and non-contributory. CA T4 74 02 15 02015 The Travelers IndemnityCampany. All rights reserved. Page 1 of 1 Includes copyrighted material oflnsurance Services Office, Inc. with its permission. woRaN Risk MmagemertLDMsiun REVIEWED & APPROVED BY. - Risk Management Analyst COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BUSINESS AUTO EXTENSION ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM GENERAL DESCRIPTION OF COVERAGE T-kis endorsement broadens coverage. However, coverage for any injury, damage or medical expenses described in any of the provisions of this endorsement maybe excluded or limited by another endorsement to the Coverage Part, and the e coverage broadening provisions do not apply to the extent that coverage is excluded or limited by such an endorsement The following listing is a general cover- age description only. Limitations and exclusions may apply to these coverages. Read all the provisions of this en- dorsement and the rest of your policy carefully to determine rights, duties, and what is and is not covered. A. BROAD FORM NAMED INSURED H. HIRED AUTO PHYSICAL DAMAGE LASS OF B. BLANKET ADDITIONAL INSURED USE WICREASED LIMIT C. EMPLOYEE HIRED AUTO I. PHYSICAL DAMAGE — TRANSPORTATION EXPENSES 4NCREASED LIMIT D. EMPLOYEES AS INSURED J. PERSONALPROPERTY E. SUPPLEMENTARY PAYMENTS —INCREASED LIMITS F. HIRED AUTO — LIMITED WORLDWIDE COV- ERAGE —INDEMNITY BASIS G. WAIVER OF DEDUCTIBLE —GLASS PROVISIONS A. BROAD FORM NAMED INSURED The following is added to Paragraph A.1., Who Is An Insured, of SECTION I�-COVERED AUTOS LIABILITY COVERAGE: Any organization you newly acquire or form dur- ing the policy period over which you maintain SO% or more ownership interest and that is not separately insured for Business Auto Coverage. Coverage under this provision is afforded only un- til the 180th day after you acquire or form the or- ganization or the end of the policy period, which- ever is earlier. B. BLANKET ADDITIONAL INSURED K. AIRBAGS L. NOTICE AND KNOWLEDGE OF ACCIDENT OR LOSS M. BLANKET WAIVER OF SUBROGATION N. UNINTENTIONAL ERRORS OR OMISSIONS 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. C. EMPLOYEE HIRED AUTO The following is added to Paragraph A.1., Who Is An Insured, of SECTION I- COV- EREDAUTOS LIABILITY COVERAGE: An "employee" of yours is an "insured" while operating an "auto" hired or rented under a contractor agreement in an "employee's" name, with your permission, while performing duties related to the conduct of your bus i- ness. The following is added to Paragraph c. in A.1., 2. The following replaces Paragraph b. in B.S., Who Is An Insured, of SECTION II —COVERED Other Insurance, of SECTION IV — BUSI- AUTOS LIABILITY COVERAGE: NESS AUTO CONDITIONS: Any person or organization who is required under b. For Hired Auto Physical Damage Cover - a written contract or agreement between you and age, the following are deemed to be cov- that person or organization, that is signed and ered "autos" you own: executed by you before the "bodily injury" or (1) Any covered "auto" you lease, hire, "property damage" occurs and that is in effect rent or borrow; and during the policy period, to be named as an addi- (2) Any covered "auto" hired or rented by tional insured is an "insured" for Covered Autos your "employee" under a contract in Liability Coverage, but only for damages to which an "employee's" name, with your CA T3 53 02 IS ©201 S The Travelers Indemnity company. All rights reserved. Page 1 of 4 Includes copyrighted material of Insurance Services Office, Inc. with its permission. �„oRaNc RAMmRg71 erdDiAsiun REVIEWED & APPROVED BY. - Risk Management Analyst COMMERCIAL AUTO permission, while performing duties related to the conduct of your busi- ness. However, any "auto" that is leased, hired, rented or borrowed with a driver is not a covered "auto". D. EMPLOYEES AS INSURED The following is added to Paragraph A.1., Who Is An Insured, of SECTION II —COVERED AUTOS LIABILITY COVERAGE: Any "employee" of yours is an "insured" while us- ing a covered "auto" you don't own, hire or borrow in your business or your personal affairs. E SUPPLEMENTARY PAYMENTS _INCREASED LIMITS 1. The following replaces Paragraph A.2.a.(2), of SECTION II— COVEREDAUTOS LIABIL- ITY COVERAGE: (2) Up to $3,000 for cost of bail bonds (in- cluding bonds for related trafficlaw viola- tions) required because of an "accident" we cover. We do not have to furnish these bonds. 2. The following replaces Paragraph A.2.a.(4), of SECTION Il�-COVERED AUTOS LIABIL- ITY COVERAGE: (4) All reasonable expenses incurred by the "insured" at our request, including actual loss of earnings up to $500 a day be- cause of time off from work. HIRED AUTO— ERAGE— INDEMNITY BASIS The following replaces Subparagraph (5) in Para- graph B.7., Policy Period, Coverage Territory, of SECTION IV— BUSINESS AUTO CONDI- TIONS: (5) Anywhere in the world, except any country or jurisdiction while any trade sanction, err+ bargo, or similar regulation imposed by the United States of America applies to and pro- hibits the transaction of business with or within such country or jurisdiction, for Cov- ered Autos Liability Coverage for any covered "auto" that you lease, hire, rent or borrow without a driver for a period of 30 days or less and that is not an "auto" you lease, hire, rent or borrow from any of your "employees", partners (if you are a partnership), members (if you are a limited liability company) or members of their households. (a) With respect to any claim made or "suit" brought outside the United States of America, the territories and possessions of the United States of America, Puerto Rico and Canada: (i) You must arrange to defend the "in- sured" against, and investigate or set- tle any such claim or "suit" and keep us advised of all proceedings and ac- tions. (ii) Neither you nor any other involved "insured" will make any settlement without our consent (iii) We may, at our discretion, participate in defending the "insured" against, or in the settlement of, any claim or "suit". (iv) We will reimburse the "insured" for sums that the "insured" legallymust pay as damages because of "bodily injury" or "property damage" to which this insurance applies, that the "in- sured" pays with our consent, but only up to the limit described in Para- graph C., Limits Of Insurance, of SECTION II —COVERED AUTOS LIABILITY COVERAGE. (v) We will reimburse the "insured" for the reasonable expenses incurred with our consent for your investiga- tion of such claims and your defense of the "insured" against any such LIMITED WORLDWIDE COV- "suit", but o0lYnc%de8 within the limit described in Para- graph C., Limits Of Insurance, of SECTION II —COVERED AUTOS LIABILITY COVERAGE, and not in addition to such limit. Our duty to make such payments ends when we have used up the applicable limit of insurance in payments for damages, settlements or defense expenses. (b) This insurance is excess over any valid and collectible other insurance available to the "insured" whether primary, excess, contingent or on any other basis. (c) This insurance is not a substitute for re- quired or compulsory insurance in any country outside the United States, its ter- ritories and possessions, Puerto Rico and Canada. Page 2 of 4 cC201S The Travelers Indemnity Company. All rights reserved. CA T3 S3 02 15 Includes copyrighted material of Insurance Services Office, Inc. with its permission. �„ oRaNc RI MmRg711 entDRReIOR REVIEWED & APPROVED BY. - Risk Management Analyst You agree to maintain all required or compulsory insurance in any such coun- try up to the minimum limits required by local law. Your failure to comply with compulsory insurance requirements will not invalidate the coverage afforded by this policy, but we will only be liable to the same extent we would have been liable had you complied with the compulsory in- surance requirements. (d) It is understood that we are not an admit- ted or authorized insurer outside the United States of America, its territories and possessions, Puerto Rico and Can- ada. We assume no responsibility for the furnishing of certificates ofinsurance, or for compliance in any way with the laws of other countries relating to insurance. WAIVER OF DEDUCTIBLE GLASS The ble, of SInq is ECTIONdIIIIItYS — PHICGAL DAMAGE COVERAGE: No deductible for a covered "auto" will apply to glass damage if the glass is repaired rather than replaced. H. HIRED AUTO PHYSICAL DAMAGE —LOSS OF USE —INCREASED LIMIT The following replaces the last sentence of Para- graph A.4.b., Loss Of Use Expenses, of SEC- TION III BHYSICAL DAMAGE COVERAGE: However, the most we will pay for any expenses for loss of use is $65 per day, to a maximum of $750 for any one "accident'. I. PHYSICAL DAMAGE — TRANSPORTATION EXPENSES —INCREASED LIMIT The following replaces the first sentence in Para- graph A.4.a., Transportation Expenses, of SECTION III _ PHYSICAL DAMAGE COVER - AG E : We will pay up to $50 per day to a maximum of $1,500 for temporary transportation expense in- curred by you because of the total theft of a cov- ered "auto" of the private passenger type. PERSONAL PROPERTY The following is added to Paragraph A.4., Cover- age Extensions, of SECTION III — PHYSICAL DAMAGE COVERAGE: Personal Property We will pay up to $400 for 'loss" to wearing ap- parel and other personal property which is: (1) Owned by an "insured"; and COMMERCIAL AUTO (2) In or on your covered "auto". This coverage applies only in the event of a total theft of your covered "auto". No deductibles apply to this Personal Property coverage. K. AIRBAGS The following is added to Paragraph B.3., Exclu- sions, of SECTION III— PHYSICAL DAMAGE COVERAGE: Exclusion 3.a. does not apply to "loss" to one or more airbags in a covered "auto" you own that in- flate due to a cause other than a cause of 'loss" set forth in Paragraphs A.1.1b. and A.1.c., but only: a. If that "auto" is a covered "auto" for Compre- hensive Coverage under this policy; b. The airbags are not covered under any war- ranty; and c. The airbags were not intentionally inflated. We will pay up to a maximum of $1,000 for any one "loss". L. NOTICE AND KNOWLEDGE OF ACCIDENT OR LOSS The following is added to Paragraph A.2.a., of SECTION IV BUSINESS AUTO CONDITIONS: Your duty to give us or our authorized representa- tive prompt notice of the "accident" or 'loss" ap- plies only when the "accident' or 'loss" is known to: (a) You (ifyou are an individual); (b) A partner (if you area partnership); (c) A member (ifyou are a limited liability com- pany); (d) An executive officer, director or insurance manager (if you are a corporation or other or- ganization); or (e) Any "employee" authorized by you to give no- tice of the "accident' or"loss". M. BLANKET WAIVER OF SUBROGATION The following replaces Paragraph A.5., Transfer Of Rights Of Recovery Against Others To Us, of SECTION IV BUSINESS AUTO CONDI- TIONS: 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 ex- tent required of you by a written contract signed and executed prior to any "accident' or "loss", provided that the "accident" or "loss" arises out of operations contemplated by CA T3 53 02 15 ©201 S The Travelers Indemnity Company. All rights reserved. Page 3 of 4 Includes copyrighted material of Insurance Services Office, Inc. with its permission. �„oRaNc RAMmRgmerltDR4810R REVIEWED & APPROVED BY. - Risk Management Analyst COMMERCIAL AUTO such contract The waiver applies only to the The unintentional omission of, or unintentional person or organization designated in such error in, any information given by you shall not contract. prejudice your rights under this insurance. How- N. UNINTENTIONAL ERRORS OR OMISSIONS everthis provision does notaffect our righttocol- The following is added to Paragraph B.2., Con- lect additional premium or exercise our right of cealment, Misrepresentation, Or Fraud, of cancellation or non -renewal. SECTION IV &USINESS AUTO CONDITIONS: Page 4 of 4 ©201 S The Travelers Indemnity Company. All rights reserved. CA T3 S3 02 1 S Includes copyrighted material of Insurance Services Office, Inc. with its permission. RAMmRgmerdDiAsiun REVIEWED & APPROVED BY. - Risk Management Analyst