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HomeMy WebLinkAboutEARTH MECHANICS. INC.INSURANCE ON FILE WORK MAY PROCEED UNTIL INSURANCE EXPIRES Kl- CITY CLERK A-2023-202-01 DATE: IAN 0 2 204CONSULTANT AGREEMENT BETWEEN THE CITY OF SANTA ANA AND EARTH MECHANICS, INC. TO PROVIDE ON -CALL GEOTECHNICAL ENGINEERING SERVICES THIS AGREEMENT is made and entered into on this 7th day of November, 2023 by and between Earth Mechanics, Inc. ("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"). RECITALS A. On August 2, 2023 the City issued Request for Proposal ("RFP") No. 23-123 by which it desired to retain a consultant having special skill and knowledge in the field of geotechnical engineering services on an on -call basis for the City's Public Works Agency. B. Consultant submitted a responsive proposal that was among those selected by the City. Consultant represents that it is able and willing to provide such services described in the scope of work that was included in the RFP No. 23-123. C. hi undertaking the performance of this Agreement, Consultant represents that it is knowledgeable in its field and that any services performed by Consultant 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 Consultant shall perform the services that were described in the scope of work included in the RFP No. 23-123, during the term of this Agreement, the tasks and obligations including all labor, materials, tools, equipment, and incidental customary work required to fully and adequately complete the services described and set forth in "Scope of Services - Exhibit A" attached hereto and incorporated by reference, and as further described in Consultant's Proposal, attached hereto an incorporated herein by this reference as "Consultant's Proposal - Exhibit B." 2. COMPENSATION a. City neither warrants nor guarantees any minimum or maximum compensation to Consultant under this Agreement. Consultant shall be paid only for actual services performed under this Agreement at the rates and charges identified in Consultant's Fee Proposal, which is attached hereto and fully incorporated herein by this reference as "Compensation - Exhibit C." Consultant is one of five (5) separate consultants selected to provide services on an on -call basis under RFP 23-123. The total compensation for services provided by all consultants selected under RFP 23-123 shall not exceed the shared aggregate amount of $2,000,000.00 during the term of this Agreement, including any extension periods, as set forth in Section 3, below. Page 1 of 10 b. Payment by City shall be made within forty-five (45) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. c. Notwithstanding any contrary terms contained within Consultant's Fee Proposal, Consultant's fees shall not increase by more than 3% annually over the term of this Agreement, including any extension periods, unless directly affected by Prevailing Wage laws, if applicable. 3. TERM This Agreement shall commence on November 7, 2023 and end on November 6, 2026, with the option for the City to grant up to one (1), two (2) year extension, exercisable by a writing by the City Manager and the City Attorney, unless terminated earlier in accordance with Section 16, below. 4. PREVAILING WAGES Consultant is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" projects. If the services being performed are part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and the total compensation is $1,000 or more, Consultant agrees to fully comply with such Prevailing Wage Laws. Consultant shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. 5. INDEPENDENT CONTRACTOR Consultant 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 Consultant performs the services which are the subject matter of this 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. 6. 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 Page 2of10 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 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 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 Agreement shall be at City's sole risk. 7. INSURANCE Consultant shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the Consultant, its agents, representatives, employees or subcontractors. a. Consultant shall not commence work for the City until it has provided evidence satisfactory to the City that it has secured all insurance required under this Section. In addition, Consultant shall not allow any subconsultant to commence work on any subcontract until it has secured all insurance required under this Section. b. Insurance coverage shall be at least as broad as: (i) Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an "occurrence" basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000.00 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit. (ii) Automobile Liability: Insurance Services Office Form CA 0001 covering Code 1 (any auto), with limits no less than $1,000,000.00 per accident for bodily injury and property damage. (iii) Workers' Compensation insurance as required by the State of California, with Statutory Limits, and Employer's Liability Insurance with limit of no less than$1,000,000.00 per accident for bodily injury or disease. (iv)Professional Liability Insurance with limits no less than $2,000,000 per occurrence or claim, and $2,000,000 policy aggregate. (v) If the Consultant maintains broader coverage and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader Page 3 of 10 coverage and/or the higher limits maintained by the Consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. c. Other Insurance Provisions. The insurance policies are to contain, or be endorsed to contain, the following provisions: (i) Additional Insured Status. The City, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Consultant including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Consultant's insurance (at least as broad as ISO Form CG 20 10 1185 or both CG 2010, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 forms if later revisions used). (ii) Primary Coverage. For any claims related to this contract, the Consultant's insurance coverage shall be primary insurance primary coverage at least as broad as ISO CG 20 01 04 13 as respects the City, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the City, its officers, officials, employees, or volunteers shall be excess of the Consultant's insurance and shall not contribute with it. (iii)Notice of Cancellation. Each insurance policy required above shall state that coverage shall not be canceled, except with notice to the City. (iv)Waiver of Subrogation. Consultant hereby grants to City a waiver of any right to subrogation which any insurer of said Consultant may acquire against the City by virtue of the payment of any loss under such insurance. Consultant agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. (v) Self -Insured Retentions. Self -insured retentions must be declared to and approved by the City. The City may require the Consultant to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self - insured retention may be satisfied by either the named insured or City. (vi)Acceptability of Insurers. Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best's rating of no less than A:VII, unless otherwise acceptable to the City. (vii) Claims Made Policies. If any of the required policies provide coverage on a claims -made basis: Page 4 of 10 • The Retroactive Date must be shown and must be before the date of the contract or the beginning of contract work. • Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work. • If coverage is canceled or non -renewed, and not replaced with another claims -made policy form with a Retroactive Date prior to the contract effective date, the Consultant must purchase "extended reporting" coverage for a minimum of five (5) years after completion of contract work. (viii) Verification of Coverage. Consultant shall furnish the City with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage required by this clause) and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements to City before work begins. However, failure to obtain the required documents prior to the work beginning shall not waive the Consultant's obligation to provide them. The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. (ix)Subcontractors. Consultant shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Consultant shall ensure that City is an additional insured on insurance required from subcontractors. (x) Special Risks or Circumstances. City reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances. 8. INDEMNIFICATION Consultant agrees to defend, and shall indemnify and hold harmless the City, its officers, agents, employees, contractors, 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, its subcontractors, agents, employees, or other persons acting on its behalf which relates to the services described in section i of this 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 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 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 Page 5 of 10 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 arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. Notwithstanding the foregoing, to the extent Consultant's 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. 9. INTELLECTUAL PROPERTY INDEMNIFICATION Consultant shall defend and indemnify the City, its officers, agents, representatives, and employees against any and all liability, including costs, for infringement of any United States' letters patent, trademark, or copyright infringement, including costs, contained in the work product or documents provided by Consultant to the City pursuant to this Agreement. 10. RECORDS Consultant shall keep records and invoices in connection with the work to be performed under this Agreement. Consultant shall maintain complete and accurate records with respect to the costs incurred 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 Consultant under this 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 Agreement during regular business hours. Consultant 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 Consultant under this Agreement. 11. 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 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 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 without 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 City. Page 6 of 10 12. 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 Agreement. 13. NON-DISCRIMINATION Consultant shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, gender identity, gender expression, gender, medical conditions, genetic information, or military and veteran status, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, teaching, training, utilization, promotion, termination or other employment related activities or any services provided under this Agreement. Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 14. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Consultant, 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 terms 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 Consultant. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Consultant 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 is not embodied herein. 15. ASSIGNMENT Inasmuch as this 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 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 consultant and/or contractors retained by City. 16. TERMINATION This 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(s) completed as of such date, and in such case Page 7 of 10 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. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 17. WAIVER No waiver of breach, failure of any condition, or any right or remedy contained in or granted by the provisions of this Agreement shall be effective unless it is in writing and signed by the party waiving the breach, failure, right or remedy. No waiver of any breach, failure or right, or remedy shall be deemed a waiver of any other breach, failure, right or remedy, whether or not similar, nor shall any waiver constitute a continuing waiver unless the writing so specifies. 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 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 Agreement. 19. PROFESSIONAL LICENSES Consultant shall, throughout the term 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. 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 Agreement. 20. 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 provided in this Section, to the following persons: To City: Jennifer L. Hall City Clerk City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 Fax: 714- 647-6956 Page 8 of 10 With courtesy copies to: Nabil Saba Executive Director, Public Works Agency City of Santa Ana 20 Civic Center Plaza P.O. Box 1988 Santa Ana, California 92702 To Consultant: Alahesh Thurairajah Principal Earth Mechanics, Inc. 17800 Newhope Street, Suite B Fountain Valley, CA 92708 Tel: 714-751-3826 ext. 112 Email: A.Thurairajah @earthmech.com 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. 21. 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 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 Agreement. [signatures contained on followingpage] Page 9 of 10 SIGNATURE PAGE TO CONSULTANT AGREEMENT BETWEEN THE CITY OF SANTA ANA AND EARTH MECHANICS, INC. TO PROVIDE ON -CALL GEOTECHNICAL ENGINEERING SERVICES IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney By. ATHAN T. MART EZ Assistant City Attorney RECOMMENDED FOR APPROVAL: �_L'k4 y4� NABIL SABA Executive Director Public Works Agency CITY OF SANTA ANA Tom Hatc Interim City Manager CONSULTANT: By: AlaheswaranThurairajah Title: President Page 10 of 10 From: City of Santa An To: CIPContracts; CertsDesionPrQ(dAssuredPartners com; s.oirathivirai0earthmech.com Subject: Internal Notice of Compliance Date: Monday, December 18, 2023 9:36:29 AM NOTICE OF COMPLIANCE CITY STAFF: PRINT THIS PAGE AND INCLUDE WITH AGREEMENT TO THE CLERK OF THE COUNCIL Contractor Earth Mechanics, Inc. Name: Project TBD (084) Number: Project Consultant Agreement Between The City Of Santa Ana And Name: Earth Mechanics, Inc. To Provide On -Call Geotechnical Engineering Services The Certificate of Insurance (COI) submitted indicates that the coverages are in compliance with the insurance requirements. No further action is required at this time. Please see pending expiration of Professional Liability coverage and upload new coverage once available. The compliant coverage(s) are: Y WA 9OKI'] A IC6YII "AW[al BI AUTOMOBILE LIABILITY GENERAL LIABILITY PROFESSIONAL LIABILITY WORKERS COMPENSATION AND EMPLOYERS' LIABILITY POLICY EXPIRATION COI DATE FILE NAME NUMBER DATE Earth 6021235244 09/01/2024 11/27/2023 Mechanics COLpdf Earth 6021235244 09/01/2024 11/27/2023 Mechanics COLpdf Earth Mechanics, 223133 12/31/2023 11/27/2023 Inc. Professional Liability.pdf Earth 6021235261 09/01/2024 11/27/2023 Mechanics COLpdf DATE(MM/DD/YYYY) A�" CERTIFICATE OF LIABILITY INSURANCE 8/27/2025 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME: Helen Jang AssuredPartners Design Professionals Insurance Services, LLC PHONE FAX 3697 Mt. Diablo Blvd Suite 230 A/C No Ext: 626-696-1892 (A/C,No): E-MLafayette CA 94549 ADDRESS: CertsDesignPro@AssuredPartners.com INSURER(S)AFFORDING COVERAGE NAIC# License#:6003745 INSURERA:Westchester Surplus Lines Insurance Company 10172 INSURED EARTMEC-01 INSURERB: RLI INSURANCE COMPANY 13056 Earth Mechanics, Inc INSURERC: CONTRACTORS BONDING AND INSURANCE 37206 17800 Newhope St Ste B Fountain Valley CA 92708 INSURERD: INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER:742079355 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDL SUBR POLICY EFF POLICY EXP LIMITS LTR INSD WVD POLICY NUMBER MM/DD MM/DD B X COMMERCIAL GENERAL LIABILITY Y Y RKB0200055 9/1/2025 9/1/2026 EACH OCCURRENCE $1,000,000 CLAIMS-MADE � OCCUR PREMISES DAMAGE TO PREMISES Ea occurrence) ccurrence $1,000,000 X Contractual Liab MED EXP(Any one person) $10,000 Included PERSONAL&ADV INJURY $1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $2,000,000 POLICY� PECOT- LOC PRODUCTS-COMP/OP AGG $2,000,000 OTHER: $ B AUTOMOBILE LIABILITY Y Y RKB0200055 9/1/2025 9/1/2026 COMBINED SINGLE LIMIT $1,000,000 Ea accident ANY AUTO BODILY INJURY(Per person) $ OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS ONLY AUTOS X HIRED X NON-OWNED FIR ERTYDAMAGE $ AUTOS ONLY AUTOS ONLY Per accident X NoOwned Auto $ C X UMBRELLALIAB X OCCUR Y Y CKB0200263 9/1/2025 9/1/2026 EACH OCCURRENCE $5,000,000 EXCESS LAB CLAIMS-MADE AGGREGATE $5,000,000 DED X RETENTION$1 n nnn $ B WORKERS COMPENSATION Y PSW0006370 9/1/2025 9/1/2026 X PER OTH- AND EMPLOYERS'LIABILITY Y/N STATUTE ER ANYPROPRIETOR/PARTNER/EXECUTIVE N/A E.L.EACH ACCIDENT $1,000,000 OFFICE R/M EMBER EXCLUDED? (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $1,000,000 If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $1,000,000 A Contractors Pollution and G28175590005 9/1/2024 9/1/2026 Per Claim/Annual Aggr $2,000,000 Transportation Pollution Liab. Per Claim/Annual Aggr $1,000,000 Included DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,maybe attached if more space is required) Insured owns no company vehicles;therefore,hired/non-owned auto is the maximum coverage that applies.Auto Liability is follow form to the General Liability Policy. The following policies are included in the underlying schedule of insurance for umbrella/excess liability: General Liability/Auto Liability/Employers Liability. 'WC Members Excluded: Kandiah Armulmoli and Hubert Law. Project: RFP#23-123, City of Santa Ana Public Works Agency's,On-Call Geotechnical Engineering Services City of Santa Ana, its officers,officials,employees,and volunteers are named as an additional insured as respects general liability and auto liability as required per written contract. General Liability and Auto Liability are Primary/Non-Contributory per policy form wording. Insurance coverage includes waiver of subrogation per the attached endorsement(s). SEVERABILITY OF INTERESTS See Attached... CERTIFICATE HOLDER APPROVED CANCELLATION 30 Day Notice of Cancellation By Tu Tran Nguyen at 4:45 pm,Dec 03,2025 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Digitallysigned ACCORDANCE WITH THE POLICY PROVISIONS. City of Santa Ana TU Tran byTuTran Attn: Risk Management Division Nguyen 20 Civic Center Plaza Nguyen Date:2025.12.03 AUTHORIZED EPRESENTATIVE Santa Ana CA 92702 16:45:48-08'00' ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD Terra Insurance Company (A Risk Retention Group) FF TERRA _ Two Fifer Avenue, Suite 100 INSURANCE COMPANY Corte Madera, CA 94925 DATE CERTIFICATE OF INSURANCE 12/01/25 CERTIFICATE HOLDER City of Santa Ana Attn: Risk Management 20 Civic Center Plaza Santa Ana, CA 92702 This certifies that the "claims made" insurance policy(described below by policy number)written on forms in use by the Company has been issued. This certificate is not a policy or a binder of insurance and is issued as a matter of information only,and confers no rights upon the certificate holder. This certificate does not alter, amend or extend the coverage afforded by this policy. The policy of insurance listed below has been issued to the insured named below for the policy period indicated. Notwithstanding any requirement,term or condition of any contract or other document with respect to which this certificate may be issued or may pertain,the insurance afforded by the policy described herein is subject to all the terms,exclusions and conditions of such policy. Aggregate limits shown may have been reduced by paid claims. TYPE OF INSURANCE Professional Liability POLICY NUMBER EFFECTIVE DATE EXPIRATION DATE 225133 01/01/25 12/31/25 LIMITS OF LIABILITY $2,000,000 EACH CLAIM $2,000,000 ANNUAL AGGREGATE APPROVED By Tu Tran Nguyen at 4:45 pm,Dec 03,2025 PROJECT DESCRIPTION City of Santa Ana Public Works Agency's RFP 923-123: On-Call Geotechnical Engineering Services CANCELLATION: If the described policy is cancelled by the Company before its expiration date, the Company will mail written notice to the certificate holder thirty (30) days in advance, or ten (10) days in advance for non-payment of premium. If the described policy is cancelled by the insured before its expiration date, the Company will mail written notice to the certificate holder within thirty (30) days of the notice to the Company from the insured. ISSUING COMPANY: NAME AND ADDRESS OF INSURED TERRA INSURANCE COMPANY (A Risk Retention Group) Earth Mechanics, Inc. 17800 Newhope Street, Suite B Fountain Valley, CA 92708 President AGENCY CUSTOMER ID: EARTMEC-01 LOC#: ,a`oRo ADDITIONAL REMARKS SCHEDULE Page 1 of 1 AGENCY NAMED INSURED Assured Partners Design Professionals Insurance Services, LLC Earth Mechanics, Inc 17800 Newhope St Ste B POLICY NUMBER Fountain Valley CA 92708 CARRIER NAIC CODE EFFECTIVE DATE: ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 25 FORM TITLE: CERTIFICATE OF LIABILITY INSURANCE Separation of Insureds-Except with respect to the Limits of Insurance,and any rights or duties specifically assigned in this Coverage Part to the first Named Insured,this insurance applies: a.As if each Named Insured were the only Named Insured;and b.Separately to each insured against whom claim is made or suit is brought. ACORD 101 (2008/01) ©2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD RLI INSURANCE COMPANY POLICY NUMBER: RKB0200055 COMMERCIAL POLICY APPLICABLE FORMS AND ENDORSEMENTS FORMS AND ENDORSEMENTS LISTED BELOW APPLY TO AND ARE MADE PART OF THIS POLICY AT TIME OF ISSUE, FORMS THAT APPLY TO MULTIPLE COVERAGE PARTS Form Number Title IL0003 09 08 CALCULATION OF PREMIUM IL0017 1198 COMMON POLICY CONDITIONS IL0021 09 08 NUCLEAR ENERGY LIABILITY EXCLUSION ENDORSEMENT (BROAD FORM) IL0985 12 20 DISCLOSURE PURSUANT TO TERRORISM RISK INSURANCE ACT RML302 10 15 DISCRIMINATION EXCLUSION RML306 08 15 ASBESTOS EXCLUSION RML307 08 15 LEAD EXCLUSION IL0270 12 19 CALIFORNIA CHANGES- CANCELLATION AND NONRENEWAL IL0935 07 02 EXCLUSION OF CERTAIN COMPUTER-RELATED LOSSES IL0952 0115 CAP ON LOSSES FROM CERTIFIED ACTS OF TERRORISM IL0102 02 20 CALIFORNIA CHANGES-ACTUAL CASH VALUE IL0104 09 07 CALIFORNIA CHANGES IL0241 0116 CALIFORNIA- DESIGNATED ADDITIONAL PERSON TO RECEIVE NOTICE CANCELLATION OR NONRENEWAL- RESIDENTIAL PROPERTY FORMS THAT APPLY TO COMMERCIAL GENERAL LIABILITY Form Number Title CGO00104 13 COMMERCIAL GENERAL LIABILITY COVERAGE FORM CG2107 05 14 EXCLUSION -ACCESS OR DISCLOSURE OF CONFIDENTIAL OR PERSONAL INFORMATION AND ❑ATA-RELATED LIABILITY- LIMITED BODILY INJURY EXCEPTION NOT INCLUDED CG2109 06 15 EXCLUSION - UNMANNED AIRCRAFT CG2147 12 07 EMPLOYMENT-RELATED PRACTICES EXCLUSION CG2167 12 04 FUNGI OR BACTERIA EXCLUSION CG2170 0115 CAP ON LOSSES FROM CERTIFIED ACTS OF TERRORISM CG2176 0115 EXCLUSION OF PUNITIVE DAMAGES RELATED TO A CERTIFIED ACT OF TERRORISM CG2196 03 05 SILICA OR SILICA-RELATED ❑UST EXCLUSION CG9909 12 19 PREMIUM AUDIT NONCOMPLIANCE CHARGE RGL300 06 15 GENERAL LIABILITY ENHANCEMENT RGL315 08 15 PROFESSIONAL SERVICES EXCLUSION AND DEFINITION RML 2150 06 15 RLI INSURANCE COMPANY RGL35106 19 BLANKET ADDITIONAL INSURED ENDORSEMENT BROA❑ FORM CG3234 0105 CALIFORNIA CHANGES FORMS THAT APPLY TO COMMERCIAL PROPERTY Farm Number Title CP0010 10 12 BUILDING AND PERSONAL PROPERTY COVERAGE FORM CP0090 07 88 COMMERCIAL PROPERTY CONDITIONS CP0140 07 06 EXCLUSION OF LOSS DUE TO VIRUS OR BACTERIA CP0299 06 07 CANCELLATION CHANGES CP1030 09 17 CAUSES OF LOSS-SPECIAL FORM CP1218 10 12 LOSS PAYABLE PROVISIONS RPR316 06 16 ELITE PROPERTY ENHANCEMENT RPR318 06 16 COMMERCIAL PROPERTY BASKET LIMITS ENDORSEMENT CP0449 02 20 CALIFORNIA CHANGES- REPLACEMENT COST RML 2150 06 15 WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 04 03 06 (Ed. 4-84) WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT—CALIFORNIA We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule. The additional premium for this endorsement shall be 2% of the California workers' compensation premium otherwise due on such remuneration. Schedule Person or Organization Job Description All persons or organizations that are party to a contract that Jobs performed for any person or organization that you requires you to obtain this agreement, provided you executed have agreed with in a written contract to provide this the contract before the loss. agreement. This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) Endorsement Effective 09/01/2025 Policy No. PSW0006370 Endorsement No. Insured Earth Mechanics,Inc Insurance Company RLI Insurance Company Countersigned By ©1998 by the Workers'Compensation Insurance Rating Bureau of California.All rights reserved. Policy Number: RKB0200055 RLI Insurance Company Named Insured: Earth Mechanics, THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. RLIPack° BUSINESS AUTO ENHANCEMENT SCHEDULE OF COVERAGES ADDRESSED BY THIS ENDORSEMENT A. Broad Form Named Insured B. Employees As Insureds C. Blanket Additional Insured D. Blanket Waiver Of Subrogation E. Employee Hired Autos F. Fellow Employee Coverage G. Auto Loan Lease Gap Coverage H. Glass Repair—Waiver Of Deductible I. Personal Effects Coverage J. Hired Auto Physical Damage Coverage K. Hired Auto Physical Damage— Loss Of Use L. Hired Car—Worldwide Coverage M. Temporary Transportation Expenses N. Amended Bodily Injury Definition— Mental Anguish O. Airbag Coverage P. Amended Insured Contract Definition— Railroad Easement Q. Coverage Extensions—Audio, Visual And Data Electronic Equipment Not Designed Solely For The Production Of Sound R. Notice Of And Knowledge Of Occurrence S. Unintentional Errors Or Omissions T. Towing Coverage PPA 300 03 13 Page 1 of 5 This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM A. Broad Form Named Insured of the operations contemplated by such contract. The The following is added to the SECTION II — waiver applies only to the person or organization COVERED AUTOS LIABILITY COVERAGE, Para- designated in such contract. graph A.1. Who Is An Insured Provision: E. Employee Hired Autos Any business entity newly acquired or formed by you 1. The following is added to the SECTION II — during the policy period, provided you own fifty COVERED AUTOS LIABILITY COVERAGE, percent (50%) or more of the business entity and the Paragraph A.1. Who Is An Insured Provision: business entity is not separately insured for Bus-iness An "employee" of yours is an "insured" while Auto Coverage. Coverage is extended up to a „ operating an "auto hired or rented under a maximum of one hundred eighty(180) days following contract or agreement in that"employee's" name, the acquisition or formation of the business entity. with your permission, while performing duties This provision does not apply to any person or related to the conduct of your business. organization for which coverage is excluded by 2. Changes In General Conditions: endorsement. B. Employees As Insureds Paragraph 5.b. of the Other Insurance Con- dition in the BUSINESS AUTO CONDITIONS is The following is added to the SECTION II — deleted and replaced with the following: COVERED AUTOS LIABILITY COVERAGE, Para- graph A.1. Who Is An Insured Provision: b. For Hired Auto Physical Damage Coverage, the following are deemed to be covered Any"employee" of yours is an "insured" while using a "autos" you own: covered "auto" you don't own, hire or borrow in your (1) Any covered "auto" you lease, hire, rent business or your personal affairs. or borrow; and C. Blanket Additional Insured (2) Any covered "auto" hired or rented by The following is added to the SECTION II — your "employee" under a contract in that COVERED AUTOS LIABILITY COVERAGE, Para- individual "employee's" name, with your graph A.1. Who Is An Insured Provision: permission, while performing duties Any person or organization that you are required to related to the conduct of your business. include as an additional insured on this coverage form However, any"auto"that is leased, hired, in a contract or agreement that is executed by you rented or borrowed with a driver is not a before the"bodily injury"or"property damage"occurs covered "auto". is an "insured" for liability coverage, but only for F. Fellow Employee Coverage damages to which this insurance applies and only to SECTION II — COVERED AUTOS LIABILITY the extent that person or organization qualifies as an COVERAGE, Exclusion B.S. does not apply if you "insured" under the Who Is An Insured provision pp y contained in SECTION II — COVERED AUTOS have workers compensation insurance in-force LIABILITY COVERAGE. covering all of your employees. The insurance provided to the additional insured will G. Auto Loan Lease Gap Coverage be on a primary and non-contributory basis to the SECTION III — PHYSICAL DAMAGE COVERAGE, additional insured's own business auto coverage if C. Limit Of Insurance, is amended by the addition of you are required to do so in a contract or agreement the following: that is executed by you before the "bodily injury" or "property damage" occurs. In the event of a total"loss"to a covered "auto"shown in the Schedule of Declarations, we will pay any D. Blanket Waiver Of Subrogation unpaid amount due on the lease or loan for a covered "auto", less: The following is added to the SECTION IV— BUSI- 1. The amount paid under the PHYSICAL NESS AUTO CONDITIONS, A. Loss Conditions, 5. DAMAGE COVERAGE section of the policy; and Transfer Of Rights Of Recovery Against Others To Us: 2. Any: We waive any right of recovery we may have against a. Overdue lease/loan payments at the time of any person or organization to the extent required of the "loss"; you by a contract executed prior to any "accident" or "loss", provided that the"accident" or"loss"arises out PPA 300 03 13 Page 2 of 5 b. Financial penalties imposed under a lease for (2) An adjustment for depreciation and physical excessive use, abnormal wear and tear or condition will be made in the event of a total high mileage. "loss". c. Security deposits not returned by the lessor; (3) If a repair or replacement results in better d. Costs for extended warranties, Credit Life than like kind or quality,we will not pay for the Insurance, Health, Accident or Disability betterment. Insurance purchased with the loan or lease; (4) A deductible equal to the highest Physical and Damage deductible applicable to any owned e. Carry-over balances from previous loans or auto will apply. leases. (5) This Coverage Extension will not apply to: H. Glass Repair—Waiver Of Deductible (a) Any "auto" that is hired, rented or SECTION III — PHYSICAL DAMAGE COVERAGE, borrowed with a driver; or D. Deductible is amended by adding the following: (b) Any "auto" that is hired, rented or No deductible for a covered "auto" will apply to glass borrowed from your"employee". damage if the glass is repaired rather than replaced. K. Hired Auto Physical Damage—Loss Of Use I. Personal Effects Coverage The following is added to SECTION III — PHYSICAL The following is added to SECTION III — PHYSICAL DAMAGE COVERAGE, A. Coverage, 4. Coverage DAMAGE COVERAGE, A. Coverage, 4. Coverage Extensions: Extensions: e. We will pay sums which you legally must pay to c. Personal Effects Coverage the lessor of a covered "auto" which you have leased without a driver for thirty (30) days or less In the event of a total theft loss of your covered for the lessor's loss of use of the covered "auto", "auto"we will pay up to$400 for"loss"to wearing provided: apparel and other personal effects which are: (1) This insurance provides comprehensive, (1) Owned by an "insured"; and specified causes of loss or collision covered (2) In or on your covered "auto"; on the covered "auto"; (2) The loss of use results from the covered No deductible applies to Personal Effects "auto" being damaged in an "accident" while Coverage. you are leasing it. J. Hired Auto Physical Damage Coverage We will pay up to a maximum limit of$1,500 for The following is added to SECTION III — PHYSICAL this covered extension. DAMAGE COVERAGE, A. Coverage, 4. Coverage L. Hired Car—Worldwide Coverage Extensions: d. Hired Auto Physical Damage Coverage The following is added to SECTION II — COVERED AUTOS LIABILITY COVERAGE, A.2. Coverage If hired "autos" are covered "autos" for Liability Extensions: Coverage and this policy also provides Physical f. Hired Car—Worldwide Coverage Damage Coverage for an owned "auto", then the Physical Damage Coverage is extended to (1) We will pay all sums an"insured" legally must "autos"that you hire, rent or borrow subject to the pay as damages because of"bodily injury" or following: "property damage" to which this insurance (1) The most we will pay for "loss" in any one applies, caused by an "accident" which "accident" to a hired, rented or borrowed occurs outside of the United States of "auto" is the lesser of: America, the territories and possessions of the United States of America, Puerto Rico (a) $60,000 and Canada resulting from the maintenance, (b) The actual cash value of the damaged or or use of any covered "auto" of the private stolen property as of the time of the passenger type you lease, hire, rent or borrow without a driver for thirty (30) days or "loss"; or less. (c) The cost of repairing or replacing the (2) With respect to any claim made or "suit" damaged or stolen property with other instituted outside the United States of property of like kind and quality. America, the territories and possessions of the United States of America, Puerto Rico, and Canada: PPA 300 03 13 Page 3 of 5 (a) You shall undertake the investigation, M. Temporary Transportation Expenses settlement and defense of such claims SECTION III — PHYSICAL DAMAGE COVERAGE, and "suits" and keep us advised of all proceedings and actions. A.4. Coverage Extensions, subparagraph a. Transportation Expenses is deleted and replaced (b) You will not make any settlement without by the following: our consent. a. Transportation Expenses (c) We will reimburse you: (1) We will pay up to a maximum of $1,500 for (i) For the amount of damages be- temporary transportation expense incurred cause of liability imposed upon you by you because of Physical Damage to a by law on account of"bodily injury"or covered "auto". "property damage" to which this insurance applies, and (2) We will pay only for those covered "autos"for (ii) For all reasonable expenses incurred which you carry Comprehensive, Colli-sion or with our consent in connection with Specified Case of Loss Coverage. the investigation, settlement or (3) We will pay only for those expenses incurred defense of such claims or "suits". by you during the period of time that begins Reimbursement for expenses will be twenty-four (24) hours after the covered part of the Limit of Insurance for "loss" and ends at the time when the covered liability coverage shown in the "auto" can be reasonable repaired or Business Auto Coverage replaced. Declarations, and not in addition to such limits. (4) This coverage does not apply while there are spare or reserve "autos" available to you for (3) The limit of Insurance for Liability Coverage your operations. shown in the Business Auto Coverage Declarations is the most we will reimburse N. Amended Bodily Injury Definition — Mental you for the sum of all damages imposed on Anguish you, as set forth in paragraph 2.c. above, and The following is added to SECTION V — all expenses incurred by you arising out of DEFINITIONS, Definition C.: any single "accident' or"loss". "Bodily injury" also includes mental anguish, but only (4) You must maintain the greater of the follow- when the mental anguish arises from other bodily ing primary auto liability insurance limits: injury, sickness or disease. (a) Compulsory admitted insurance with O. Airbag Coverage limits required to be in force to satisfy the legal requirements of the jurisdiction The following is added to SECTION III — PHYSICAL where the accident occurs; or DAMAGE COVERAGE B. Exclusions 3.a.: (b) Insurance limits required by law and However, this exclusion will not apply to accidental issued by a government entity or by an discharge of an airbag due to mechanical or electrical insurer licensed or permitted by law to do breakdown. business in the jurisdiction where the "accident" occurs; or P. Amended Insured Contract Definition — Railroad Easement (c) Auto liability insurance limits of at least $300,000 combined single limit or SECTION V— DEFINITIONS paragraph H. "Insured $100,000 per person/$300,000 per acci- contact' is modified as follows: dent Bodily Injury, $100,000 Property 1. Paragraph H.3. is replaced by the following: Damage. If you fail to comply with the above, this 3. Any easement or license agreement. insurance is not invalidated. However, in the 2. Paragraph H.6.a. is deleted. event of a"loss",we will pay only to the extent that we would have been liable had you so Q. Coverage Extensions — Audio, Visual And Data complied. Electronic Equipment Not Designed Solely For The Production Of Sound (5) The insurance provided by this coverage extension is excess over any other collec- SECTION III—PHYSICAL DAMAGE COVERAGE B. tible insurance available to you whether on a Exclusions, exception paragraph a.to exclusion 4.c. primary, excess contingent or any other and 4.d. is deleted and replaced with the following: basis. PPA 300 03 13 Page 4 of 5 a. Equipment and accessories used with such (2) A partner if you are a partnership; or equipment, except for tapes, records, discs or (3) An executive officer or insurance manager, if other electronic media device, provided such equipment is permanently installed in the covered you are a corporation. "auto" at the time of the "loss" or is removable S. Unintentional Errors Or Omissions from the housing unit which is permanently SECTION IV— BUSINESS AUTO CONDITIONS, B. installed in the covered "auto" at the time of the General Conditions; 2. Concealment Misrepre- "loss", and such equipment is designed to be solely operated by use of the power from the sentation Or Fraud is amended by adding the "autos" electrical system, in or upon the covered following: "autos"; or The unintentional omission of, or unintentional error R. Notice Of And Knowledge Of Occurrence in, any information given by you shall not prejudice your rights under this insurance. However this pro- SECTION IV — BUSINESS AUTO CONDITIONS, vision does not affect our right to collect additional A.2. Duties In The Event Of Accident, Claim Suit premium or exercise our right of cancellation or Or Loss, subparagraph a. is deleted and replaced nonrenewal. with the following: T. Towing Coverage a. In the event of "accident", claim, "suit" or "loss", SECTION III — PHYSICAL DAMAGE COVERAGE, you must give us or our authorized repre- A.2. Towing, is deleted and replaced by the sentative prompt notice of the "accident" or"loss" including: following: (1) How,when and where the "accident"or"loss" 2. We will pay up to$750 for towing and labor costs occurred; incurred each time a covered "auto" is disabled due to a covered cause of loss. However: (2) The "insured's" name and address; and a. All labor must be performed at the place of (3) To the extent possible, the names and disablement; and addresses of any injured person and witnesses. b. If the covered auto is a private passenger type no deductible applies; and Your duty to give us or our authorized representative prompt notice of the "accident" or C. If the covered auto is not of the private "loss"applies only when the "accident"or"loss" is passenger type our obligation to pay will b known to: reduced by a $250 deductible per disablement. (1) You, if you are an individual; ALL OTHER TERMS AND CONDITIONS OF THIS POLICY REMAIN UNCHANGED. PPA 300 03 13 Page 5 of 5 PF TERRA INSURANCE COMPANY WAIVER OF SUBROGATION Endorsement number: 10 This endorsement forms a part of policy number: 225133 issued to: Earth Mechanics, Inc. and is effective: 12/03/25 WE agree to waive our rights of subrogation against the City of Santa Ana for DAMAGES and EXPENSES under this policy arising from or relating to services rendered, or which should have been rendered, by YOU for the following project only: City of Santa Ana On-Call Geotechnical Engineering Services EMI Project No. P23-076 FORM ENDTWOS Ed. 01/25