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HomeMy WebLinkAboutLAWSON & ASSOCIATES GEOTECHNICAL CONSULTING, INC. 1City of Santa Ana Clerk of the Council -- AGREEMENT TERMINATION RECEIVE Please complete this form when the attached agreement is no to r f . PVI I" OCT 2 6 2007 Return form to the Clerk of the Council Office (M-30). Call 647-5237 if you have any questions. CITY OF S ra M TA AN>aA M ANA PLANNING DEPT _CLERK OF ---------- COUNCIL ------- --- The agreement with LAW S o v? /-? S SoC_ ores No. ?A - 0k4=>O ^7 - I o---A was completed on ?j r and final payment has been made. Department: Phone/Ext.: Signature: Date: r Revised 07-23-07 INSURANCE ON FILE WORK MAY PROCEED N-2007-124 UNTIL INSURANCE EXPIRES 5-18-08 CLERK OF COUNCIL DAtE: ~p-a5-p~ 2 o: pl0.r~;„~ R a~;~ai A9~~r ( ~ CONSULTANT AGREEMENT T r.~c~. Zaa h~ TEIIS AGREEMENT, made and entered into this 2"d day of October, 2007 by and between LAWSON & ASSOCIATES GEOTECHNICAL CONSULTING, INC., a California corporation (hereinafter "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 (hereinafter "City"). RECITALS A. The City desires to retain a consultant having special skill and knowledge in the field of geology analysis and geotechnical studies. B. Consultant represents that Consultant is able and willing to provide such services to the City. C. In 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 provide an analysis of the site geologic and geotechnical conditions for the proposed West End Lofrs development to be located at 320 West Fourth Street in Santa Ana, California, as set forth in Consultant's proposal, attached hereto as Exhibit A. 2. DELIVERY OF WORK PRODUCT Consultant shall deliver to City all work product which results from the services provided. Said work product shall be submitted in hard copy and produced in a form compatible with City's computer system, as agreed between the Project Manager and Consultant. In regard to all copyrightable material produced as a deliverable under this Agreement including but not limited to books, reports, plans, photographs, drawings, videotapes, and computer programs, Consultant agrees, for itself and for its affected officers, employees, agents, contractors, and volunteer workers, that (a) other such material may not be copyrighted without prior review by the City, and (b) the authors of all such material, whether copyrighted or not, award to the City, and to its officers, agents and employees acting within the scope of their official duties, as a condition of payment to the Consultant, aroyalty-free, nonexclusive, irrevocable license throughout the world for governmental purposes to disclose, publish, translate, reproduce, and use such materials. 3. COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services, a flat Fee of $2,500.00. b. Payment by City shall be made within thirty (30) 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. 4. TERM This Agreement shall commence on the date first written above and terminate on June 30, 2008, unless terminated earlier in accordance with Section 13, below. The term of this Agreement may be extended upon a writing executed by the Executive Director of Planning and Building and the City Attorney. 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. INSURANCE Prior to undertaking performance of work under this 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 insureds) 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 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. Consultant shall supply City with a fully executed additional insured endorsement in substantially the form attached hereto as Exhibit C upon execution of this Agreement and shall be approved in form by the Ciry Attorney. 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 provisions of Section 3300 of the 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 Agreement, Consultant agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. d. Professional liability (errors and omissions) insurance, with a combined single limit of not less than $1,000,000 per claim. 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 Agreement. (ii) Certificates of insurance shall be furnished to the City upon execution of this Agreement and shall be approved in form by the City Attorney. (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. £ 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 forthwith terminate this Agreement. Such termination shall not effect 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. 6. INDEMNIFICATION Consultant agrees to and shall indemnify 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 health, and claims for property damage, which may arise due to negligent acts, omissions or willful misconduct in the performance, from the direct or indirect operations of the Consultant or its contractors, subcontractors, agents, employees, or other persons acting on their behalf which relates to the services described in section 1 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 negligent acts, omissions or willful misconduct in the performance of this Agreement. 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 the City. 8. 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. 9. 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 telefacsimile or other telegraphic communication in the manner provided in this Section, to the fallowing 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 telefacsimile (714) 647-6956 With courtesy copies to: and Executive Director of Planning and Building City of Santa Ana 20 Civic Center Plaza (M-20) P.O. Box 1988 Santa Ana, California 92702 telefacsimile (714) 973-1461 City Attorney City of Santa Ana 20 Civic Center Plaza (M-29) P.O. Box 1988 Santa Ana, California 92702 telefacsimile (714) 647-6515 To Consultant: Lawson & Associates Geotechnical Consulting Inc. Contact: Kevin Colson 1319 Calle Avanzado San Clemente, CA 92673 Telefacsimile: (714) 369-6142 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 telefacsimile, 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. 10. 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 nor the City. Each parry 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 parry, which are not embodied herein. 11. 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 consultants retained by City. 12. 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 far 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 Ciry 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. 13. DISCRIMINATION 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, promotion, termination or other employment related activities. Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 14. 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, Califomia, 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. 15. 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. 16. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature hereinbelow 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. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: -~~ ATRICI . HEA Y Clerk of the Council CITY OF SANTA ANA DAVID N. RE~SJI City Manager APPROVED AS TO FORM: JOSEPH W.FLETCHER City Attorney ,~ By: La heedy Assistant City Attorney RECOMMENDED FOR APPROVAL: LAWSON & ASSOCIATES GEOTECHNICAL CONSULTING INC. ~~ ~~~~ KEVIN COLSON Vice President Tax>D# 33-~q~b43~ -l~/ ~ AY M. TREVINO xecutive Director -Planning and Building Agency Lawson & Associates Geotechnical Consulting, Inc. August 29, 2007 Mr. Ryan Bean Urban West 936 E. Santa Ana Blvd. Santa Ana, California 92701 Project No. 071104-O1 Subject: Proposal for Geology Analysis, Proposed West End Lofts Development, 320 West Fourth Street, Santa Ana, California Introduction In accordance with your request, Lawson & Associates Geotechnical Consulting, Inc. (LGC) has prepared this proposal to perform an analysis of the site geologic and geotechnical conditions for the proposed West End Lofts development to be located at 320 West Fourth Street in Santa Ana, Califomia. We understand that the proposed development will ultimately include construction of aone-story, at street-level gallery/retail space, with five stories of residential units above and one-story of subterranean parking below. In order to ascertain the suitability of the site for the proposed development, we propose to review available geotechnical and geologic data for the site and to perform a site reconnaissance visit. Our findings and conclusions will be summarized in a brief report formatted to serve as the geology/soils chapter of the project Environmental Impact Report (EIR). Our report will highlight the potential geotechnical constraints and advantages of the site for the proposed development. Scone of Geotechnical Services We propose to conduct a geotechnical literature review and reconnaissance site visit to provide a cursory evaluation of the geotechnical characteristics of the site and to identify readily apparent geotechnical constraints and advantages to the proposed development. The following is a list of our proposed services: Review readily available published geotechnical reports and maps pertinent to the site. • Site reconnaissance visit. Based on the information obtained from our study, we will prepare awrite-up for the geology/soils chapter of the project EIR. This text will discuss the feasibility of development of the site with, respect to the onsite geotechnical conditions. The text will address anticipated geotechnical constraints and advantages associated with development of the site, including provisional conclusions with regard to the geotechnical impact on the proposed development and provisional recommendations for appropriate mitigation measures. Specifically, the text will include a discussion of the following: 1319 Calle Avanzado .San Clemente . CA 92673-6351 • (949) 369.6141 . Fax (949) 369-6142 '`EXH6~' I . ~, - Regional geologic discussion and the general geologic characteristics of the onsite soils; - Presence/absence of faults; - Seismicity; - Presence/absence of ground water; - Slope stability; - Collapse potential; - Expansion potential; - Corrosion potential; - Preliminary pavement design; - Excavation characteristics; - Liquefaction potential; - Foundation type; and - Recommended focus for future site geotechnical investigations. Note: Our study will only address the geotechnical issues associated with the site and will not address any environmental issues. Schedule Once we receive the notice to proceed, we will begin our research immediately and will perform a site reconnaissance visit within approximately two to three days. We anticipate that we will provide you with our write-up for the geology/soils chapter of the project EIR within approximately one to two weeks of initiation of our study. Cost We propose to perform all of the above-mentioned services for a Lump Sum amount of Two Thousand Five Hundred Dollars ($2,500.00). If this proposal meets with your requirements, please sign and return the Terms and Conditions of Authorization form and we will send you one original for your records. We will start work immediately upon receiving authorization. Closure Our proposed services will be performed to the general standard of care of geotechnical consulting in Southern California; no other warrantee is expressed or implied. Project No. 071104-01 Page 2 August 29, 2007 The opparmnity of submitting this proposal is sincerely appreciated. -f you should have any questions, please do not hesitate to contact this office. Sincerely, LAWSON ~ ASSOCIATES GEOTECHNICAL CONSULTING, INC. Kevin Q. Colson Vice President KBC/sec Attachment: Terms and Conditions of Authorization Distribution: (2) Addressee ProjeG No. 07110={-01 Page 3 August 39, ?007 EXHIBIT B ADDITIONAL INSURED ENDORSEMENT FOR COMMERCIAL GENERAL LIABILITY POLICY Insurance Company This endorsement modifies such insurance as is afforded by the provisions of Policy # relating to the following: 1. The City of Santa Ana, 20 Civic Center Plaza, Santa Ana, California 92701; its officers, employees, agents, volunteers and representatives are named as additional insureds ("additional insureds") with regard to liability and defense of suits arising from the operations and uses performed by or on behalf of the named insured. 2. With respect to claims arising out of the operations and uses performed by or on behalf of the named insured, such insurance as is afforded by this policy is primary and is not additional to or contributing with any other insurance carried by or for the benefit of the additional insureds. 3. This insurance applies separately to each insured against whom claim is made or suit is brought except with respect to the company's limits of liability. The inclusion of any person or organization as an insured shall not affect any right which such person or organization would have as a claimant if not so included. 4. With respect to the additional insureds, this insurance shall not be cancelled, or materially reduced in coverage or limits except after thirty (30) days written notice has been given to the City of Santa Ana, 20 Civic Center Plaza, Santa Ana, California 92701. (Completion of the following, including countersignature, is required to make this endorsement effective.) Effective Policy # Issued to this endorsement form as a part of Named Insured Countersigned by Authorized Representative rl:....•u. T~Gao LAWSOASSO ACORD,w, CERTIFICATE OF LIABILITY INSURANCE 0°9J2~07°Dnvvv) PRODUCER Dealey, Renton & Associates P. O. Box 10550 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, E1(TEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Santa Ana, CA 92711-0550 714 427-6810 INSURERS AFFORDING COVERAGE NAIC k '. INSURED INSURER A: Travelers Indemnity Co. of Connectic Lawson & Associates Geotechnical Consul INSURER B: Travelers Casualty Ins. Co. of Ameri 1319 Calle Avanzado INSURER C: Evanston Ins. Co. San Clemente, CA 92673 INSURER D~ Travelers Property Casualty Co of Am INSURER E: COVERAGES TH E 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 MAV BE ISSUED OR MAV PERTAIN, THE INSURANCE AFFORDED BV THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. LTR NBR TYPE OFINSURANCE POLK:Y NUMBER P pLIEYMF DWYVE PDATE M PIRATION LIMITS A GENERAL LIABILITY 6801779L231TCT07 05/18/07 D5/1S/OB EACH OCCURRENCE $1000OQQ X COMMERCIAL GENERAL LIABILITY General Llab. DAMAGE TO RENTED $3DD OGD CLAIMS MADE ~ OCCUR excludes claims MED E%P (Any ane person) $6 QDO arising out of PERSONALAADVINJURV $1 OOOOOO the performance GENERAL AGGREGATE $2 DDD DDD GEN'LAGGREGATE LIMIT APPLIES PER: Of prOfe5510naI PRODUCTS ~COMP/OP AGG 52 DGD DDD POLICY PRO LOC JECT SerVICeS. D AUT OMOBILE LIABILITY BA3059L16507GRP D5J18/D7 DS/1 BJDB COMBINED SINGLE LIMIT (Eeaccltlenp $1,000,000 ANVAUTO ALL OWNED AUTOS BODILY INJURY $ SCHEDULED AUTOS (Per person) X HIRED AUTOS BODILY INJURY $ x NON-OWNED AUTOS (Per accitlenp PROPERTY DAMAGE (Per accitlenQ S GARAGE LIABNTY AUTO ONLY-EA ACCIDENT $ ANY AUTO OTHER THAN EA ACC $ AUTO ONLY: qGG $ EXCESS/UMBRELLA LIABILITY EACH OCCURRENCE $ OCCUR ~ CLAIMS MADE AGGREGATE $ DEDUCTIBLE $ RETENTION $ $ B WORKERS COMPENSATION ANO XSU66460Y821 06/01!07 06/01/OB )( WC SrATU- orH- EMPLOYERS' LIABILITY E.L. EACH ACCIDENT $1000 000 ANY PROPRIETORlPARTNERIE%ECUTIVE OFFICEWMEMBER E%GLUDED? E.L. DISEASE-EA EMPLOYEE $1,000,000 If yyes, tlescnbe untler $PECWL PROVISIONS below EL.DISEASE-POLICY LIMIT $1~DDD,DDD (`, OTHER professional AE813202 05/18107 05/18/08 $1,000,000 per claim Liability $1,000,000 annl aggr. Claims Made DESCRIPTION OFOPERATIONS / LOCATIONS l VEHICLES /EXCLUSIONS ADDED BY ENDORSEMENT /SPECIAL PROVISIONS ~ ~ ~ `''' "`' ~ ~~ ~ ' RE: 071104-01, Proposed West End Lofts Development, 320 West Fourth St., Santa Ana, CA ' The City of Santa Ana, its officers, employees, agents, volunteers and ( representatives are additional insureds as respects general liability as _ /~s required by written contract. Primary Insurance applies to general - ~---~ -- liabilitypolicy. c= ' .,.,c~. ; Ir, !, rFRTIRIrATF Nrll nFR CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION The City of Santa Ana DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL ~~ DAYS WRITTEN 20 Civic Center Plaza NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL Santa Ana, CA 927D1 IMPOSE NO OBLIWTN)N OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR REPRESENTATIVES. AUT OPIZED REPRESENTATIVE ACORD 25 (2001!08)1 of 1 #S205383/M794743 HHM O ACORD CORPORATION 1988 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 fallowing: COMMERCIAL GENERAL LIABILITY COVERAGE PART 1. WHO IS AN INSURED (Section II} is amended to include any person or organization that you agree in a "contrail or agreement requiring insurance" to include as an additional insured on this Cover- age Part, but: a. Only with respect to liability for "bodily injury", "property damage" or'personal injury"; and b. If the injury or damage arises out of the per- #onnance, by you or your subcontractor, d "your work" to which the "contrail or agree- ment requiring insurance" applies. Such per- son or organization does not qualify as an additional insured with respell to their ihde- pendent acts or for "bodily injury", "property damage" or "personal injury` for which that person or organization has assumed liability in a contract or agreement. 2. The insurance provided to the additional insured by this endorsement is limited as follows: a. This insurance does not apply on any basis to any person or organization for which cover- age as an additional insured specifically is added by another endorsement to this Cover- age Part. b. This insurance does not apply to the render- ing of or failure to render any "professional ser+rices". c. The limits of insurance afforded to the addi- tional insured shall be the limits which you agreed to provide in that "contrail or agree- ment requiring insurance", or the limits shown in the Declarations for this Coverage Part, whichever are less. This endorsement does not increase the limits of insurance stated in the L[MITS OF INSURANCE (Section III) for this Coverage Part. 3. The following is added to Paragraph a. of 4. Other Insurance in COMMERCIAL GENERAL LIABILITY CONDITIONS (Section IV): CG D3 81 09 06 ®2006. The St Paul Travelers Insurance Companies, Ina Includes copyrighted material of Insurance Services Office, Ync., vrith Its permission. .. ... ..... .... _.......... However, if you specifically agree in a "contract or agreement requiring insurance" That the insurance provided to an additional insured under this Cov- erage Part must apply on a primary basis, or a prim?"v and nnn-contributory basis, this insurance ~is primary to omer msuPance That is available to such additiona{ insured which savers such addi- tional insured as a named insured, and we will not share with the other insurance, provided that: (7) The "bodily injury" or "property damage" for which coverage is sought occurs; and (2) The "personal injury" for which coverage is sought arises out of an offense committed; after you have entered into that "contrail or agreement requiring insurance". But this. insur- ance still is excess over valid and collectible other insurance, whether primary, excess, contingent or on any other basis, that is available to the insured when the insured is an additional insured under any other insurance. 4. The following is added to Paragraph 8. Transfer Of Rights Of Recovery Against Others To Us in COMMERCIAL GENERAL LIABILITY CON- DITIONS (Section M We waive any rights of recovery we may have against any person or organization because of payments we make for "bodily injury", "property damage" or "personal injury" arising out of "your work" performed by you, or on your behalf, under a "contrail or agreement requiring insurance" with that person or organization. We waive these rights only where you have agreed to do so as part of the "contrail or agreement requiring insur- ance" with such person or organization entered into by you before, and in effect when, the "bodily injury' or "property damage' occurs, or the "per- sonal injury" offense is committed. 5. As respells the insurance provided to the addi- tional insured by this endorsement, the following definition is added to DEFINffiONS (Section V): Page 1 of 2 COMMERC3AL GENERAL LIABILITY "contract or agreement requiring insurance" means that part of any contract or agreement un- der which you are required to include a person or organization as an additional insured on this Cov- erage Part, provided that the 'bodily injury" and "properly damage" occurs, and the "personal ln- jury" is caused by an offense committed: a. After you have entered into that contract or agreement; b. While that part of the contract or agreement is in effect; and c. Before the end of the policy period. A11 other terms of your policy remain the same. Page 2 of 2 ®2000, The St Paul Travelers tnsuranee Companies, Inc. CG D3 81 09 06 Includes copyrighted material of insurance Services Office, Inc.. with its permission. POLICY NUMBER: 680-1779L231-TCT-07 COMMERCIAL GENERAL LIABILITY DATE ISSUED: 10/03/07 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED (ARCHITECTS, ENGINEERS AND SURVEYORS) This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE FORM SCHEDULE NAME OF PERSON(S) OR ORGANIZATION(S): The City of Santa Ana, its officers, employees, agents, volunteers and representatives 20 Civic Center Plaza, Santa Ana, California 92701 PROJECT/LOCATION OF COVERED OPERATIONS: 071104-01, Proposed West End Lofts Development, 320 West Fourth Street, Santa Ana, California 1. WHO IS AN INSURED (Section II) is 2. amended to include the person or organization shown in the Schedule above as an additional insured on this Coverage Part, but: a. Only with respect to liability for "bodily injury", "property damage" or "personal injury"; and b. If the injury or damage arises out of the performance, by you or your subcontractor, of "your work" on or for the project, or at the location, shown in the Schedule above. Such person or organization does not qualify as an additional insured with respect to their independent acts or for "bodily injury", "property damage" or "personal injury" for which that person or organization has assumed liability in a contract or agreement. The insurance provided to the additional insured by this endorsement is limited as follows: "contract or agreement requiring insurance" for that additional insured, or the limits shown in the Declarations for this Coverage Part, whichever are less. This endorsement does not increase the limits of insurance stated in the LIMITS OF INSURANCE (Section III) for this Coverage Part. a. This insurance does not apply to the rendering of or failure to render any "professional services". b. The limits of insurance afforded to the additional insured shall be the limits which you agreed to provide in a 3. The following is added to Paragraph a. of 4. Other Insurance in COMMERCIAL CG D3 82 09 O6 Includes copyrighted material of Insurance Services Office, Inc., with i[s permission. Page 1 of 2 Copyright, Insurance Services Office, Inc., 2007 GENERAL LIABILITY CONDITIONS (Section IV): However, if you specifically agree in a "contract or agreement requiring insurance" that, for the additional insured shown in the Schedule, the insurance provided to that 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 that is available to such additional insured which covers such additional insured as a named insured, and we will not share with the other insurance, provided that: (1) The "bodily injury" or "property damage" for which coverage is sought occurs; and (2) The "personal injury" for which coverage is sought arises out of an offense committed; after you have entered into that "contract or agreement requiring insurance" for such additional insured. But this insurance 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 the additional insured is also an additional insured under any other insurance. 4. The following is added to Paragraph 8. Transfer Of Rights Of Recovery Against Others To Us in COMMERCIAL GENERAL LIABILITY CONDITIONS (Section IV): We waive any rights of recovery we may have against the additional insured shown in the Schedule above because of payments we make for "bodily injury", "property damage" or "personal injury" arising out of "your work" on or for the project, or at the location, shown in the Schedule above, performed by you, or on your behalf, under a "contract or agreement requiring insurance" with that additional insured. We waive these rights only where you have agreed to do so as part of the "contract or agreement requiring insurance" with that additional insured entered into by you before, and in effect when, the "bodily injury" or "property damage" occurs, or the "personal injury' offense is committed. 5. As respects the insurance provided to the additional insured by this endorsement, the following definition is added to DEFINITIONS (Section V): "contract or agreement requiring insurance" means that part of any contract or agreement under which you are required to include the person or organization shown in the Schedule 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 entered into that contract or agreement; b. While that part of the contract or agreement is in effect; and c. Before the end of the policy period. All other terms of your policy remain the same. CG D3 62 09 O6 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 2 of 2 Copyright, Insurance Services Office, Inc., 1988