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Contract - CDM Smith Incl - 10/27/2022
! r R0UN0 R0EK TEXAS CITY OF ROUND ROCK CONTRACT FOR ENGINEERING SERVICES FIRM: CDM SMITH,INC. ("Engineer") ADDRESS: 9430 Research Boulevard, Suite 1-200,Austin, TX 78759 PROJECT: 2022 Water Master Plan Update THE STATE OF TEXAS § COUNTY OF WILLIAMSON § THIS-CONTRA T FOR ENGINEERING SERVICES ("Contract') is made and entered into on this the �ay of 2022 by and between the CITY OF ROUND ROCK, a Texas home- rule municipal corporation, whose offices are located at 221 East Main Street, Round Rock, Texas 78664-5299, (hereinafter referred to as "City"), and Engineer, and such Contract is for the purpose of contracting for professional engineering services. RECITALS: WHEREAS, V.T.C.A., Government Code §2254.002(2)(A)(vii) under Subchapter A entitled "Professional Services Procurement Act" provides for the procurement by municipalities of services of professional engineers; and WHEREAS, City and Engineer desire to contract for such professional engineering services; and WHEREAS, City and Engineer wish to document their agreement concerning the requirements and respective obligations of the parties; NOW, THEREFORE, WITNESSETH: That for and in consideration of the mutual promises contained herein and other good and valuable considerations, and the covenants and agreements hereinafter contained to be kept and performed by the respective parties hereto, it is agreed as follows: R-2©22-351 Time and Materials Engineering Services Contract Rev.02/22 0199.202242;4879-4653-0870 00296523 1 CONTRACT DOCUMENTS The Contract Documents consist of this Contract and any exhibits attached hereto (which exhibits are hereby incorporated into and made a part of this Contract) and all Supplemental Contracts (as defined herein in Article 13) which are subsequently issued. These form the entire contract, and all are as fully a part of this Contract as if attached to this Contract or repeated herein. ARTICLE 1 CITY SERVICES City shall perform or provide services as identified in Exhibit A entitled"City Services." ARTICLE 2 ENGINEERING SERVICES Engineer shall perform Engineering Services as identified in Exhibit B entitled "Engineering Services." Engineer shall perform the Engineering Services in accordance with the Work Schedule as identified in Exhibit C entitled "Work Schedule." Such Work Schedule shall contain a complete schedule so that the Engineering Services under this Contract may be accomplished within the specified time and at the specified cost. The Work Schedule shall provide specific work sequences and definite review times by City and Engineer of all Engineering Services. Should the review times or Engineering Services take longer than shown on the Work Schedule, through no fault of Engineer, Engineer may submit a timely written request for additional time, which shall be subject to the approval of the City Manager. ARTICLE 3 CONTRACT TERM (1) Term. The Engineer is expected to complete the Engineering Services described herein in accordance with the above described Work Schedule. If Engineer does not perform the Engineering Services in accordance with the Work Schedule, then City shall have the right to terminate this Contract as set forth below in Article 20. So long as the City elects not to terminate this Contract, it shall continue from day to day until such time as the Engineering Services are completed. Any Engineering Services performed or costs incurred after the date of termination shall not be eligible for reimbursement. Engineer shall notify City in writing as soon as possible if he/she/it determines, or reasonably anticipates,that the Engineering Services will not be completed in accordance with the Work Schedule. (2) Work Schedule. Engineer acknowledges that the Work Schedule is of critical importance, and agrees to undertake all necessary efforts to expedite the performance of Engineering Services required herein so that construction of the project will be commenced and completed as scheduled. In this regard, and subject to adjustments in the Work Schedule as provided in Article 2 herein, Engineer shall proceed with sufficient qualified personnel and consultants necessary to fully and timely accomplish all Engineering Services required under this Contract in a professional manner. 2 (3) Notice to Proceed. After execution of this Contract, Engineer shall not proceed with Engineering Services until authorized in writing by City to proceed as provided in Article 7. ARTICLE 4 COMPENSATION City shall pay and Engineer agrees to accept the amount shown below as full compensation for all engineering services performed and to be performed under this Contract. Engineer shall be paid on the basis of actual hours worked by employees performing work associated with this Contract, in accordance with the Fee Schedule attached hereto as Exhibit D. Payment of monies due for the Engineer's subconsultant's services shall be based on the actual amount billed to the Engineer by the subconsultant. Payment of monies due for direct cost expenses shall be based on the actual costs. The maximum amount payable under this Contract, without modification of this Contract as provided herein, is the sum of One Hundred Fifteen Thousand and No/100 Dollars, ($115,000.00). Engineer shall prepare and submit to City monthly progress reports in sufficient detail to support the progress of the work and to support invoices requesting monthly payment. Any preferred format of City for such monthly progress reports shall be identified in Exhibit B entitled "Engineering Services". Satisfactory progress of work shall be an absolute condition of payment. The maximum amount payable herein may be adjusted for additional work requested and performed only if approved by written Supplemental Agreement. ARTICLE 5 METHOD OF PAYMENT Payments to Engineer shall be made while Engineering Services are in progress. Engineer shall prepare and submit to City, not more frequently than once per month, a progress report as referenced in Article 4 above. Such progress report shall state the percentage of completion of Engineering Services accomplished during that billing period and to date. Simultaneous with submission of such progress report, Engineer shall prepare and submit one (1) original and one (1) copy of a certified invoice in a form acceptable to City. This submittal shall also include a progress assessment report in a form acceptable to City. Progress payments shall be made in proportion to the percentage of completion of Engineering Services identified in Exhibit D. Progress payments shall be made by City based upon Engineering Services actually provided and performed. Upon timely receipt and approval of each statement, City shall make a good faith effort to pay the amount which is due and payable within thirty (30) days. City reserves the right to withhold payment pending verification of satisfactory Engineering Services performed. Engineer has the responsibility to submit proof to City, adequate and sufficient in its determination, that tasks were completed. The certified statements shall show the total amount earned to the date of submission and shall show the amount due and payable as of the date of the current statement. Final payment does not relieve 3 l Engineer of the responsibility of correcting any errors and/or omissions resulting from his/her/its negligence. ARTICLE 6 PROMPT PAYMENT POLICY In accordance with Chapter 2251, V.T.C.A., Texas Government Code, payment to Engineer will be made within thirty (30) days of the day on which the performance of services was complete, or within thirty (30) days of the day on which City receives a correct invoice for services, whichever is later. Engineer may charge a late fee (fee shall not be greater than that which is permitted by Texas law) for payments not made in accordance with this prompt payment policy; however, this policy does not apply in the event: A. There is a bona fide dispute between City and Engineer concerning the supplies, materials, or equipment delivered or the services performed that causes the payment to be late; or B. The terms of a federal contract, grant, regulation, or statute prevent City from making a timely payment with federal funds; or C. There is a bona fide dispute between Engineer and a subcontractor or between a subcontractor and its supplier concerning supplies, materials, or equipment delivered or the Engineering Services performed which causes the payment to be late; or D. The invoice is not mailed to City in strict accordance with instructions, if any, on the purchase order, or this Contract or other such contractual agreement. City shall document to Engineer the issues related to disputed invoices within ten (10) calendar days of receipt of such invoice. Any non-disputed invoices shall be considered correct and payable per the terms of Chapter 2251, V.T.C.A., Texas Government Code. ARTICLE 7 NOTICE TO PROCEED The Engineer shall not proceed with any task listed on Exhibit B until the City has issued a written Notice to Proceed regarding such task. The City shall not be responsible for work performed or costs incurred by Engineer related to any task for which a Notice to Proceed has not been issued. ARTICLE S PROJECT TEAM City's Designated Representative for purposes of this Contract is as follows: Christopher"Kit"Perkins, P.E. Project Manager 3400 Sunrise Road Round Rock, TX 78665 Telephone Number(512) 341-3145 4 Mobile Number(512) 676-9047 Fax Number(512) 218-5563 Email Address ccverkins64oundrocktexas.gov City's Designated Representative shall be authorized to act on City's behalf with respect to this Contract. City or City's Designated Representative shall render decisions in a timely manner pertaining to documents submitted by Engineer in order to avoid unreasonable delay in the orderly and sequential progress of Engineering Services. Engineer's Designated Representative for purposes of this Contract is as follows: Allen D. Woelke Vice President 9430 Research Boulevard, Suite 1-200 Austin, TX 78759 Telephone Number(512) 346-1100 Fax Number(512) 345-1483 Email Address WoelkeAD(a�,Comsmith.com ARTICLE 9 PROGRESS EVALUATION Engineer shall, from time to time during the progress of the Engineering Services, confer with City at City's election. Engineer shall prepare and present such information as may be pertinent and necessary, or as may be requested by City, in order for City to evaluate features of the Engineering Services. At the request of City or Engineer, conferences shall be provided at Engineer's office, the offices of City, or at other locations designated by City. When requested by City, such conferences shall also include evaluation of the Engineering Services. Should City determine that the progress in Engineering Services does not satisfy the Work Schedule, then City shall review the Work Schedule with Engineer to determine corrective action required. Engineer shall promptly advise City in writing of events which have or may have a significant impact upon the progress of the Engineering Services, including but not limited to the following: (1) Problems, delays, adverse conditions which may materially affect the ability to meet the objectives of the Work Schedule, or preclude the attainment of project Engineering Services units by established time periods; and such disclosure shall be accompanied by statement of actions taken or contemplated, and City assistance needed to resolve the situation, if any; and (2) Favorable developments or events which enable meeting the Work Schedule goals sooner than anticipated. 5 ARTICLE 10 SUSPENSION Should City desire to suspend the Engineering Services, but not to terminate this Contract, then such suspension may be effected by City giving Engineer thirty (30) calendar days' verbal notification followed by written confirmation to that effect. Such thirty-day notice may be waived in writing by agreement and signature of both parties. The Engineering Services may be reinstated and resumed in full force and effect within sixty (60) days of receipt of written notice from City to resume the Engineering Services. Such sixty-day notice may be waived in writing by agreement and signature of both parties. If this Contract is suspended for more than thirty (30) days, Engineer shall have the option of terminating this Contract. If City suspends the Engineering Services, the contract period as determined in Article 3, and the Work Schedule, shall be extended for a time period equal to the suspension period. City assumes no liability for Engineering Services performed or costs incurred prior to the date authorized by City for Engineer to begin Engineering Services, and/or during periods when Engineering Services is suspended, and/or subsequent to the contract completion date. ARTICLE 11 ADDITIONAL ENGINEERING SERVICES If Engineer forms a reasonable opinion that any work he/she/it has been directed to perform is beyond the scope of this Contract and as such constitutes extra work, he/she/it shall promptly notify City in writing. In the event City finds that such work does constitute extra work and exceeds the maximum amount payable, City shall so advise Engineer and a written Supplemental Contract will be executed between the parties as provided in Article 13. Engineer shall not perform any proposed additional work nor incur any additional costs prior to the execution, by both parties, of a written Supplemental Contract. City shall not be responsible for actions by Engineer nor for any costs incurred by Engineer relating to additional work not directly associated with the performance of the Engineering Services authorized in this Contract or any amendments thereto. ARTICLE 12 CHANGES IN ENGINEERING SERVICES If City deems it necessary to request changes to previously satisfactorily completed Engineering Services or parts thereof which involve changes to the original Engineering Services or character of Engineering Services under this Contract, then Engineer shall make such revisions as requested and as directed by City. Such revisions shall be considered as additional Engineering Services and paid for as specified under Article 11. Engineer shall make revisions to Engineering Services authorized hereunder as are necessary to correct errors appearing therein, when required to do so by City. No additional compensation shall be due for such Engineering Services. 6 ARTICLE 13 SUPPLEMENTAL CONTRACTS The terms of this Contract may be modified by written Supplemental Contract if City determines that there has been a significant change in (1) the scope, complexity or character of the Engineering Services, or (2) the duration of the Engineering Services. Any such Supplemental Contract must be duly authorized by the City. Engineer shall not proceed until the Supplemental Contract has been executed. Additional compensation, if appropriate, shall be identified as provided in Article 4. It is understood and agreed by and between both parties that Engineer shall make no claim for extra work done or materials furnished until the City authorizes full execution of the written Supplemental Contract and authorization to proceed. City reserves the right to withhold payment pending verification of satisfactory Engineering Services performed. ARTICLE 14 USE OF DOCUMENTS All documents, including but not limited to drawings, specifications and data or programs stored electronically, (hereinafter referred to as "Instruments of Service") prepared by Engineer and its subcontractors are related exclusively to the services described in this Contract and are intended to be used with respect to this Project. However, it is expressly understood and agreed by and between the parties hereto that all of Engineer's designs under this Contract (including but not limited to tracings, drawings, estimates, specifications, investigations, studies and other documents, completed or partially completed), shall be the property of City to be thereafter used in any lawful manner as City elects. Any such subsequent use made of documents by City shall be at City's sole risk and without liability to Engineer, and, to the extent permitted by law, City shall hold harmless Engineer from all claims, damages, losses and expenses, resulting therefrom. Any modification of the plans will be evidenced on the plans and be signed and sealed by a licensed professional prior to re-use of modified plans. By execution of this Contract and in confirmation of the fee for services to be paid under this Contract, Engineer hereby conveys, transfers and assigns to City all rights under the Federal Copyright Act of 1976 (or any successor copyright statute), as amended, all common law copyrights and all other intellectual property rights acknowledged by law in the Project designs and work product developed under this Contract. Copies may be retained by Engineer. Engineer shall be liable to City for any loss or damage to any such documents while they are in the possession of or while being worked upon by Engineer or anyone connected with Engineer, including agents, employees, Engineers or subcontractors. All documents so lost or damaged shall be replaced or restored by Engineer without cost to City. Upon execution of this Contract, Engineer grants to City permission to reproduce Engineer's work and documents for purposes of constructing, using and maintaining the Project, provided that City shall comply with its obligations, including prompt payment of all sums when due, under this Contract. Engineer shall obtain similar permission from Engineer's subcontractors consistent with this Contract. If and upon the date Engineer is adjudged in default of this Contract, City is permitted to authorize other similarly credentialed design professionals to reproduce and, where permitted by law, to make changes, corrections or additions to the work and documents for the purposes of completing, using and maintaining the Project. 7 City shall not assign, delegate, sublicense, pledge or otherwise transfer any permission granted herein to another party without the prior written contract of Engineer. However, City shall be permitted to authorize the contractor, subcontractors and material or equipment suppliers to reproduce applicable portions of the Instruments of Service appropriate to and for use in their execution of the Work. Submission or distribution of Instruments of Service to meet official regulatory requirements or for similar purposes in connection with the Project is permitted. Any unauthorized use of the Instruments of Service shall be at City's sole risk and without liability to Engineer and its Engineers. Prior to Engineer providing to City any Instruments of Service in electronic form or City providing to Engineer any electronic data for incorporation into the Instruments of Service, City and Engineer shall by separate written contract set forth the specific conditions governing the format of such Instruments of Service or electronic data, including any special limitations not otherwise provided in this Contract. Any electronic files are provided by Engineer for the convenience of City, and use of them is at City's sole risk. In the case of any defects in electronic files or any discrepancies between them and any hardcopy of the same documents prepared by Engineer, the hardcopy shall prevail. Only printed copies of documents conveyed by Engineer shall be relied upon. Engineer shall have no liability for changes made to the drawings by other engineers subsequent to the completion of the Project. Any such change shall be sealed by the engineer making that change and shall be appropriately marked to reflect what was changed or modified. ARTICLE 15 PERSONNEL,EQUIPMENT AND MATERIAL Engineer shall furnish and maintain, at its own expense, quarters for the performance of all Engineering Services, and adequate and sufficient personnel and equipment to perform the Engineering Services as required. All employees of Engineer shall have such knowledge and experience as will enable them to perform the duties assigned to them. Any employee of Engineer who, in the opinion of City, is incompetent or whose conduct becomes detrimental to the Engineering Services shall immediately be removed from association with the project when so instructed by City. Engineer certifies that it presently has adequate qualified personnel in its employment for performance of the Engineering Services required under this Contract, or will obtain such personnel from sources other than City. Engineer may not change the Project Manager without prior written consent of City. ARTICLE 16 SUBCONTRACTING Engineer shall not assign, subcontract or transfer any portion of the Engineering Services under this Contract without prior written approval from City. All subcontracts shall include the provisions required in this Contract and shall be approved as to form, in writing, by City prior to Engineering Services being performed under the subcontract. No subcontract shall relieve Engineer of any responsibilities under this Contract. 8 ARTICLE 17 EVALUATION OF ENGINEERING SERVICES City, or any authorized representatives of it,shall have the right at all reasonable times to review or otherwise evaluate the Engineering Services performed or being performed hereunder and the premises on which it is being performed. If any review or evaluation is made on the premises of Engineer or a subcontractor, then Engineer shall provide and require its subcontractors to provide all reasonable facilities and assistance for the safety and convenience of City or other representatives in the performance of their duties. ARTICLE 18 SUBMISSION OF REPORTS All applicable study reports shall be submitted in preliminary form for approval by City before any final report is issued. City's comments on Engineer's preliminary reports shall be addressed in any final report. ARTICLE 19 VIOLATION OF CONTRACT TERMS/BREACH OF CONTRACT Violation of contract terms or breach of contract by Engineer shall be grounds for termination of this Contract, and any increased costs arising from Engineer's default, breach of contract, or violation of contract terms shall be paid by Engineer. ARTICLE 20 TERMINATION This Contract may be terminated as set forth below. (1) By mutual agreement and consent, in writing, of both parties. (2) By City, by notice in writing to Engineer, as a consequence of failure by Engineer to perform the Engineering Services set forth herein in a satisfactory manner. (3) By either party, upon the failure of the other party to fulfill its obligations as set forth herein. (4) By City, for reasons of its own and not subject to the mutual consent of Engineer, upon not less than thirty (30) days' written notice to Engineer. (5) By satisfactory completion of all Engineering Services and obligations described herein. Should City terminate this Contract as herein provided, no fees other than fees due and payable at the time of termination shall thereafter be paid to Engineer. In determining the value of the Engineering Services performed by Engineer prior to termination, City shall be the sole judge. Compensation for Engineering Services at termination will be based on a percentage of the Engineering 9 Services completed at that time. Should City terminate this Contract under Subsection (4) immediately above, then the amount charged during the thirty-day notice period shall not exceed the amount charged during the preceding thirty (30) days. If Engineer defaults in the performance of this Contract or if City terminates this Contract for fault on the part of Engineer, then City shall give consideration to the actual costs incurred by Engineer in performing the Engineering Services to the date of default, the amount of Engineering Services required which was satisfactorily completed to date of default, the value of the Engineering Services which are usable to City, the reasonable and necessary cost to City of employing another firm to complete the Engineering Services required and the time required to do so, and other- factors which affect the value to City of the Engineering Services performed at the time of default. The termination of this Contract and payment of an amount in settlement as prescribed above shall extinguish all rights, duties, and obligations of City and Engineer under this Contract, except the obligations set forth herein in Article 21 entitled "Compliance with Laws." If the termination of this Contract is due to the failure of Engineer to fulfill his/her/its contractual obligations, then City may take over the project and prosecute the Engineering Services to completion. In such case, Engineer shall be liable to City for any additional and reasonable costs incurred by City. Engineer shall be responsible for the settlement of all contractual and administrative issues arising out of any procurements made by Engineer in support of the Engineering Services under this Contract. ARTICLE 21 COMPLIANCE WITH LAWS (1) Compliance. Engineer shall comply with all applicable state, federal and local laws, statutes, codes, ordinances, rules and regulations, and the orders and decrees of any court, or administrative bodies or tribunals in any manner affecting the performance of this Contract, including without limitation, minimum/maximum salary and wage statutes and regulations, and licensing laws and regulations. Engineer shall furnish City with satisfactory proof of his/her/its compliance. Engineer shall further obtain all permits and licenses required in the performance of the Engineering Services contracted for herein. (2) As required by Chapter 2271, Government Code, Engineer hereby verifies that it does not boycott Israel and will not boycott Israel through the term of this Agreement. For purposes of this verification, "boycott Israel" means refusing to deal with, terminating business activities with, or otherwise taking any action that is intended to penalize, inflict economic harm on, or limit commercial relations specifically with Israel, or with a person or entity doing business in Israel or in an Israeli- controlled territory,but does not include an action made for ordinary business purposes. (3) In accordance with 2274, Texas Government Code, a governmental entity may not enter into a contract with a company with at least ten (10) full-time employees for value of at least One Hundred Thousand and No/100 Dollars ($100,000.00) unless the contract has a provision in the contract verifying that it: (1) does not have a practice, policy, guidance, or directive that discriminates 10 against a firearm entity or firearm trade association; and (2) will not discriminate during the term of the contract against a firearm entity or firearm trade association. The signatory executing this Contract on behalf of the Engineer verifies Engineer does not have a practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade association, and it will not discriminate during the term of this Contract against any firearm entity or firearm trade association. (4) In accordance with 2274, Texas Government Code, a governmental entity may not enter into a contract with a company with at least ten (10) full-time employees for a value of at least One Hundred Thousand and No/100 Dollars ($100,000.00) unless the contract has a provision in the contract verifying that it: (1) does not boycott energy companies; and (2) will not boycott energy companies during the term of this Contract. The signatory executing this Contract on behalf of Engineer verifies Engineer does not boycott energy companies, and it will not boycott energy companies during the term of this Contract. (5) Taxes. Engineer will pay all taxes, if any, required by law arising by virtue of the Engineering Services performed hereunder. City is qualified for exemption pursuant to the provisions of Section 151.309 of the Texas Limited Sales, Excise, and Use Tax Act. ARTICLE 22 INDEMNIFICATION Engineer shall save and hold City harmless from all liability for damage to the extent that the damage is caused by or results from an act of negligence, intentional tort, intellectual property infringement, or failure to pay a subcontractor or supplier committed by Engineer, Engineer's agent, or another entity over which Engineer exercises control. Engineer shall also save and hold City harmless from any and all expenses, including but not limited to reasonable attorneys' fees which may be incurred by City in litigation or otherwise defending claims or liabilities which may be imposed on City to the extent resulting from such negligent activities by Engineer, its agents, or employees. ARTICLE 23 ENGINEER'S RESPONSIBILITIES Engineer shall be responsible for the accuracy of his/her/its Engineering Services and shall promptly make necessary revisions or corrections to its work product resulting from errors, omissions, or negligent acts, and same shall be done without compensation. City shall determine Engineer's responsibilities for all questions arising from design errors and/or omissions. Engineer shall not be relieved of responsibility for subsequent correction of any such errors or omissions in its work product, or for clarification of any ambiguities until after the construction phase of the project has been completed. 11 I ARTICLE 24 ENGINEER'S SEAL The responsible engineer shall sign, seal and date all appropriate engineering submissions to City in accordance with the Texas Engineering Practice Act and the rules of the State Board of Registration for Professional Engineers. ARTICLE 25 NON-COLLUSION,FINANCIAL INTEREST PROHIBITED (1) Non-collusion. Engineer warrants that he/she/it has not employed or retained any company or persons, other than a bona fide employee working solely for Engineer, to solicit or secure this Contract, and that he/she/it has not paid or agreed to pay any company or engineer any fee, commission, percentage, brokerage fee, gifts, or any other consideration, contingent upon or resulting from the award or making of this Contract. For breach or violation of this warranty, City reserves and shall have the right to annul this Contract without liability or, in its discretion and at its sole election, to deduct from the contract price or compensation, or to otherwise recover, the full amount of such fee, commission,percentage, brokerage fee,gift or contingent fee. (2) Financial Interest Prohibited. Engineer covenants and represents that Engineer, his/her/its officers, employees, agents, consultants and subcontractors will have no financial interest, direct or indirect, in the purchase or sale of any product, materials or equipment that will be recommended or required for the construction of the project. ARTICLE 26 INSURANCE (1) Insurance. Engineer, at Engineer's sole cost, shall purchase and maintain during the entire term while this Contract is in effect professional liability insurance coverage in the minimum amount of One Million Dollars per claim from a company authorized to do insurance business in Texas and otherwise acceptable to City. Engineer shall also notify City, within twenty-four(24) hours of receipt, of any notices of expiration, cancellation, non-renewal, or material change in coverage it receives from its insurer. (2) Subconsultant Insurance. Without limiting any of the other obligations or liabilities of Engineer, Engineer shall require each subconsultant performing work under this Contract to maintain during the term of this Contract, at the subconsultant's own expense, the same stipulated minimum insurance required in Article 26, Section (1) above, including the required provisions and additional policy conditions as shown below in Article 26, Section (3). Engineer shall obtain and monitor the certificates of insurance from each subconsultant in order to assure compliance with the insurance requirements. Engineer must retain the certificates of insurance for the duration of this Contract, and shall have the responsibility of enforcing these insurance requirements among its subconsultants. City shall be entitled, upon request and without expense, to receive copies of these certificates of insurance. 12 (3) Insurance Policy Endorsements. Each insurance policy shall include the following conditions by endorsement to the policy: (a) Engineer shall notify City thirty (30) days prior to the expiration, cancellation, non- renewal in coverage, and such notice thereof shall be given to City by certified mail to: City Manager, City of Round Rock 221 East Main Street Round Rock, Texas 78664 (b) The policy clause "Other Insurance" shall not apply to any insurance coverage currently held by City, to any such future coverage, or to City's Self-Insured Retentions of whatever nature. (4) Cost of Insurance. The cost of all insurance required herein to be secured and maintained by Engineer shall be borne solely by Engineer, with certificates of insurance evidencing such minimum coverage in force to be filed with City. Such Certificates of Insurance are evidenced as Exhibit E herein entitled"Certificates of Insurance." ARTICLE 27 COPYRIGHTS City shall have the royalty-free, nonexclusive and irrevocable right to reproduce, publish or otherwise use, and to authorize others to use, any reports developed by Engineer for governmental purposes. ARTICLE 28 SUCCESSORS AND ASSIGNS This Contract shall be binding upon and inure to the benefit of the parties hereto, their successors, lawful assigns, and legal representatives. Engineer may not assign, sublet or transfer any interest in this Contract, in whole or in part, by operation of law or otherwise, without obtaining the prior written consent of City. ARTICLE 29 SEVERABILITY In the event any one or more of the provisions contained in this Contract shall for any reason be held to be invalid, illegal or unenforceable in any respect, then such invalidity, illegality or unenforceability shall not affect any other provision thereof and this Contract shall be construed as if such invalid, illegal or unenforceable provision had never been contained herein. 13 ARTICLE 30 PRIOR AGREEMENTS SUPERSEDED This Contract constitutes the sole agreement of the parties hereto, and supersedes any prior understandings or written or oral contracts between the parties respecting the subject matter defined herein. This Contract may only be amended or supplemented by mutual agreement of the parties hereto in writing. ARTICLE 31 ENGINEER'S ACCOUNTING RECORDS Records pertaining to the project, and records of accounts between City and Engineer, shall be kept on a generally recognized accounting basis and shall be available to City or its authorized representatives at mutually convenient times. The City reserves the right to review all records it deems relevant which are related to this Contract. ARTICLE 32 NOTICES All notices to either party by the other required under this Contract shall be personally delivered or mailed to such party at the following respective addresses: City: City of Round Rock Attention: City Manager 221 East Main Street Round Rock, TX 78664 and to: Stephanie L. Sandre City Attorney 309 East Main Street Round Rock, TX 78664 Engineer: Allen D. Woelke Vice President 9430 Research Boulevard, Suite 1-200 Austin, TX 78759 14 ARTICLE 33 GENERAL PROVISIONS (1) Time is of the Essence. The Services shall be performed expeditiously as is prudent considering the ordinary professional skill and care of a competent engineer. Engineer understands and agrees that time is of the essence and that any failure of Engineer to complete the Engineering Services for each phase of this Contract within the agreed Work Schedule may constitute a material breach of this Contract. Engineer shall be fully responsible for his/her/its delays or for failures to use his/her/its reasonable efforts in accordance with the terms of this Contract and the Engineer's standard of performance as defined herein. Where damage is caused to City due to Engineer's negligent failure to perform City may accordingly withhold, to the extent of such damage, Engineer's payments hereunder without waiver of any of City's additional legal rights or remedies. Any determination to withhold or set off shall be made in good faith and with written notice to Engineer provided, however, Engineer shall have fourteen (14) calendar days from receipt of the notice to submit a plan for cure reasonably acceptable to City. (2) Force Majeure. Neither City nor Engineer shall be deemed in violation of this Contract if prevented from performing any of their obligations hereunder by reasons for which they are not responsible or circumstances beyond their control. However, notice of such impediment or delay in performance must be timely given, and all reasonable efforts undertaken to mitigate its effects. (3) Enforcement and Venue. This Contract shall be enforceable in Round Rock, Williamson County, Texas, and if legal action is necessary by either party with respect to the enforcement of any or all of the terms or conditions herein, exclusive venue for same shall lie in Williamson County, Texas. This Contract shall be governed by and construed in accordance with the laws and court decisions of the State of Texas. (4) Standard of Performance. The standard of care for all professional engineering, consulting and related services performed or furnished by Engineer and its employees under this Contract will be the care and skill ordinarily used by members of Engineer's profession practicing under the same or similar circumstances at the same time and in the same locality. Excepting Articles 25 and 34 herein, Engineer makes no warranties, express or implied, under this Contract or otherwise, in connection with the Engineering Services. (5) Opinion of Probable Cost. Any opinions of probable project cost or probable construction cost provided by Engineer are made on the basis of information available to Engineer and on the basis of Engineer's experience and qualifications and represents its judgment as an experienced and qualified professional engineer. However, since Engineer has no control over the cost of labor, materials, equipment or services furnished by others, or over the contractor(s') methods of determining prices, or over competitive bidding or market conditions, Engineer does not guarantee that proposals, bids or actual project or construction cost will not vary from opinions of probable cost Engineer prepares. (6) Opinions and Determinations. Where the terms of this Contract provide for action to be based upon opinion,judgment, approval, review, or determination of either party hereto, such terms are not intended to be and shall never be construed as permitting such opinion,judgment, approval, review, or determination to be arbitrary, capricious, or unreasonable. 15 ARTICLE 34 SIGNATORY WARRANTY The undersigned signatory for Engineer hereby represents and warrants that the signatory is an officer of the organization for which he/she has executed this Contract and that he/she has full and complete authority to enter into this Contract on behalf of the firm. The above-stated representations and warranties are made for the purpose of inducing City to enter into this Contract. IN WITNESS WHEREOF, the City of Round Rock has caused this Contract to be signed in its corporate name by its duly authorized City Manager or Mayor, as has Engineer, signing by and through its duly authorized representative(s), thereby binding the parties hereto, their successors, assigns and representatives for the faithful and full performance of the terms and provisions hereof. [signature page follows] 16 CDM �r1C�1 3' d�. /L / By: Signature ofPrincipal Ile WO Printed Namme: 17 CITY OF nQUND ROCK, TEXAS APPROVED AS TO FORM: By: c/`�G�� Craig M rgan,ryor Stephanie L. Sandre, City Attorney ATTEST: ) Meagan Spin1 , ity CI rk 18 LIST OF EXHIBITS ATTACHED (1)Exhibit A City Services (2)Exhibit B Engineering Services (3)Exhibit C Work Schedule (4)Exhibit D Fee Schedule (5) Exhibit E Certificates of Insurance 19 EXHIBIT A City Services The City of Round Rock will furnish to the Engineer the following items/information: • Designate a person to act as City's representative with respect to the services to be performed or furnished by the Engineer. This representation will have authority to transmit instructions, receive information, interpret and define City's policies and decisions with respect to engineering services. • Provide all criteria and full information as to City's requirements for the Task, including as-builts, and any other information necessary. • Assist Engineer by placing all available information pertinent to the Task, including previous reports and any other data relative to the ultimate project if available to the City and necessary for the Engineer to complete the task. EXHIBIT B Engineering Services Engineering Services to be provided: Task 1— Meetings & Project Management Meetings are required to ensure the project is satisfying the objectives and OWNER expectations. Meetings anticipated include the following: • Meeting l—Project Initiation: In-person/teleconference meeting with ENGINEER and OWNER staff. Duration of approximately two hours to review scope and gather information. • Additional Meetings:Other meetings where ENGINEER needs to be present may include one City Council Meeting. The project management portion of this task involves ENGINEER's day-to-day administrative,technical, and financial management of project activities to meet budget, schedule,scope, and quality objectives. This effort includes coordinating meetings, managing staff and quality milestones, and preparing monthly invoices and progress reports. • Deliverables: o Meeting agendas/minutes/action items/slides Task 2— Data Collection Data from OWNER will be collected from GIS,water production, recent developments, new population projections,ongoing capital and developer water infrastructure projects,and recent population/water service connection growth data.Since the master plan was completed in early 2021 using 2019 data,the volume of new data should be limited.A brief memorandum/table will be produced that outlines the data needs. ENGINEER will review the data and follow-up with OWNER regarding our understanding of the data or any missing data.This task also includes appropriate organization of the data and developing/updating necessary databases. • Deliverables: o Data request memorandum/table Task 3—Water Model Updates ENGINEER will update the existing 2021 water distribution system hydraulic model to reflect current system conditions(year 2022).This task includes adding/updating key pipes based on recent updates to the GIS data, and planned projects, especially capital projects that are moving forward since the last master plan. The existing model demands for 2019 current conditions will be retained with estimates of additional demands incorporated based on ongoing developments to be added into the 5-year and 10-year time frames based on information provided by OWNER's wastewater master plan consultant. OWNER has developed new data related to pump curves and system curves for the high service pumps at the Round Rock Water Treatment Plant. ENGINEER will evaluate available data for typical conditions 1 on average and peak days,and measured pump output versus model predictions,to determine whether updates to pump curves are warranted. ENGINEER will adjust pump curves if needed to reflect field data. ENGINEER will use the updated model to produce a current (2022)conditions model to combine existing demands with planned OWNER improvements within the next few years (projects in construction or under design)to be able to provide more flexibility for evaluating proposed improvement alternatives. ENGINEER will then use demand projections from above to update the scenarios for the future planning horizons(2027,2032 and 2042). Demands will only be updated for average day scenarios. Maximum day scenarios will use a factor times average day.This factor will be determined as part of Task 3, specifically whether to update the factor used in the last master plan • Deliverables: o Summary of new developments, rate of development assumptions, and revisions to 2027, 2032 and 2042 demands o Summary of new pump data (water plant high service pumps), comparison to model pump curves, and recommended model adjustments o Planning level model files(WaterCAD format)for updated scenarios Task 4—Water System Analysis ENGINEER will apply the updated model for the 2027, 2032 and 2042 scenarios,with an emphasis on 2027 and 2032,to determine whether the recent increase in growth rate will impact master plan recommendations or timing for planned projects.The analysis will emphasize maximum day demands and pressures/flows and system operation. Fire flow and water age will only be considered for updated existing conditions(2022) and are not anticipated to have changed significantly from the last master plan. As part of the task, ENGINEER will also update the long-range demand projection developed for the previous master plan,through the year 2052,to allow OWNER to assess current supply capacity. • Deliverables: o Updated recommendations for 5-year and 10-year planning horizons o Conceptual recommendations for 20-year planning horizon 0 30-year(2023-2052)average and maximum day demand projections Task 5: Update Capital Improvement Plan (CIP) ENGINEER will evaluate relative timing and severity of system deficiencies identified in Tasks 3 and 4 to identify and prioritize projects for implementation,specifically whether any new projects are required or if any of the prior master plan recommendations need to be modified (upsized, occur in a different year, etc.). Recommended projects will be grouped into immediate action (next few years), near-term (2028- 2032)and long-term (by 2042) planning horizons. To support CIP planning, ENGINEER will develop/update opinions of probable construction costs for each recommended project, in current dollars including engineering and contingencies.To support ENGINEER, OWNER will provide construction cost information from recent projects that ENGINEER can rely on when preparing the CIP cost information. 2 ENGINEER will also produce large scale citywide maps showing proposed projects and recommended in- service dates. After development of the draft CIP, ENGINEER will meet with OWNER to discuss the draft including project timing, phasing, and costs, and will update the CIP as necessary based on meeting outcomes. ENGINEER will meet with impact fee consultant to discuss the costs and capacity of proposed projects for the immediate action and near-term horizons(i.e.,through 2032). • Deliverables: o Draft and final CIP document including maps o Council presentation slides Task 6: Update Reclaimed System Model and Analyze System ENGINEER will update the existing reclaimed water system model to include new customers and new and proposed system projects. ENGINEER will also work with OWNER to review data and improve pattern assignments for large customers. As part of this task, OWNER will provide any available data on reclaimed high service pumping or elevated tank levels, or more detailed billing data for existing customers. Customer demand patterns for up to ten customers will be updated. ENGINEER will apply the updated model to review predicted flows and pressures across the system,and to recommend alternatives to address existing and/or anticipated pressure issues. • Deliverables: o Updated reclaimed water model o Technical memorandum on model updates and system recommendations 3 EXHIBIT C Work Schedule Schedule ENGINEER will provide the services described above in Tasks 1 through 6 within five months of receipt of a notice-to-proceed. Task Name Nov-22 Dec-22 Jan-23 Feb-23 Mar-23 Task 1- Meetings and Project Management Task 2- Data Collection0 Task 3-Water Model Updates F-1 Task 4- Water System Analysis O Task 5- Update Capital Improvement Plan (CIP) —7 Task 6- Update Reclaimed Model and Analyze System EXHIBIT D Fee Schedule Fee ENGINEER will provide the services described above in Tasks 1 through 6 for a not-to-exceed amount of $115,000.An estimate of hours and cost by task is provided below. Invoices will be prepared based on the Billing Rate Schedule provided below and other direct charges passed through at ENGINEER's cost. ENGINEER will prepare invoices monthly based on hours by personnel category and billing rate in each of the tasks listed below.The hours and cost by task are an estimate and hours and cost by task may vary from the values provided below. Task Hours Total Task 1-Meetings and Project Management 48 $ 9,312 Task 2-Data Collection 46 $ 6,764 Task 3-Water Model Updates 254 $ 40,084 Task 4-Water System Analysis 162 $ 24,524 Task 5-Update Capital Improvement Plan(CIP) 68 $ 11,722 Task 6-Update Reclaimed Model and Analyze System 146 $ 22,594 Project Totals 724 $ 115,000 Billing Rate Schedule Personnel Category Billing Rate($/hour) Officer-in-Charge $322 Project Manager $218 Technical Specialist $322 Senior Technical Advisor $305 Engineer 8 $262 Engineer 7 $240 Engineer 6 $219 Engineer 5 $197 Engineer 4 $175 Engineer $153 Project Engineer 1/2 $142 Senior Technician/CAD $148 Drafter $126 Senior Administration $120 Contract Administration $109 Clerical $98 EXHIBIT E Certificates of Insurance Attached Following this Page ACORO® DAT 110lMIXVY" CERTIFICATE OF LIABILITY INSURANCE 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 a REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. a IMPORTANT:It the certificate holder is an ADDITIONAL INSURED,the policy(les)must have ADDITIONAL INSURED provisions or he endorsed.If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement.A statement on this ,2 certificate does not confer rights to the certificate holder in lieu of such endorsement(s). � PRODUCER CONTACT 'MO Aon Risk Services Northeast, Inc. NPHONE AME: Boston MA Office (NC.No.EXt): 866-283-7122 FNC No : 800-363-0105 'O 53 State Street E-MAIL p Suite 2201 ADDRESS: _ Boston MA 02109 USA INSURER(S)AFFORDING COVERAGE NAIC# INSURED INSURER A: LM Insurance Corporation 33600 CDM Smith Inc. INSURER B: Liberty Insurance Corporation 42404 75 State Street Suite 701 Boston MA 02109 USA INSURER C: Liberty Mutual Fire Ins Co 23035 INSURER D: ACE Property & casualty Insurance CO. 20699 INSURER E: Ll Oyd's Syndicate No. 2623 AA1128923 INSURER F: Commerce & Industry Ins CO 19410 COVERAGES CERTIFICATE NUMBER:570095865525 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. Limits shown are as requested LTR TYPE OF INSURANCE INSO WVD POLICY NUNBER MMIDDIYYY MMIDD OMITS X CONMERCIALGENERALUABILRY TB B T Z EACH OCCURRENCE $2,000,000 CLAIMS-MADE ❑X OCCUR PREMISES Ea new...ce $500,000 MED EXP(Any one person) $10,000 PERSONAL B ADV INJURY $2,000,000us n GEN'L AGGREGATE LIMIT APPLIES PER: GENERALAGGREGATE $4,00000 mPOLIJa LOC PRODUCTS 0 CY ❑E �% , 002 0 OTHER: o C AS2-611-88T8Z6-062 01/01/202201/01/2023 COMBINED SINGLE LIMIT AUTOMOBILE LIABILITY Ea accident) $2,000,000 % ANYAUTO BODILY INJURY I Per person) 2 OWNED SCHEDULED BODILY INJURY(Per accident) N AUTOS ONLY AUTOS PROPERTY DAMAGEas HIREDAUTCS NON-OWNED O ONLY AUTOS ONLY Per accident) 1: d D % uNBRELLAUAB X OCCUR XEUG28194687006 01/01/2022 01/01/2023 EACH OCCURRENCE $5,000,000 O EXCESS LIAR CLAIMS-MADE AGGREGATE $5,000,000 DED RETENTION A WORKERS COMPENSATIONAND WA561DB8T826012 01/01/2022 01/01/2023 X PER STATUTE OTH- EMPLOYERS'LIABILRY yIN ADS ANY PROPRIETOR I PAWNER I EXECUTIVE E.L.EACH ACCIDENT $1,000,000 A OFFICEVMEMBER EXCLUDED NIA WC5611B8T826022 01/01/2022 01/01/2023 (Mandatory In NN) WI E.L.DISEASE EA EMPLOYEE $1,000,000 Il yea describe under OE SCRIPTIONOFOPERATIONSbsow E.L.DISEASE POLICY LIMIT $1,000,000—_ E Archit&Eng Prof PSDEF2200033 01/01/2022 01/01/2023 Each Claim $1,000,000 Professional/Claims Made Aggregate $1,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS)VEHICLES(ACORO 101,Additional Remarks Schedule,maybe attached If more space Is required) G' RE: City Of Round Rock - All Projects. The City Of Round Rock is included as Additional Insured in accordance with the policy provisions of the General Liability and Automobile Liability policies. 7�7 _ryJ 5 CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. City of Round Rock AUTHORIZED REPRESENTATIVE r� Attn: City Manager 221 East Main St. __ �.`. Round Rock TX 78664 USA �� r 01988-2015 ACORD CORPORATION.All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD AGENCY CUSTOMER ID: 10518329 LOC#: ACO U� ADDITIONAL REMARKS SCHEDULE Page _ of _ AGENCY NAMED INSURED Aon Risk Services Northeast, Inc. CDM Smith Inc. POLICY NUMBER See Certificate Number: 570095865525 CARRIER NAIC CODE See Certificate Number: 570095865525 EFFECTIVE DATE: ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: ACORD 25 FORM TITLE: Certificate of Liability Insurance INSURER(S)AFFORDING COVERAGE NAIC# INSURER INSURER INSURER INSURER ADDITIONAL POLICIES If a policy below does not include limit information,refer to the corresponding policy on the ACORD certificate form for policy limits. INSR ADDL SUBR POLICY NUDIBER POLICY POLICY LIMITS LTR TYPE OF INSURANCE INSD WVD EFFECTIVE EXPIRATION DATE DATE (NINI/DD/YYYY) (NINI/DD/YYYY) WORKERS COMPENSATION B N/A WA761DB8T8z6O32 01/01/2022 01/01/2023 MA & PR ACORD 101(2008/01) ®2008 ACORD CORPORATION.All rights reserved. The ACORD name and logo are registered marks of ACORD AGENCY CUSTOMER ID: 10518329 LOC#: ACORO® ADDITIONAL REMARKS SCHEDULE Page _ of _ AGENCY NAMED INSURED Aon Risk services Northeast, Inc. CDM smith Inc. POLICY NUMBER see certificate Number: 570095865525 CARRIER NAIC CODE see certificate Number: 570095865525 EFFECTIVE DATE: ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: ACORD 25 FORM TITLE: Certificate of Liability Insurance Professional Liab Policy # PSDEF2200033 Beazley (syndicates 2623/0623) - 25% BRIT (syndicate 2987) - 25% Munitus (Syndicate 4242) - 12.5% Re/Rn (Syndicate 1458) - 10% castelmga (syndicate 2525) - 5% convex (syndicate 1984) - 7.50% Berkshire - 15% ACORD 101(2008101) ®2008 ACORD CORPORATION.All rights reserved. The ACORD name and logo are registered marks of ACORD POLICY NUMBER: TB7611 B8T8Z6042 COMMERCIAL GENERAL LIABILITY CG 20 10 04 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART A. Section 11 — Who Is An Insured is amended to 1. All work, including materials, parts or equipment include as an additional insured the person(s) or furnished in connection with such work, on the organization(s) shown in the Schedule, but only project (other than service, maintenance or with respect to liability for "bodily injury", "property repairs) to be performed by or on behalf of the damage" or "personal and advertising injury" additional insured(s) at the location of the caused, in whole or in part, by: covered operations has been completed; or 1. Your acts or omissions; or 2. That portion of "your work" out of which the 2. The acts or omissions of those acting on your injury or damage arises has been put to its behalf; intended use by any person or organization other than another contractor or subcontractor in the performance of your ongoing operations for engaged in performing operations for a principal the additional insured(s) at the location(s) as a part of the same project. designated above. C. With respect to the insurance afforded to these However: additional insureds, the following is added to 1. The insurance afforded to such additional Section III—Limits Of Insurance: insured only applies to the extent permitted by If coverage provided to the additional insured is law; and required by a contract or agreement, the most we 2. If coverage provided to the additional insured is will pay on behalf of the additional insured is the required by a contract or agreement, the amount of insurance: insurance afforded to such additional insured 1. Required by the contract or agreement; or will not be broader than that which you are 2. Available under the applicable Limits of required by the contract or agreement to provide Insurance shown in the Declarations; for such additional insured. B. With respect to the insurance afforded to these whichever is less. additional insureds, the following additional This endorsement shall not increase the applicable exclusions apply: Limits of Insurance shown in the Declarations. This insurance does not apply to "bodily injury" or "property damage"occurring after: CG 20 10 0413 © ISO Properties, Inc., 2012 Page 1 of 2 13 SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) Locations Of Covered Operations Any Person or Organization to whom you become Per the contract or agreement obligated to include as an Additional Insured as a result of any contract or agreement you enter into. Information required to complete this Schedule, if not shown above,will be shown in the Declarations. CG 20 10 0413 ©Insurance Services Office, Inc., 2012 Page 2 of 2 Policy Number TB7-611-B8T8Z6-042 Issued by LIBERTY INSURANCE CORPORATION THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. NOTICE OF CANCELLATION TO THIRD PARTIES This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE PART MOTOR CARRIER COVERAGE PART GARAGE COVERAGE PART TRUCKERS COVERAGE PART EXCESS AUTOMOBILE LIABILITY INDEMNITY COVERAGE PART SELF-INSURED TRUCKER EXCESS LIABILITY COVERAGE PART COMMERCIAL GENERAL LIABILITY COVERAGE PART EXCESS COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART LIQUOR LIABILITY COVERAGE PART COMMERCIAL LIABILITY—UMBRELLA COVERAGE FORM Schedule Name of Other Person(s)1 Email Address or mailing address: Number Days Notice: Organ izations : A Schedule of each person or 30 Organization provided to us by the First Named Insured within 15 days of written cancellation notice received by the First Named Insured for any reason other than nonpayment of premium As Required by Written Contract A. If we cancel this policy for any reason other than nonpayment of premium, we will notify the persons or organizations shown in the Schedule above. We will send notice to the email or mailing address listed above at least 10 days, or the number of days listed above, if any, before the cancellation becomes effective. In no event does the notice to the third party exceed the notice to the first named insured. B. This advance notification of a pending cancellation of coverage is intended as a courtesy only. Our failure to provide such advance notification will not extend the policy cancellation date nor negate cancellation of the policy. All other terms and conditions of this policy remain unchanged. LIM 99 0105 11 ©2011 Liberty Mutual Group of Companies. All rights reserved. Page 1 of 1 Includes copyrighted material of Insurance Services Office, Inc., with its permission. POLICY NUMBER: AS2-611-B8T8Z6-062 COMMERCIAL AUTO CA 20 48 10 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED INSURED FOR COVERED AUTOS LIABILITY COVERAGE This endorsement modifies insurance provided under the following: AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM With respect to coverage provided by this endorsement,the provisions of the Coverage Form apply unless modified by this endorsement. This endorsement identifies person(s)or organization(s)who are"insureds"for Covered Autos Liability Coverage under the Who Is An Insured provision of the Coverage Form.This endorsement does not alter coverage provided in the Coverage Form. SCHEDULE Name Of Person(s)Or Organization(s): Blanket-Any person or organization whom you have agreed in writing to add as an Additional Insured but only to coverage and minimum limits of insurance required by the written agreement,and in no event to exceed either the scope of coverage or the limits of insurance provided in this policy. Information required to complete this Schedule, if not shown above,will be shown in the Declarations. Each person or organization shown in the Schedule is an "insured"for Covered Autos Liability Coverage, but only to the extent that person or organization qualifies as an"insured"under the Who Is An Insured provision contained in Paragraph A.I. of Section II — Covered Autos Liability Coverage in the Business Auto and Motor Carrier Coverage Forms and Paragraph D.2. of Section I — Covered Autos Coverages of the Auto Dealers Coverage Form. CA 20 4810 13 ©Insurance Services Office, Inc., 2011 Page 1 of 1 Policy Number AS2-611-B8T8Z6-062 Issued by LIBERTY MUTUAL FIRE INSURANCE COMPANY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. NOTICE OF CANCELLATION TO THIRD PARTIES This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE PART MOTOR CARRIER COVERAGE PART GARAGE COVERAGE PART TRUCKERS COVERAGE PART EXCESS AUTOMOBILE LIABILITY INDEMNITY COVERAGE PART SELF-INSURED TRUCKER EXCESS LIABILITY COVERAGE PART COMMERCIAL GENERAL LIABILITY COVERAGE PART EXCESS COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART LIQUOR LIABILITY COVERAGE PART COMMERCIAL LIABILITY—UMBRELLA COVERAGE FORM Schedule Name of Other Person(s)1 Email Address or mailing address: Number Days Notice: Organ izations : Blanket—as required by written 30 contract A. If we cancel this policy for any reason other than nonpayment of premium, we will notify the persons or organizations shown in the Schedule above. We will send notice to the email or mailing address listed above at least 10 days, or the number of days listed above, if any, before the cancellation becomes effective. In no event does the notice to the third party exceed the notice to the first named insured. B. This advance notification of a pending cancellation of coverage is intended as a courtesy only. Our failure to provide such advance notification will not extend the policy cancellation date nor negate cancellation of the policy. All other terms and conditions of this policy remain unchanged. LIM 99 0105 11 ©2011 Liberty Mutual Group of Companies. All rights reserved. Page 1 of 1 Includes copyrighted material of Insurance Services Office, Inc., with its permission. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. NOTICE OF CANCELLATION TO THIRD PARTIES A. If we cancel this policy for any reason other than nonpayment of premium, we will notify the persons or organizations shown in the Schedule below.We will send notice to the email or mailing address listed below at least 10 days, or the number of days listed below, if any, before cancellation becomes effective. In no event does the notice to the third party exceed the notice to the first named insured. B. This advance notification of a pending cancellation of coverage is intended as a courtesy only. Our failure to provide such advance notification will not extend the policy cancellation date nor negate cancellation of the policy. SCHEDULE Name of Other Person(s)1 Email Address or mailing address: Number Days Notice: Organization(s): Per Schedule on file with Broker Per Schedule on file with Broker 30 All other terms and conditions of this policy remain unchanged. Issued by LM Insurance Corporation For attachment to Policy No. WA5-61 D-B8T8Z6-012 Effective Date 1/1/2022 Premium$ Issued to WIVI 90 18 06 11 ©2011 Liberty Mutual Group of Companies Page 1 of 1 Ed. 06/01/2011 All Rights Reserved