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Contract - 06/10/2023 - 2030
Contract No. City Clerk Review!J Risk Management Scanned AGREEMENT FOR DESIGN PROFESSIONAL SERVICES BETWEEN THE CITY OF CATHEDRAL CITY,CALIFORNIA AND NAI CONSULTING,INC. This Agreement for Design Professional Services("Agreement")is entered into as of June 10,2023 ("Effective Date")by and between the City of Cathedral City, a municipal corporation ("City")and NAI Consulting, Inc., a California Corporation ("Design Professional"). City and Design Professional are sometimes hereinafter individually referred to as "Party" and hereinafter collectively referred to as the "Parties." RECITALS A. City has sought, by request for proposals, the performance of the engineering services defined and described particularly in Section 2 of this Agreement. B. Design Professional, following submission of a proposal for the performance of the services defined and described particularly in Section 2 of this Agreement, was selected by the City to perform those services. C. Design Professional was selected by the City on the basis of Design Professional's demonstrated competence and the professional qualifications necessary for the satisfactory performance of the services required. D. Pursuant to the City of Cathedral City's Municipal Code, City has authority to enter into this Design Professional Services Agreement and the City Manager has authority to execute this Agreement. E. The Parties desire to formalize the selection of Design Professional for performance of those services defined and described particularly in Section 2 of this Agreement and desire that the terms of that performance be as particularly defined and described herein. OPERATIVE PROVISIONS NOW, THEREFORE, in consideration of the mutual promises and covenants made by the Parties and contained here and other consideration,the value and adequacy of which are hereby acknowledged,the Parties agree as follows: 1. TERM OF AGREEMENT. Subject to the provisions of Section 21 "Termination of Agreement" of this Agreement,the Term of this Agreement is for two(2)years,ending on June 30,2025. 2. SCOPE OF SERVICES&SCHEDULE OF PERFORMANCE. Scope of Services. Design Professional agrees to perform the services set forth in Exhibit "A" "Scope of Services"(hereinafter,the"Services")and made a part of this Agreement by this reference. Schedule of Performance. The Services shall be completed pursuant to the schedule specified in Exhibit"A." Should the Services not be completed pursuant to that schedule,the Design Professional shall - 1 - be deemed to be in Default of this Agreement. The City, in its sole discretion, may choose not to enforce the Default provisions of this Agreement and may instead allow Design Professional to continue performing the Services. 3. ADDITIONAL SERVICES. Design Professional shall not be compensated for any work rendered in connection with its performance of this Agreement that are in addition to or outside of the Services unless such additional services are authorized in advance and in writing in accordance with Section 27 "Administration and Implementation" or Section 29 "Amendment" of this Agreement. If and when such additional work is authorized,such additional work shall be deemed to be part of the Services. 4. ALLOWABLE COSTS AND PAYMENTS A. CONSULTANT will be reimbursed for hours worked at the hourly rates specified in the CONSULTANT's approved Cost Proposal.The specified hourly rates shall include direct salary costs, employee benefits, prevailing wages, employer payments, overhead, and fee. These rates are not adjustable for the performance period set forth in this AGREEMENT. CONSULTANT will be reimbursed within thirty (30) days upon receipt by LOCAL AGENCY'S Contract Administrator of itemized invoices in duplicate. B. In addition, CONSULTANT will be reimbursed for incurred (actual) direct costs other than salary costs that are in the approved Cost Proposal and identified in the approved Cost Proposal and in the executed Task Order. C. Specific projects will be assigned to CONSULTANT through issuance of Task Orders. D. After a project to be performed under this AGREEMENT is identified by LOCAL AGENCY,LOCAL AGENCY will prepare a draft Task Order;less the cost estimate. A draft Task Order will identify the scope of services, expected results, project deliverables, period of performance,project schedule and will designate a LOCAL AGENCY Project Coordinator. The draft Task Order will be delivered to CONSULTANT for review.CONSULTANT shall return the draft Task Order within ten(10)calendar days along with a Cost Estimate,including a written estimate of the number of hours and hourly rates per staff person,any anticipated reimbursable expenses,overhead,fee if any,and total dollar amount. After agreement has been reached on the negotiable items and total cost;the finalized Task Order shall be signed by both LOCAL AGENCY and CONSULTANT. E. Task Orders may be negotiated for a lump sum (Firm Fixed Price) or for specific rates of compensation,both of which must be based on the labor and other rates set forth in CONSULTANT's approved Cost Proposal. CONSULTANT shall be responsible for any future adjustments to prevailing wage rates including, but not limited to, base hourly rates and employer payments as determined by the Department of Industrial Relations. CONSULTANT is responsible for paying the appropriate rate, including escalations that take place during the term of the AGREEMENT. F. Reimbursement for transportation and subsistence costs shall not exceed State rates. G. When milestone cost estimates are included in the approved Cost Proposal, CONSULTANT shall obtain prior written approval in the form of an AGREEMENT amendment for a revised milestone cost estimate from the Contract Administrator before exceeding such estimate. -2 - H. Progress payments for each Task Order will be made monthly in arrears based on services provided and actual costs incurred. I. CONSULTANT shall not commence performance of work or services until this AGREEMENT has been approved by LOCAL AGENCY and notification to proceed has been issued by LOCAL AGENCY'S Contract Administrator. No payment will be made prior to approval or for any work performed prior to approval of this AGREEMENT. J. A Task Order is of no force or effect until returned to LOCAL AGENCY and signed by an authorized representative of LOCAL AGENCY. No expenditures are authorized on a project and work shall not commence until a Task Order for that project has been executed by LOCAL AGENCY. K. CONSULTANT will be reimbursed within thirty (30) days upon receipt by LOCAL AGENCY'S Contract Administrator of itemized invoices electronically. Separate invoices itemizing all costs are required for all work performed under each Task Order. Invoices shall be submitted no later than thirty(30)calendar days after the performance of work for which CONSULTANT is billing,or upon completion of the Task Order. Invoices shall detail the work performed on each milestone, on each project as applicable. Invoices shall follow the format stipulated for the approved Cost Proposal and shall reference this AGREEMENT number,project title and Task Order number. Credits due LOCAL AGENCY that include any equipment purchased under the provisions of Article XI Equipment Purchase, must be reimbursed by CONSULTANT prior to the expiration or termination of this AGREEMENT. Invoices shall be e-mailed to abaldizzonena,cathedralcity.gov or mailed to LOCAL AGENCY's Contract Administrator at the following address: Armando J.Garcia Baldizzone,P.E. City Engineer City of Cathedral City 68700 Avenida Lalo Guerrero Cathedral City,CA 92234 L. The period of performance for Task Orders shall be in accordance with dates specified in the Task Order. No Task Order will be written which extends beyond the expiration date of this AGREEMENT. M. The total amount payable by LOCAL AGENCY for an individual Task Order shall not exceed the amount agreed to in the Task Order,unless authorized by amendment. N. If CONSULTANT fails to satisfactorily complete a deliverable according to the schedule set forth in a Task Order,no payment will be made until the deliverable has been satisfactorily completed. O. Task Orders may not be used to amend the language(or the terms)of this AGREEMENT nor to exceed the scope of work under this AGREEMENT. P. The total amount payable by LOCAL AGENCY for all Task Orders resulting from this AGREEMENT shall not exceed $200,000 ($100,000/year). It is understood and agreed that there is no guarantee, either expressed or implied that this dollar amount will be authorized under this AGREEMENT through Task Orders. - 3 - 5. INSPECTION AND FINAL ACCEPTANCE. City may inspect and accept or reject any of Design Professional's work under this Agreement, either during performance or when completed. City shall reject or finally accept Design Professional's work within sixty(60)days after submitted to City. City shall reject work by a timely written explanation, otherwise Design Professional's work shall be deemed to have been accepted. City's acceptance shall be conclusive as to such work except with respect to latent defects,fraud and such gross mistakes as amount to fraud. Acceptance of any of Design Professional's work by City shall not constitute a waiver of any of the provisions of this Agreement including, but not limited to, Section 17 "Indemnification" and Section 18"Insurance." 6. OWNERSHIP OF DOCUMENTS. All original maps, models, designs, drawings, photographs, studies, surveys, reports, data, notes, computer files,files and other documents prepared,developed or discovered by Design Professional in the course of providing the Services pursuant to this Agreement shall become the sole property of City and may be used,reused or otherwise disposed of by City without the permission of the Design Professional. Upon completion,expiration or termination of this Agreement,Design Professional shall turn over to City all such original maps, models, designs, drawings, photographs, studies, surveys, reports, data, notes, computer files,files,and other documents.For the avoidance of doubt,nothing in this Agreement shall be understood to grant City rights to pre-existing intellectual property of Design Professional, including Design Professional software and licensed software,or to any improvements thereto.Design Professional shall have no liability arising from the use of any documents for any purpose or on any project other than that for which it was produced. If and to the extent that City utilizes for any purpose not related to this Agreement any maps, models,designs,drawings,photographs,studies,surveys,reports,data,notes,computer files,files or other documents prepared, developed or discovered by Design Professional in the course of providing the Services pursuant to this Agreement, Design Professional's guarantees and warranties in Section 9 "Standard of Performance; Familiarity With Work"of this Agreement shall not extend to such use of the maps, models, designs, drawings, photographs, studies, surveys, reports, data, notes, computer files, files or other documents. 7. DESIGN PROFESSIONAL'S BOOKS AND RECORDS. For the purpose of determining compliance with Gov. Code § 8546.7, the CONSULTANT, Subconsultants,and LOCAL AGENCY shall maintain all books,documents,papers,accounting records, Independent CPA Audited Indirect Cost Rate workpapers, and other evidence pertaining to the performance of the AGREEMENT including, but not limited to, the costs of administering the AGREEMENT. All parties, including the CONSULTANT's Independent CPA, shall make such workpapers and materials available at their respective offices at all reasonable times during the AGREEMENT period and for three (3)years from the date of final payment under the AGREEMENT. LOCAL AGENCY, Caltrans Auditor, FHWA, or any duly authorized representative of the Federal government having jurisdiction under Federal laws or regulations(including the basis of Federal funding in whole or in part) shall have access to any books, records, and documents of the CONSUTANT, Subconsultants,and the CONSULTANT's Independent CPA,that are pertinent to the AGREEMENT for audits, examinations,workpaper review, excerpts,and transactions,and copies thereof shall be furnished if requested without limitation. -4 - 8. INDEPENDENT CONTRACTOR. Design Professional is and shall at all times remain a wholly independent contractor and not an officer,employee or agent of City. Design Professional shall have no authority to bind City in any manner, nor to incur any obligation,debt or liability of any kind on behalf of or against City,whether by contract or otherwise, unless such authority is expressly conferred under this Agreement or is otherwise expressly conferred in writing by City. The personnel performing the Services under this Agreement on behalf of Design Professional shall at all times be under Design Professional's exclusive direction and control. Neither City, nor any elected or appointed boards,officers,officials,employees or agents of City,shall have control over the conduct of Design Professional or any of Design Professional's officers, employees, or agents except as set forth in this Agreement. Design Professional shall not at any time or in any manner represent that Design Professional or any of Design Professional's officers, employees, or agents are in any manner officials, officers,employees or agents of City. Neither Design Professional,nor any of Design Professional's officers, employees or agents, shall obtain any rights to retirement, health care or any other benefits which may otherwise accrue to City's employees. Design Professional expressly waives any claim Design Professional may have to any such rights. 9. STANDARD OF PERFORMANCE; FAMILIARITY WITH WORK Design Professional represents and warrants that it has the qualifications,experience and facilities necessary to properly perform the Services required under this Agreement in a thorough, competent and professional manner. Design Professional shall at all times faithfully, competently and to the best of its ability,experience and talent,perform all Services. In meeting its obligations under this Agreement,Design Professional shall employ, at a minimum, generally accepted standards and practices utilized by persons engaged in providing services similar to the Services required of Design Professional under this Agreement, and shall use such skill, prudence, and diligence as other members of Design Professional's profession commonly possess and exercise. In addition to the general standards of performance set forth this section, additional specific standards of performance and performance criteria may be set forth in Exhibit "A" "Scope of Work"that shall also be applicable to Design Professionals work under this Agreement. Where there is a conflict between a general and a specific standard of performance or performance criteria, the specific standard or criteria shall prevail over the general. Design Professional warrants that(1)it has thoroughly investigated and considered the work to be performed, (2) it has investigated the issues, regarding the scope of services to be provided, (3) it has carefully considered how the work should be performed, and (4) it fully understands the facilities, difficulties and restrictions attending performance of the work under this Agreement. 10. COMPLIANCE WITH APPLICABLE LAWS; PERMITS AND LICENSES. Design Professional shall keep itself informed of and comply with all applicable federal,state and local laws, statutes, codes, ordinances, regulations and rules in effect during the term of this Agreement. Design Professional shall obtain any and all licenses, permits and authorizations necessary to perform the Services set forth in this Agreement. Neither City,nor any elected or appointed boards,officers,officials, employees or agents of City, shall be liable, at law or in equity, as a result of any failure of Design Professional to comply with this section. - 5 - 11. PROHIBITION OF EXPENDING LOCAL AGENCY, STATE, OR FEDERAL FUNDS FOR LOBBYING A.The CONSULTANT certifies,to the best of his or her knowledge and belief,that: 1. No State, Federal,or LOCAL AGENCY appropriated funds have been paid or will be paid, by or on behalf of the CONSULTANT,to any person for influencing or attempting to influence an officer or employee of any local,State,or Federal agency,a Member of the State Legislature or United States Congress,an officer or employee of the Legislature or Congress,or any employee of a Member of the Legislature or Congress in connection with the awarding or making of this AGREEMENT, or with the extension,continuation,renewal,amendment,or modification of this AGREEMENT. 2. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency,a Member of Congress, an officer or employee of Congress,or an employee of a member of Congress in connection with this AGREEMENT, the CONSULTANT shall complete and submit Standard Form-LLL, "Disclosure Form to Report Lobbying,"in accordance with its instructions. B. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by 31 U.S.C. §1352. Any person who fails to file the required certification shall be subject to a civil penalty of not less than ten thousand dollars($10,000)and not more than one hundred thousand dollars($100,000)for each such failure. C. The CONSULTANT also agrees by signing this document that he or she shall require that the language of this certification be included in all lower tier sub-agreements,which exceed one hundred thousand dollars($100,000),and that all such subrecipients shall certify and disclose accordingly. 12. PREVAILING WAGE LAWS. A. Covenant to Comply. Consultant covenants that it shall fully comply with all applicable federal and state labor laws(including,without limitation,if applicable,the Prevailing Wage Laws). For purposes of this Section 25(a) only, the term "subcontractors" shall not include suppliers, manufacturers, or distributors. Consultant further covenants that it shall take all practicable steps to ensure that its subcontractors comply with Prevailing Wage Laws if applicable to work performed by subcontractors. References to "Covered Services" hereinafter shall designate such Services as are subject to Prevailing Wage Laws. B. Payroll Records. Consultant and all subcontractors performing Covered Services shall keep an accurate payroll record, showing the name, address, social security number, job classification, straight time and overtime hours worked each day and week, and the actual per diem wages paid to each journeyperson, apprentice, or other employee. All payroll records shall be certified as being true and correct by Consultant or the subcontractors performing Covered Services keeping such records; and the payroll records shall be available for inspection at all reasonable hours at Consultant's principal office. C. Subcontracts. Any subcontract entered into as a result of this Agreement if for more than $25,000 for public works construction or more than $15,000 for the alteration, demolition, repair, or maintenance of public works, shall contain all of the provisions of this Section. - 6 - 13. NONDISCRIMINATION and STATEMENT OF COMPLIANCE. A. The CONSULTANT's signature affixed herein and dated shall constitute a certification under penalty of perjury under the laws of the State of California that the CONSULTANT has,unless exempt,complied with the nondiscrimination program requirements of Gov.Code §12990 and 2 CCR§ 8103. B. During the performance of this AGREEMENT,CONSULTANT and its subconsultants shall not deny the AGREEMENT's benefits to any person on the basis of race,religious creed,color,national origin,ancestry,physical disability,mental disability,medical condition,genetic information, marital status,sex,gender,gender identity,gender expression,age,sexual orientation,or military and veteran status,nor shall they unlawfully discriminate,harass,or allow harassment against any employee or applicant for employment because of race,religious creed,color,national origin, ancestry,physical disability,mental disability,medical condition,genetic information,marital status, sex,gender,gender identity,gender expression, age,sexual orientation,or military and veteran status.CONSULTANT and subconsultants shall insure that the evaluation and treatment of their employees and applicants for employment are free from such discrimination and harassment. C. CONSULTANT and subconsultants shall comply with the provisions of the Fair Employment and Housing Act(Gov.Code§12990 et seq.),the applicable regulations promulgated there under(2 CCR§11000 et seq.),the provisions of Gov.Code §§11135-11139.5,and the regulations or standards adopted by LOCAL AGENCY to implement such article. The applicable regulations of the Fair Employment and Housing Commission implementing Gov. Code§12990(a-f),set forth 2 CCR§§8100-8504,are incorporated into this AGREEMENT by reference and made a part hereof as if set forth in full. D. CONSULTANT shall permit access by representatives of the Department of Fair Employment and Housing and the LOCAL AGENCY upon reasonable notice at any time during the normal business hours,but in no case less than twenty-four(24)hours' notice,to such of its books,records, accounts,and all other sources of information and its facilities as said Department or LOCAL AGENCY shall require to ascertain compliance with this clause. E. CONSULTANT and its subconsultants shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other Agreement. F. CONSULTANT shall include the nondiscrimination and compliance provisions of this clause in all subcontracts to perform work under this AGREEMENT. G. The CONSULTANT,with regard to the work performed under this AGREEMENT,shall act in accordance with Title VI of the Civil Rights Act of 1964(42 U.S.C. §2000d et seq.).Title VI provides that the recipients of federal assistance will implement and maintain a policy of nondiscrimination in which no person in the United States shall,on the basis of race,color,national origin,religion,sex,age,disability,be exclude d from participation in,denied the benefits of or subject to discrimination under any program or activity by the recipients of federal assistance or their assignees and successors in interest. H. The CONSULTANT shall comply with regulations relative to non-discrimination in federally- assisted programs of the U.S.Department of Transportation(49 CFR Part 21 -Effectuation of Title VI of the Civil Rights Act of 1964). Specifically,the CONSULTANT shall not participate either directly or indirectly in the discrimination prohibited by 49 CFR§21.5,including employment practices and the selection and retention of Subconsultants. - 7 - 14. DISADVANTAGED BUSINESS ENTERPRISES PARTICIPATION A. This Agreement is subject to 49 CFR, Part 26 entitled "Participation by Disadvantaged Business Enterprises in Department of Transportation Financial Assistance Programs". Consultants who obtain DBE participation on this contract will assist Caltrans in meeting its federally mandated statewide overall DBE goal. B. The goal for DBE participation for this Agreement is irai. Participation by DBE consultant or subconsultants shall be in accordance with information contained in the Consultant Proposal DBE Commitment (Exhibit 10-01), or in the Consultant Contract DBE Information (Exhibit 10-02) attached hereto in Exhibit D and incorporated as part of the Agreement. If a DBE subconsultant is unable to perform, Consultant must make a good faith effort to replace him/her with another DBE subconsultant,if the goal is not otherwise met. C. DBEs and other small businesses,as defined in 49 CFR, Part 26 are encouraged to participate in the performance of contracts financed in whole or in part with federal funds. Consultant or subconsultant shall not discriminate on the basis of race, color, national origin, or sex in the performance of this contract.Consultant shall carry out applicable requirements of 49 CFR, Part 26 in the award and administration of US DOT-assisted agreements. Failure by Consultant to carry out these requirements is a material breach of this contract, which may result in the termination of this Agreement or such other remedy as the City deems appropriate. D. Any subcontract entered into as a result of this contract shall contain all of the provisions of this section. E. A DBE firm may be terminated only with prior written approval from the City and only for the reasons specified in 49 CFR 26.53(f). Prior to requesting City consent for the termination, Consultant must meet the procedural requirements specified in 49 CFR 26.53(f). F. A DBE performs a Commercially Useful Function(CUF)when it is responsible for execution of the work of the contract and is carrying out its responsibilities by actually performing, managing, and supervising the work involved. To perform a CUF, the DBE must also be responsible with respect to materials and supplies used on the contract, for negotiating price, determining quality and quantity, ordering the material, and installing (where applicable) and paying for the material itself. To determine whether a DBE is performing a CUF, evaluate the amount of work subcontracted, industry practices, whether the amount the firm is to be paid under the, contract is commensurate with the work it is actually performing, and other relevant factors. G. A DBE does not perform a CUF if its role is limited to that of an extra participant in a transaction, contract, or project through which funds are passed in order to obtain the appearance of DBE participation. In determining whether a DBE is such an extra participant, examine similar transactions,particularly those in which DBEs do not participate. H. If a DBE does not perform or exercise responsibility for at least thirty percent (30%)of the total cost of its contract with its own work force, or the DBE subcontracts a greater portion of the work of the contract than would be expected on the basis of normal industry practice for the type of work involved, it will be presumed that it is not performing a CUF. I. Consultant shall maintain records of materials purchased or supplied from all subcontracts entered into with certified DBEs. The records shall show the name and business address of each DBE or vendor and the total dollar amount actually paid each DBE or vendor, regardless of tier. - 8 - The records shall show the date of payment and the total dollar figure paid to all firms. DBE prime consultants shall also show the date of work performed by their own forces along with the corresponding dollar value of the work. J. Upon completion of the Agreement, a summary of these records shall be prepared and submitted on the form entitled, "Final Report-Utilization of Disadvantaged Business Enterprise (DBE), First-Tier Subconsultants" CEM-2402F [Exhibit 17-F, of the LAPM], certified correct by Consultant or Consultant's authorized representative and shall be furnished to the Contract Administrator with the final invoice. Failure to provide the summary of DBE payments with the final invoice will result in twenty-five percent (25%) of the dollar value of the invoice being withheld from payment until the form is submitted.The amount will be returned to Consultant when a satisfactory "Final Report-Utilization of Disadvantaged Business Enterprises (DBE), First-Tier Subconsultants"is submitted to the Contract Administrator. K. If a DBE subconsultant is decertified during the life of the Agreement, the decertified subconsultant shall notify Consultant in writing with the date of decertification. If a subconsultant becomes a certified DBE during the life of the Agreement,the subconsultant shall notify Consultant in writing with the date of certification. Any changes should be reported to the City's Contract Administrator within 30 days. 15. COST PRINCIPLES (a) Notwithstanding any other provision of this Agreement, Consultant agrees that the Contract Cost Principles and Procedures set forth in 48 CFR, Federal Acquisition Regulations System, Chapter 1, Part 31.000 et seq., shall be used to determine the allowability of cost individual items. The CONSULTANT also agrees to comply with Federal procedures in accordance with 2 CFR Part 200, Uniform Administrative Requirements,Cost Principles,and Audit Requirements for Federal Awards. (b) Any costs for which payment has been made to the CONSULTANT that are determined by subsequent audit to be unallowable under 48 CFR Part 31 or 2 CFR Part 200 are subject to repayment by the CONSULTANT to LOCAL AGENCY. (c) In providing the services under this Agreement,Consultant agrees to comply with federal procedures in accordance with 49 CFR, Part 18, Uniform Administrative Requirements for Grants and Cooperative Agreements to State and Local Governments. (d) Consultant acknowledges that payments made by City to Consultant under this Agreement are subject to audit by the California Department of Transportation ("Caltrans") and/or the federal government. The Consultant agrees to adhere to the Accounting and Auditing Guidelines for contracts with Caltrans available at dot.ca.gov, as well as the federal guidelines set forth herein. Any cost for which payment has been made to Consultant that is determined by a subsequent audit to be unallowable under 49 CFR, Part 18, 48 CFR, Federal Acquisition Regulations System, Chapter 1, Part 31.000 et seq., or under Caltrans auditing principals is subject to repayment by Consultant to the City. In such case,the City shall provide Consultant with a copy of the audit findings and Consultant shall make the payment within ten days of City's request. 16. CONFLICTS OF INTEREST. Design Professional covenants that neither it, nor any officer or principal of its firm, has or shall acquire any interest,directly or indirectly,which would conflict in any manner with the interests of City or which would in any way hinder Design Professional's performance of the Services. Design Professional -9- further covenants that in the performance of this Agreement, no person having any such interest shall be employed by it as an officer, employee, agent or subcontractor without the express written consent of the City Manager.Design Professional agrees to at all times avoid conflicts of interest or the appearance of any conflicts of interest with the interests of City in the performance of this Agreement. City may determine that Design Professional must disclose its financial interests by completing and filing a Fair Political Practices Commission Form 700, Statement of Economic Interests. If such a determination is made, Design Professional shall file the subject Form 700 with the City Clerk's Office pursuant to the written instructions provided by the Office of the City Clerk within ten (10) days of the request. City understands and acknowledges that Design Professional is,as of the date of execution of this Agreement, independently involved in the performance of non-related services for other governmental agencies and private parties. Design Professional is unaware of any stated position of City relative to such projects. Any future position of City on such projects shall not be considered a conflict of interest for purposes of this section. City understands and acknowledges that Design Professional will,perform non-related services for other governmental agencies and private parties following the completion of the Services under this Agreement. Any such future service shall not be considered a conflict of interest for purposes of this section. 17. CONFIDENTIAL INFORMATION; RELEASE OF INFORMATION. All information gained or work product produced by Design Professional in performance of this Agreement shall be considered confidential, unless such information is in the public domain or already known to Design Professional. Design Professional shall not release or disclose any such information or work product to persons or entities other than City without prior written authorization from the City Manager,except as may be required by law. Design Professional, its officers, employees, agents or subcontractors, shall not, without prior written authorization from the City Manager or unless requested by the City Attorney of City,voluntarily provide declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the work performed under this Agreement. Response to a subpoena or court order shall not be considered "voluntary" provided Design Professional gives City notice of such court order or subpoena. If Design Professional, or any officer, employee, agent or subcontractor of Design Professional, provides any information or work product in violation of this Agreement,then City shall have the right to reimbursement and indemnity from Design Professional for any damages, costs and fees, including attorney's fees,caused by or incurred as a result of Design Professional's conduct. Design Professional shall promptly notify City should Design Professional,its officers,employees, agents or subcontractors be served with any summons, complaint, subpoena, notice of deposition,request for documents, interrogatories, request for admissions or other discovery request, court order or subpoena from any party regarding this Agreement and the work performed thereunder. City retains the right, but has no obligation, to represent Design Professional or be present at any deposition, hearing or similar proceeding. Design Professional agrees to cooperate fully with City and to provide City with the opportunity to review any response to discovery requests provided by Design Professional. However,this right to review any such response does not imply or mean the right by City to control,direct,or rewrite said response. - 10 - 18. INDEMNIFICATION. Indemnification by Design Professional. As provided under Civil Code Section 2782.8, Design Professional shall indemnify, protect, defend, and hold harmless City and any and all of its officials, employees,and agents("Indemnified Parties")from and against any and all third-party claims.actions and proceedings (whether at law or equity, administrative or judicial), demands, orders,judgments, losses, liabilities,damages,costs and expenses, including attorney's fees and costs, (collectively "Claims")to the extent same arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Design Professional, its officers, agents, employees or sub-consultants (or any entity or individual that Design Professional shall bear the legal liability thereof)in the performance of professional services under this Agreement,with the understanding that in the event Claims are found by the trier of fact to have been caused by the joint or concurrent negligence of the City and its contractors and Design Professionals,and Design Professional, damages and expenses from both indemnity and duty to defend obligations shall be borne by each party in proportion to its negligence.Notwithstanding any provision of law to the contrary, Design Professional shall have the right to defend and settle any action for which indemnification is sought, provided that it shall not enter into any settlement that requires an admission of wrongdoing by any indemnitee without that indemnitee's approval.Design Professional's obligations under this Agreement are contingent upon timely receipt of notice of the claim for which indemnification is sought,such that defense of the claim is not prejudiced,and the reasonable assistance of the indemnitee in connection with the defense of the claim. Indemnification from Subcontractors. Design Professional agrees to obtain executed indemnity agreements with provisions identical to those set forth here in this section from each and every sub- consultant, subcontractor or any other person or entity involved by, for, with or on behalf of Design Professional in the performance of this Agreement naming the Indemnified Parties as additional indemnitees. In the event Design Professional fails to obtain such indemnity obligations from others as required here, Design Professional agrees to be fully responsible according to the terms of this section. Failure of City to monitor compliance with these requirements imposes no additional obligations on City and will in no way act as a waiver of any rights hereunder. This obligation to indemnify and defend City as set forth herein is binding on the successors, assigns or heirs of Design Professional and shall survive the termination of this Agreement or this section. City's Negligence. The provisions of this section do not apply to Claims occurring as a result of City's sole negligence.The provisions of this section shall not release City from liability arising from gross negligence or willful acts or omissions of City or any and all of its officials,employees and agents. 19. INSURANCE. Design Professional agrees to obtain and maintain in full force and effect during the term of this Agreement the insurance policies set forth in Exhibit"C""Insurance"and made a part of this Agreement. All insurance policies shall be subject to approval by City as to form and content. These requirements are subject to amendment or waiver if so approved in writing by the City Manager. Design Professional agrees to provide City with copies of required policies upon request. 20. ASSIGNMENT. The expertise and experience of Design Professional are material considerations for this Agreement. City has an interest in the qualifications and capability of the persons and entities who will fulfill the duties and obligations imposed upon Design Professional under this Agreement. In recognition of that interest, Design Professional shall not assign or transfer this Agreement or any portion of this Agreement or the performance of any of Design Professional's duties or obligations under this Agreement - 11 - without the prior written consent of the City, which shall not be unreasonably delayed or withheld. Any attempted assignment shall be ineffective, null and void, and shall constitute a material breach of this Agreement entitling City to any and all remedies at law or in equity, including termination of this Agreement pursuant to Section 21 "Termination of Agreement." City acknowledges,however,that Design Professional, in the performance of its duties pursuant to this Agreement,may utilize subcontractors. 21. CONTINUITY OF PERSONNEL. Design Professional shall make every reasonable effort to maintain the stability and continuity of Design Professional's staff and subcontractors, if any, assigned to perform the Services. Design Professional shall notify City of any changes in Design Professional's staff and subcontractors, if any, assigned to perform the Services prior to and during any such performance. 22. TERMINATION OF AGREEMENT. City may terminate this Agreement, with or without cause, at any time by giving thirty (30)days written notice of termination to Design Professional. In the event such notice is given,Design Professional shall cease immediately all work in progress. Design Professional may terminate this Agreement for cause at any time upon thirty (30) days written notice of termination to City. If either Design Professional or City fail to perform any material obligation under this Agreement, then, in addition to any other remedies, either Design Professional, or City may terminate this Agreement immediately upon written notice. Upon termination of this Agreement by either Design Professional or City, all property belonging exclusively to City which is in Design Professional's possession shall be returned to City. Design Professional shall furnish to City a final invoice for work performed and expenses incurred by Design Professional,prepared as set forth in Section 4"Compensation and Method of Payment"of this Agreement. This final invoice shall be reviewed and paid in the same manner as set forth in Section 4"Compensation and Method of Payment"of this Agreement. 23. DEFAULT. In the event that Design Professional is in default under the terms of this Agreement,the City shall not have any obligation or duty to continue compensating Design Professional for any work performed after the date of default. Instead,the City may give notice to Design Professional of the default and the reasons for the default. The notice shall include the timeframe in which Design Professional may cure the default. This timeframe is presumptively thirty (30) days, but may be extended, though not reduced, if circumstances warrant. During the period of time that Design Professional is in default,the City shall hold all invoices and shall,when the default is cured,proceed with payment on the invoices. In the alternative, the City may,in its sole discretion,elect to pay some or all of the outstanding invoices during the period of default. If Design Professional does not cure the default, the City may take necessary steps to terminate this Agreement under Section 19"Termination of Agreement." Any failure on the part of the City to give notice of the Design Professional's default shall not be deemed to result in a waiver of the City's legal rights or any rights arising out of any provision of this Agreement. - 12 - 24. EXCUSABLE DELAYS. Design Professional shall not be liable for damages, including liquidated damages, if any, caused by delay in performance or failure to perform due to causes beyond the control of Design Professional. Such causes include, but are not limited to, acts of God, acts of the public enemy, acts of federal, state or local governments, acts of City, court orders, fires, floods, epidemics, strikes, embargoes, and unusually severe weather. The term and price of this Agreement shall be equitably adjusted for any delays due to such causes. 25. COOPERATION BY CITY. All public information, data, reports, records, and maps as are existing and available to City as public records, and which are necessary for carrying out the Services shall be furnished to Design Professional in every reasonable way to facilitate,without undue delay,the Services to be performed under this Agreement. 26. NOTICES. All notices required or permitted to be given under this Agreement shall be in writing and shall be personally delivered, or sent by telecopier or certified mail, postage prepaid and return receipt requested, addressed as follows: To City: City of Cathedral City Attn: Charles P. McClendon,City Manager 68-700 Avenida Lalo Guerrero Cathedral City,CA 92234 To Design Professional: NAI Consulting Inc. Attn:Joshua Nickerson, Principal 68-955 Adelina Road Cathedral City,CA 92234 Notice shall be deemed effective on the date personally delivered or transmitted by facsimile or, if mailed,three(3)days after deposit of the same in the custody of the United States Postal Service. 27. AUTHORITY TO EXECUTE. The person or persons executing this Agreement on behalf of Design Professional represents and warrants that he/she/they has/have the authority to so execute this Agreement and to bind Design Professional to the performance of its obligations hereunder. 28. ADMINISTRATION AND IMPLEMENTATION. This Agreement shall be administered and executed by the City Manager or his or her designated representative. The City Manager shall have the authority to issue interpretations and to make amendments to this Agreement, including amendments that commit additional funds, consistent with Section 27 "Amendment"and the City Manager's contracting authority under the Cathedral City Municipal Code. - 13 - 29. BINDING EFFECT. This Agreement shall be binding upon the heirs,executors,administrators, successors and assigns of the Parties. 30. AMENDMENT. No amendment to or modification of this Agreement shall be valid unless made in writing and approved by the Design Professional and by the City. The City Manager shall have the authority to approve any amendment to this Agreement if the total compensation under this Agreement,as amended,would not exceed the City Manager's contracting authority under the Cathedral City Municipal Code. All other amendments shall be approved by the City Council. The Parties agree that the requirement for written modifications cannot be waived and that any attempted waiver shall be void. 31. WAIVER Waiver by any Party to this Agreement of any term,condition,or covenant of this Agreement shall not constitute a waiver of any other term,condition,or covenant. Waiver by any Party of any breach of the provisions of this Agreement shall not constitute a waiver of any other provision nor a waiver of any subsequent breach or violation of any provision of this Agreement. Acceptance by City of any work or services by Design Professional shall not constitute a waiver of any of the provisions of this Agreement. 32. LAW TO GOVERN;VENUE. This Agreement shall be interpreted, construed and governed according to the laws of the State of California. In the event of litigation between the Parties, venue in state trial courts shall lie exclusively in the County of Riverside, California. In the event of litigation in a U.S. District Court, venue shall lie exclusively in the Central District of California, in Riverside. 33. ATTORNEYS FEES,COSTS AND EXPENSES. In the event litigation or other proceeding is required to enforce or interpret any provision of this Agreement, the prevailing Party in such litigation or other proceeding shall be entitled to an award of reasonable attorney's fees,costs and expenses, in addition to any other relief to which it may be entitled. 34. ENTIRE AGREEMENT. This Agreement,including the attached Exhibits"A"through"C",is the entire,complete,final and exclusive expression of the Parties with respect to the matters addressed therein and supersedes all other agreements or understandings, whether oral or written, or entered into between Design Professional and City prior to the execution of this Agreement. No statements,representations or other agreements,whether oral or written,made by any Party which are not embodied herein shall be valid and binding. 35. SEVERABILITY. If any term, condition or covenant of this Agreement is declared or determined by any court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions of this Agreement shall not be affected thereby and the Agreement shall be read and construed without the invalid, void or unenforceable provision(s). - 14 - 36. CONFLICTING TERMS. Except as otherwise stated herein, if the terms of this Agreement conflict with the terms of any Exhibit hereto,or with the terms of any document incorporated by reference into this Agreement,the terms of this Agreement shall control. - 15 - IN WITNESS WHEREOF,the Parties hereto have executed this Agreement on the date and year first-above written. CITY OF CATHEDRAL CITY NAI CONSULTING, INC. Charles P.McClendon \cif(rz XickacSCeI City Manager Its: Vice Presirle,r{' ATTEST: By: Its: racey R. rmo illo, CMC City Clerk APPROVED AS TO FO Eric S. Vail City Attorney NOTE: DESIGN PROFESSIONAL'S SIGNATURES SHALL BE DULY NOTARIZED, AND APPROPRIATE ATTESTATIONS SHALL BE INCLUDED AS MAY BE REQUIRED BY THE BYLAWS,ARTICLES OF INCORPORATION,OR OTHER RULES OR REGULATIONS APPLICABLE TO DESIGN PROFESSIONAL'S BUSINESS ENTITY. - 16 - A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness,accuracy,or validity of that document. ALL-PURPOSE ACKNOWLEDGMENT NOTARY FOR CALIFORNIA STATE OF CALIFORNIA ) COUNTY OF RIVERSIDE ) / _, On-©I/GI ,2023 ,before me, 144 iI Z— 4 e, Date Name an Title of Officer(e.g." e Doe,Nota ubli ') personally appeared 07'S‘ V ct- 00 Name of Signer(s) who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s),or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of _ _ California that the foregoing paragraph is true and correct. v'�2.,. JULIO RAMIREZ COMM. #231 6144 WITNESS my hand and official seal. z '� _ p• Notary Public - California o __ q ' # Riverside County 1 — - _ - M,r Comm.Expires Jan.2,2024 l I.._ .""r447.77-o 1 otary 1 OPTIONAL Though this section is optional, completing this information can deter alternation of the document or fraudulent reattachment of this form to an unintended document. CAPACIT(IES)CLAIMED BY SIGNER(S) DESCRIPTION OF ATTACHED DOCUMENT Signer's Name: Individual Corporate Officer Title(s) Title or Type of Document Partner(s) Limited General '• Attorney-In-Fact Number of Pages Trustee(s) Guardian/Conservator Other: Date of Document Signer is representing: Name of Person(s)Or Entity(ies) Signer(s)Other Than Named Above A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached,and not the truthfulness,accuracy,or validity of that document. ALL-PURPOSE ACKNOWLEDGMENT NOTARY FOR CALIFORNIA STATE OF CALIFORNIA ) COUNTY OF RIVERSIDE ) On , 2023 ,before me, , Date Name and Title Of Officer(e.g."Jane Doe,Notary Public") personally appeared , Name of Signer(s) who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s),or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature of Notary Public OPTIONAL Though this section is optional, completing this information can deter alternation of the document or fraudulent reattachment of this form to an unintended document. CAPACIT(IES)CLAIMED BY SIGNER(S) DESCRIPTION OF ATTACHED DOCUMENT Signer's Name: Individual Corporate Officer Title(s) Title or Type of Document Partner(s) Limited General Attorney-In-Fact Number of Pages .. Trustee(s) Guardian/Conservator Other: Date of Document Signer is representing: Name of Person(s)Or Entity(ies) Signer(s)Other Than Named Above EXHIBIT "A" SCOPE OF SERVICES The Consultant is expected to provide weekly engineering support on or off site,as determined by the Director of Engineering/Public Works and/or the City Engineer. The anticipated length of the contract is two years with a starting date on June 10,2023 and ending date on June 30,2025. Typical services to be provided include,but are not limited to,the following: a. Prepare for City signatures any necessary documents,and coordinate with various regional, county, state and federal funding agencies to acquire and maintain funding and approvals. b. Identify grant opportunities, prepare applications and documents (i.e. proposals and plans),evaluate and prepare budgets,and complete required federal forms. c. Attend Project Development Team meetings on behalf of the City. d. Assist in the preparation of formal and informal requests for proposals for design and/or construction projects and summarize proposals received. e. Monitor and report on project status,budget vs.actual expenditures,and contract time vs. actual time. f. Provide design and construction services for minor Capital Improvement Projects. g. Prepare and track project schedules. h. Prepare correspondence, reports, and memoranda necessary to administer various State and federally funded transportation projects. i. Assist with issues associated with the Coachella Valley Transportation Uniform Mitigation Fee(TUMF)Program. j. Provide services in compliance with current Caltrans/Federal Highway Administration or other applicable state/federal policies and procedures where required for the project. k. Other duties as assigned by the Director of Engineering / Public Works and/or the City Engineer. The selected firm will be responsible for providing engineering support and grant administration services to ensure delivery of the projects remain consistent with FTIP,HBP and HSIP project schedules and programming guidelines, communicating with Caltrans on project deliverables and other administrative functions associated with delivering federally funded Local Assistance projects. A-1 EXHIBIT "B" COMPENSATION (See attached rates of compensation.) B-1 41.4 u 0 a, il . oo - 0 0 0 0 0 a U m 0 cc .W49 69 69 69 CA a m 0 O O O O G m o O inIn In O I- el CI) > CMot J U ,F4 EA N o \ o o o \ o \' ct C p O N O O O O O O co O O O O --P. w . 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N N N N N N N N N N N N N N N N N N E O O O 0 O O O O O O O O O 0 O O O O Z a) LL N N N N N N N N N N N N N N N N N N O CO w a- 4- r r r- r r r r r r- r r r r r r 0 N r Q m c __ Ct N CO Q c 8 N Q Q Q Q cc Q Q Q Q Q Q Q Q Q Q Q Q o O 2 Z Z zzz zzz zzz zzz zzz Q = cn r C a)Q z J ce X + C) ,_ Q Q Q Q Q Q Q Q Q Q Q Q Q Q Q Q Q Q a� C.) .o = -— zzz zzz zzz zzz zzz zzz iii r- � a 2, O rtO O 0 0 0 0 0 0 o O o o 0 0 0 0 00 o 0 0 a Z = L o 0 0 0 0 0 OQP o 0 0 goo pop a = O rn of Cr) of c- - v o r- ri m ri co co ap m in in L M M r) N M c') r- N co O O cn ° O H CO r- r r r- r- r- r r .- e r r- r- r- r- r- r- Q 65 , rt0 69 69 CA 69 to 69 N) 69 of E9 fort fort fA 69 69 fA fort fort LL w ' a) Z W ' c Z co Z Z Z co rn J LU EN CO c - J O I- c Li: "CO 0 N o + < 0 U • - a) a) o) o) E inrn co + co Zv c. (0 co c = c co m c i O a U c co c _ _ m m .. - i 2 m o — _ — = - c a).- _) Cr ZCt flIU aa> rn _m wrn m m 'm da) _c C = cC ,c O` w c UZ Ua z m E) co a`) 0) co a v w - O O o c 5 m m �o in 2 w M_ c w M w °' ") B m a C U E H 3 ,c .a H a) .g x o m .o U o u u cc a V n c 0 c o 5 c o o) c o c vo) w ao) H a -3 a` a a_ CO a` QU) a` U) < < Q .2 f- O 0 1 v = .o 'u4.4 a) i o c o 0 0 fD RI , O • 0) 6 o U m"co N fa VI m o CA 69C toCa = t o 0 0 - 0 0 13 CV o V S U f9 69 3 a a 0) a c IliN >- E c J tf) N U O441 Q 00 0 0 0 0 o in' U w 0 02 O O O O O O co F-� w z a� u 6 6 6 6 lc) 6 E E s F/—I O O twi Q o cCo U N co l Z o O 6 y t00 a) sr) a C .N w Z a M N N v N _y f0 1... Z O T 0 C V F- 3 O U L d C C F V= ., 0) j69 fA to .O c 0 o C.) Y , m J Q 00 M R 1.0 elV' lt) CO 'or 6E C _ >, E' N N N N N N N N N y CO 0 CD CD CD `) 7 >,O N N N N N N N N N 0 0 = O F- 'in' U '�- " M M M M M M M M M U N LI_ .-- 0) = N N N N � (� (� N N E C Q O V 0) w O E. to C > N a a > c N -0 � 'C Ct w CO N N NNN NNN O V 0) N V C E 0 0 0 O 0 O 0 CD 0 C Ts 'E Z O O N N N N N N N N N a) co N 0) O w" A C o C F' •- 3 C O O O C N H CO- N -C fQ (I) 0 CD CD CD CD 0 0 0 0 > f6 ' . Z X 0 0 0 0 0 0 0 0 0 b N O m t0 V N O m V O a D T 0 N- co r m N M O O. N 0 • O YO a 0 U a N 69 69 to 69 69 to to 69 t!-) N Ti U 0 F 0) .E t m I Z t6 N E I Q C x In Ln N 0 0 0 CO O In V1 N E YI d re 0 en�? M QI O V O m M u1 OS Ur F,. .0 v N M O N CO CO O) CO lfl N >.c, III l- 'Ca NO v) U 7 O O I H 7 >' U) to to 69 to 69 tf) t9 V) O O U a t C O O 01 0. U to f0 O Cr O O O O CDCDCD CDQCD T v C a s Z = 0 0 0 0 0 0 0 0 0 o U Cl- Z O O) U7 CO M N (O O O) N )f7 n C N 0) D Q m m Q) N- I� co u) (D O CO 0 C O L v F• Q in m v o m o a a) Zf ce to 69 to ER VI 69 EA 69 69 C N L 73 + • m w0 z re re 0 Eo• •Cv 0,Eu C Z• tl) 0 w o a U 1° N a = E 3 a o � o a i Z x J a ` y C >. w ~ CO > Y N L 11.3 0) I ,....1 W E E N 3 f° C o d f0 ra in c O. o O N Z lb O A E• 7 U O3 07 o O 0 asa E E H 7 0 0 N 0) 0) 7 U U a Q 0) N C (/� a N 0) C N 0. @ f0 E • p II 0) J a co z a w r E m a� e .CO m m E O n N v 0 0 d c in c U w as w m O U M E V g).0 c d CC C c L > mO Cs. ~n .N Y .CO N O E m U N o ~ Y in H o0 m ti a o tn �j w -) -0 0 -o 0 a O . O m a a a , a z U fV ri 0) v 6 O 0 a • ' } '0 - CO. a I I I I imil . : U CIA O - k E 4 0 as L 50z I-/ CO < b \ ® § & 0 d g > ai § g ; al s CO CO0) w Li— \ \ \ \ - \ § a a a a 4 ® - - - - b « « (/) ° v z _ aa- g 3 § § 2 w k I- t i a) CO 5 \ § k a 2 .o - 2 Cl) 0 2 < ■ \ \ ƒ } - 0 ' 0 m ! Dau y 0 E - e 0_ CD E Cr a 0 § a ■ 3 ; § 2 \ 2 e g @ a o ® I-z 1- £ % E. IJJ § - c \ CL E a) / z cc c - - 0 � ® § ca \ to \ la 0 \ C.) \ / 2 J § - £ ; _ co _ 3 o U. » ° S ; c Q § .q & < # « co , § •w •w w •¥ •k \ ® / E f � / ) / § } ; ; ; ■ ; I \ 9 Cl) C 3 ® % ' a a k k 2 In 0 > \ \ \ \ \ j - § 2 } k § � ` re ,_0 CL cc 1- I < / 3 CO 3 $ � !� i a 6 I- 0 I o Local Assistance Procedures Manual Exhibit 10-K Consultant Annual Certification of Indirect Costs and Financial Management System EXHIBIT 10-K CONSULTANT ANNUAL CERTIFICATION OF INDIRECT COSTS AND FINANCIAL MANAGEMENT SYSTEM (Note: If a Safe Harbor Indirect Cost Rate is approved,this form is not required) Consultant's Full Legal Name: NAI Consulting, Inc. Important: Consultant means the individual or consultant providing engineering and design related services as a party of a contract with a recipient or sub-recipient of Federal assistance. Therefore, the Indirect Cost Rate(s)shall not be combined with its parent company or subsidiaries. Indirect Cost Rate: Combined Rate 138 %OR Home Office Rate % and Field Office Rate(if applicable) % Facilities Capital Cost of Money %(if applicable) Fiscal period* 01/01/22 - 12/31/22 * Fiscal period is annual one-year applicable accounting period that the Indirect Cost Rate was developed(not the contract period).The Indirect Cost Rate is based on the consultant's one-year applicable accounting period for which financial statements are regularly prepared by the consultant. I have reviewed the proposal to establish an Indirect Cost Rate(s)for the fiscal period as specified above and have determined to the best of my knowledge and belief that: • All costs included in the cost proposal to establish the indirect cost rate(s)are allowable in accordance with the cost principles of the Federal Acquisition Regulation(FAR)48,Code of Federal Regulations(CFR),Chapter 1, Part 31 (48 CFR Part 31); • The cost proposal does not include any costs which are expressly unallowable under the cost principles of 48 CFR Part 31; • The accounting treatment and billing of prevailing wage delta costs are consistent with our prevailing wage policy as either direct labor,indirect costs,or other direct costs on all federally- funded A&E Consultant Contracts. • All known material transactions or events that have occurred subsequent to year-end affecting the consultant's ownership, organization,and indirect cost rates have been disclosed as of the date of this certification. I am providing the required and applicable documents as instructed on Exhibit 10-A. Financial Management System: Our labor charging,job costing,and accounting systems meet the standards for financial reporting,accounting records,and internal control adequate to demonstrate that costs claimed have been incurred,appropriately accounted for,are allocable to the contract,and comply with the federal requirements as set forth in Title 23 United States Code(U.S.C.)Section 112(b)(2);48 CFR Part 31.201-2(d):23 CFR,Chapter 1.Part 172.11 faiai; and all applicable state and federal rules and regulations. Our financial management system has the following attributes: • Account numbers identifying allowable direct, indirect,and unallowable cost accounts; March 2018 Local Assistance Procedures Manual Exhibit 10-K Consultant Annual Certification of Indirect Costs and Financial Management System • Ability to accumulate and segregate allowable direct, indirect,and unallowable costs into separate cost accounts; • Ability to accumulate and segregate allowable direct costs by project,contract and type of cost; • Internal controls to maintain integrity of financial management system; • Ability to account and record costs consistently and to ensure costs billed are in compliance with FAR; • Ability to ensure and demonstrate costs billed reconcile to general ledgers and job costing system;and • Ability to ensure costs are in compliance with contract terms and federal and state requirement Cost Reimbursements on Contracts: 1 also understand that failure to comply with 48 CFR Part 16.301-3 or knowingly charge unallowable costs to Federal-Aid Highway Program(FAHP)contracts may result in possible penalties and sanctions as provided by the following: • Sanctions and Penalties-23 CFR Part 172.1 11cg4 i • False Claims Act-Title 31 U.S.C. Sections 3729-3733 • Statements or entries generally-Title 18 U.S.C.Section 1001 • Major Fraud Act-Title 18 U.S.C.Section 1031 All A&E Contract Information: • Total participation amount$300000 on all State and FAHP contracts for Architectural& Engineering services that the consultant received in the last three fiscal periods. • The number of states in which the consultant does business is 1 • Years of consultant's experience with 48 CFR Part 31 is 27 • Audit history of the consultant's current and prior years(if applicable) O Cognizant ICR Audit U Local Gov't ICR Audit ® Caltrans ICR Audit O CPA ICR Audit -� Federal Gov't ICR Audit I,the undersigned,certify all of the above to the best of my knowledge and belief and that 1 have reviewed the Indirect Cost Rate Schedule to determine that any costs which are expressly unallowable under the Federal cost principles have been removed and comply with Title 23 U.S.C.Section 1 l2t b it2 t,48 CFR Part 31,23 CFR Part 172, and all applicable state and federal rules and regulations. I also certify that I understand that all documentation of compliance must be retained by the consultant. I hereby acknowledge that costs that are noncompliant with the federal and state requirements are not eligible for reimbursement and must be returned to Caltrans. Name**: Joshua Nickerson Title**: Vice President Joshua Nickerson `=0 ^'"""°' ""�"'°" 04/16/2023 Signature: °°�p230't8?10v�°T°° Date of Certification(mm/dd/yyyy): Email**: jnickerson@naieonsulting.com Phone Number**: 760-323-5344 **An individual executive or financial officer of the consultants or subconsultant's organization at a level no lower than a Vice President,a Chief Financial Officer,or equivalent,who has authority to represent the financial information used to establish the indirect cost rate Note: Both prime and subconsultants as parties of a contract must complete their own Exhibit 10-K forms. Caltrans will not process local agency's invoices until a complete Exhibit 10-Kform is accepted and approved by Caltrans Audits and Investigations. Distribution: I)Original-Local Agency Project File 2)Copy-Consultant 3)Copy-Caltrans Audits and Investigations March 2018 EXHIBIT "C" INSURANCE A. Insurance Coverages. Service Provider shall provide and maintain insurance, acceptable to the City, in full force and effect throughout the term of this Agreement, against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the Services by Service Provider,its agents,representatives or employees. Service Provider shall procure and maintain the following scope and limits of insurance: Only the following"marked"requirements are applicable: X Commercial General Liability (CGL): Insurance written on an occurrence basis to protect Service Provider and City against liability or claims of liability which may arise out of this Agreement in the amount of one million dollars($1,000,000) per occurrence and subject to an annual aggregate of two million dollars ($2,000,000). Coverage shall be at least as broad as Insurance Services Office form Commercial General Liability coverage (Occurrence Form CG 0001). There shall be no endorsement or modification of the CGL limiting the scope of coverage for either insured vs. additional insured claims or contractual liability. All defense costs shall be outside the limits of the policy. X Vehicle Liability Insurance: Vehicle liability insurance in an amount not less than$1,000,000 for injuries, including accidental death, to any one person, and subject to the same minimum for each person,in an amount not less than one million dollars($1,000,000)for each accident,and property damage insurance in an amount of not less than one million dollars($1,000,000). A combined single limit policy with aggregate limits in an amount of not less than $2,000,000 shall be considered equivalent to the said required minimum limits. Coverage shall be at least as broad as Insurance Services Office form number CA 0001 covering Automobile Liability, including code 1 "any auto" and endorsement CA 0025, or equivalent forms subject to the approval of the City. X Workers' Compensation Insurance: Workers' Compensation insurance that includes a minimum of one million dollars ($1,000,000) of employers' liability coverage. Service Provider shall provide an endorsement that the insurer waives the right of subrogation against the City and its respective elected officials,officers,employees,agents and representatives. In the event a claim under the provisions of the California Workers' Compensation Act is filed against City by a bona fide employee of Service Provider participating under this Agreement, Service Provider is to defend and indemnify the City from such claim. X Professional Liability Insurance: Professional liability insurance appropriate to the Service Provider's profession in an amount not less than one million dollars$1,000,000 per claim. This coverage may be written on a"claims made"basis. The professional liability insurance required by this Agreement must be endorsed to be applicable to claims based upon, arising out of or related to Services performed under this Agreement. The insurance must be maintained for at least three(3)consecutive years following the completion of Service Provider's services or the termination of this Agreement. During this additional three(3)year period,Service Provider shall annually and upon request of the City submit written evidence of this continuous coverage. B-2 B. Other Provisions. Insurance policies required by this Agreement shall contain the following provisions: 1. All Coverages. a. Each insurance policy required by this Agreement shall be endorsed and state the coverage shall not be suspended,voided,cancelled by the insurer or either Party to this Agreement, reduced in coverage or in limits except after 30 days' prior written notice by certified mail, return receipt requested,has been given to City. b. Insurance is to be placed with insurers with a current A.M.Best's rating of no less than A:VII. 2. Commercial General Liability and Automobile Liability Coverages. a. City, and its respective elected and appointed officers, officials, and employees and volunteers are to be covered as additional insureds as respects: liability arising out of activities Service Provider performs; products and completed operations of Service Provider; premises owned,occupied or used by Service Provider;or automobiles owned,leased,hired or borrowed by Service Provider. The coverage shall contain no special limitations on the scope of protection afforded to City,and their respective elected and appointed officers, officials,or employees. b. Service Provider's insurance coverage shall be primary insurance with respect to City, and its respective elected and appointed, its officers, officials, employees and volunteers. Any insurance or self-insurance maintained by City, and its respective elected and appointed officers, officials, employees or volunteers, shall apply in excess of, and not contribute with, Service Provider's insurance. c. Service Provider's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability. d. Any failure to comply with the reporting or other provisions of the insurance policies, including breaches of warranties, shall not affect coverage provided to City, and its respective elected and appointed officers,officials,employees or volunteers. e. The insurer waives all rights of subrogation against the City, its elected or appointed officers,officials,employees or agents. 3. Workers' Compensation Coverage. Unless the City Manager otherwise agrees in writing,the insurer shall agree to waive all rights of subrogation against City,and its respective elected and appointed officers, officials, employees and agents for losses arising from work performed by Service Provider. C. Other Requirements. Service Provider agrees to deposit with City,at or before the effective date of this Agreement, certificates of insurance necessary to satisfy City that the insurance provisions of this contract have been complied with. The City may require that Service Provider furnish City with copies of original endorsements effecting coverage required by this Exhibit "C". The certificates and endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. City reserves the right to inspect complete,certified copies of all required insurance policies,at any time. B-3 1. Service Provider shall furnish certificates and endorsements from each sub- contractor identical to those Service Provider provides. 2. Any deductibles or self-insured retentions must be declared to and approved by City. At the option of City, either the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects City or its respective elected or appointed officers, officials, employees and volunteers, or the Service Provider shall procure a bond guaranteeing payment of losses and related investigations, claim administration, defense expenses and claims. 3. The procuring of such required policy or policies of insurance shall not be construed to limit Service Provider's liability hereunder nor to fulfill the indemnification provisions and requirements of this Agreement. B-4 AC CERTIFICATE OF LIABILITY INSURANCE DATE(MMIDD/YYYY) 05/30/2022 • THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT Marsh Affinity ty PHONE FAX Marsh Affinity (NC,No,Ext): 866237-0079 (NC,No): a division of Marsh USA Inc. E-MAIL ADDRESS: ADPTotalSource@marsh.com PO Box 14404 Des Moines,IA 50306-9686 INSURER(S)AFFORDING COVERAGE NAIC# INSURER A: AIU Insurance Company 19399 INSURED INSURER B: ADP TotalSource DE IV,Inc. INSURER C: 5800 Windward Parkway INSURER D: Alpharetta,GA 30005 UC/F: INSURER E: NAI CONSULTING,INC. INSURER F: 68955 ADELINA RD Cathedral City,CA 922340000 COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPEOF INSURANCE ADDLSUBR POLICY NUMBER F'OLICYEFF POLICY EXP LIMITS LTR INSD WVD (MM/DD/YYYY) (MM/DD/YYYY) COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ CLAIMS-MADE OCCUR DAMAGE TO RENTED $ PREMISES(Ea occurrence) MED EXP(Any one person) $ PERSONAL&ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ POLICY nPRO JECT LOC PRODUCTS-COMP/OP AGG $ OTHER: $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ (Ea accident) ANY AUTO BODILY INJURY(Per person) $ OWNED SCHEDULED BODILY INJURY(Per accident) $ _AUTOS ONLY _AUTOS HIRED NON-OWNED PROPERTY DAMAGE $ AUTOS ONLY AUTOS ONLY (Per accident) UMBRELLA LIAR OCCUR EACH OCCURRENCE $ EXCESS LIAR CLAIMS-MADE AGGREGATE $ DED RETENTION$ $ WORKERS COMPENSATION 'PER OTH- ANDEMPLOYERS'LIABILITY YIN STATUTE ER ANYPROPRIETORIPARTNER/EXECUTIVE E.L.EACH ACCIDENT $ 2,000,000 OFFICERIMEMBER EXCLUDED? N/A X WC 053420355 CA 07/01/2022 07/01/2023 A (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ 2,000,000 R yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ 2,000,000 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached if more space is required) All worksile employees working for NAI CONSULTING,INC.,paid under ADP TOTALSOURCE,INC's payroll,are covered under the above stated policy.WAIVER OF SUBROGATION IN FAVOR OF CERTIFICATE HOLDER AS RESPECTS OF JOB PERFORMED BY NAI CONSULTING,INC.AS REQUIRED BY WRITTEN CONTRACT. CERTIFICATE HOLDER CANCELLATION City of Cathedral City SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE Public Works Department THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. 68700 Avenida Lab Guerrero Cathedral City,CA 92234 AUTHORIZED REPRESENTATIVE ACORD 25(2016/03) ©1988-2015 ACORD CORPO ION. All rights reserved. The ACORD name and logo are registered marks of ACORD . WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 43 03 06 (Ed.4-84) WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT-CALIFORNIA We have the right to recover our payments from anyone liable for an injury covered by this policy.We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule. The additional premium for this endorsement shall be 2% of the California workers' compensation premium otherwise due on such remuneration. Schedule WAIVER OF SUBROGATION IN FAVOR OF CERTIFICATE HOLDER AS RESPECTS OF JOB PERFORMED BY NAI CONSULTING, INC. AS REQUIRED BY WRITTEN CONTRACT. Person or Organization Job Description City of Cathedral City Public Works Department 68700 Avenida Lalo Guerrero Cathedral City, CA 92234 Notes: 1. This endorsement may be used to waive the company's right of subrogation against named third parties who may be responsible for an injury. 2. The sentence in( )is optional with the company. It limits the endorsement to apply to specific jobs of the insured,and only to the extent that the insured is required to obtain this waiver. This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) Endorsement Effective 07/01/2022 Policy No.WC 053420355 CA Endorsement No. Insured Insurance Company AIU Insurance Company ADP TotalSource DE IV,Inc. 5800 Windward Parkway Alpharetta,GA 30005 UC/F: NAI CONSULTING,INC. 68955 Adelina Rd Cathedral City,CA 92234 Countersigned by 0,1998 by the Workers'Compensation Insurance Rating Bureau of California.All rights reserved. From the WCIRB's California Workers' Compensation Insurance Forms Manual©2001. AcoR0� CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DDIVYYY) L 1- 05/06/2023 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER NAME CT Marsh Affinity PHONE FAX Marsh Affinity (NC,No,Ext): 800-743-8130 (NC,No): a division of Marsh USA LLC. E-MAIL ADPTotalSource@marsh.com PO BOX 14404 ADDRESS: Des Moines,IA 50306-9686 INSURER(S)AFFORDING COVERAGE NAIC# INSURER A: AIU Insurance Company 19399 INSURED INSURER B: ADP TotalSource DE IV,Inc. INSURER C: 5800 Windward Parkway INSURER D: Alpharetta,GA 30005 L/C/F: INSURER E: NAI CONSULTING,INC. INSURER F: 68955 ADELINA RD Cathedral City,CA 92234 COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDLSUBR POLICY NUMBER POLICY EFF POLICY EXP LIMITS LTR INSR WVD (MM/DD/YYYY) (MM/DD/YYYY) COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ CLAIMS-MADE OCCUR DAMAGE TO RENTED PREMISES(Ea occurrence) MED EXP(Any one person) $ PERSONAL&ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATEPRO $ POLICY JECT LOC PRODUCTS-COMP/OP AGG $ OTHER: $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ (Ea accident) ANY AUTO BODILY INJURY(Per person) $ OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE $ AUTOS ONLY AUTOS ONLY (Per accident) • UMBRELLA LIAR OCCUR EACH OCCURRENCE $ EXCESS LIAB CLAIMS-MADE AGGREGATE $ DED RETENTION$ $ WORKERS COMPENSATION PER OTH- AND EMPLOYERS'LIABILITY Y/N X STATUTE ER ANYPROPRIETOR/PARTNER/EXECUTIVE E.L.EACH ACCIDENT $ 2,000,000 OFFICER/MEMBER EXCLUDED? N/A X WC 034279474 CA 07/01/2023 07/01/2024 A (Mandatory in NH) E.L.DISEASE-EAEMPLOYEE $ 2,000,000 If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ 2,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached if more space is required) All worksite employees working for NAI CONSULTING,INC.,paid under ADP TOTALSOURCE,INC's payroll, RESPECTS OF are covered d er the above stated PJOB PERFORMED BY cOy NA! ONSUL.WAIVER OF TING,INC..ASSUBROGAT REQUIRED BION IN FAVOR OF YCONTRACT.CERTIFICATE WRITTEN CONTRA HOLDER AS see attached cancellation notice CERTIFICATE HOLDER CANCELLATION City of Cathedral City Public Works Department SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE 68700 Avenida Lalo Guerrero THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Cathedral City,CA 92234 ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE,, ACORD 25(2016/03) ©1988-2015 ACORD CORPO ION. All rights reserved. The ACORD name and logo are registered marks of ACORD • BLANKET WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT This endorsement changes the policy to which it is attached effective on the inception date of the policy unless a different date is indicated below. (The following "attaching clause" need be completed only when this endorsement is issued subsequent to preparation of the policy). This endorsement, effective 07/01/2023 12:01 AM forms a part of Policy No. WC 034279474 CA Issued to ADP TotalSource DE IV, Inc. 5800 Windward Parkway Alpharetta, GA 30005 L/C/F: NAI CONSULTING, INC. 68955 ADELINA RD Cathedral City, CA 92234 By AIU Insurance Company We have a right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against any person or organization with whom you have a written contract that requires you to obtain this agreement from us, as regards any work you perform for such person or organization. The additional premium for this endorsement shall be_% of the total estimated workers compensation premium for this policy. ANY PERSON OR ORGANIZATION TO WHOM YOU BECOME OBLIGATED TO WAIVE YOUR RIGHTS OF RECOVERY AGAINST, UNDER ANY CONTRACT OR AGREEMENT YOU ENTER INTO PRIOR TO THE OCCURRENCE OF LOSS WC 04 03 61 Countersigned by (Ed. 11/90) Authorized Representative THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement changes the policy to which it is attached effective on the inception date of the policy unless a different date is indicated below. (The following"attaching clause" need be completed only when this endorsement is issued subsequent to preparation of the policy). This endorsement, effective 12:01 AM 07/01/2023 forms a part of Policy No. WC 034279474 CA Issued to ADP TotalSource DE IV, Inc. NAI CONSULTING, INC. By AIU Insurance Company LIMITED ADVICE OF CANCELLATION TO SCHEDULED ENTITIES (WORKERS' COMPENSATION ONLY) This policy is amended as follows: In the event that the Insurer cancels this policy for any reason other than non-payment of premium, and 1. the cancellation effective date is prior to this policy's expiration date; 2. the Named Insured or, if applicable, any other employers named in Item 1 of the Information Page is under an existing contractual obligation to notify a certificate holder(s) when this policy is canceled (hereinafter, the "Certificate Holder(s)") and the Named Insured has provided the Insurer, either directly or through its broker of record, either: (a) the name of the entity shown on the certificate, a contact name at such entity and the U.S. Postal Service mailing address of each such entity; or (b) the email address of a contact at each such entity; and 3. prior to the effective date of cancellation, the Named Insured confirms to the Insurer, either directly or through its broker of record, that the persons or organizations set forth in the Schedule below, as well as their respective addresses listed, should continue to be a part of the Schedule and, if not, the names of the persons or organizations that should be deleted, the Insurer will provide advice of cancellation (the "Advice") to each such Certificate Holder(s) confirmed by the Named Insured in writing to be correctly a part of the Schedule within 30 days after the Named Insured confirms the accuracy of the Schedule below with the Insurer; provided, however, that if a specific number of days is not stated above, then the Advice will be provided to such Certificate Holder(s) as soon as reasonably practicable after the Named Insured confirms the accuracy of the Schedule below with the Insurer. Proof of the Insurer emailing the Advice, using the information provided and subsequently confirmed by the Named Insured in writing, will serve as proof that the Insurer has fully satisfied its obligations under this endorsement. This endorsement does not affect, in any way, coverage provided under this policy or the cancellation of this policy or the effective date thereof, nor shall this endorsement invest any rights in any entity not insured under this policy. The following definitions apply to this endorsement: 1. Named Insured means the first named employer in Item 1 of the Information Page of this policy. 2. Insurer means the insurance company shown in the header on the Information Page of this policy. WC 99 00 58 Page 1 of 2 (Ed. 04/11) SCHEDULE NAME OF PERSON OR ORGANIZATION E-MAIL OR U.S. POSTAL SERVICE ADDRESS City of Cathedral City 68700 Aveinda Lalo Guerrero Public Works Department Cathedral City, CA 92234 All other terms, conditions and exclusions shall remain the same. AUTHORIZED REPRESENTATIVE WC 99 00 58 Page 2 of 2 (Ed. 04/11) -----"'"'"N NAICONS-01 TDELGADO ,d►�oRO° CERTIFICATE OF LIABILITY INSURANCECATD/YYYY) 2/14/214/2023 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER License#0757776 CONTACT Tona Delgado HUB International Insurance Services Inc. PHONE 760 360-4700 4251 n/c,No):(760)360-0717 75030 Gerald Ford Drive (A/C,No,Ext):( ) Suite 201 EDMDREss:tone.delgado@hubinternational.com Palm Desert,CA 92211 INSURER(S)AFFORDING COVERAGE NAIC# INSURER A:Continental Casualty Company 20443 INSURED INSURER B:Hanover Insurance Company 22292 NAI Consulting,Inc. INSURER C: 68955 Adelina Road INSURER D: Cathedral City,CA 92234 INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDL SUBR W POLICY NUMBER POLICY EFF POLICY EXP LIMITS LTR INSD VD (MM/DD/YYYYI IMM/DD/YYYY) A X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 2,000,000 CLAIMS-MADE X OCCUR B 4017307305 2/28/2023 2/28/2024 DAMAGE TO RENTED 300,000 X X PREMISES(Ea occurrence) $ MED EXP(Any one person) $ 10,000 PERSONAL&ADV INJURY $ 2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 4,000,000 X I POLICY X JECOT- LOC PRODUCTS-COMP/OP AGG $ 4,000,000 OTHER. BLKT ADDL INSUR $ Included A COMBINED SINGLE LIMIT 1,000,000 AUTOMOBILE LIABILITY (Ea accident) $ ANY AUTO X X B 4017307305 2/28/2023 2/28/2024 BODILY INJURY(Per person) $ OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY(Per accident) $ X HIRED X NON-OWNED PROPERTY tDAMAGE $ AUTOS ONLY _ AUTOS ONLY i (Per $ UMBRELLA LIAB OCCUR EACH OCCURRENCE $ EXCESS LIAB CLAIMS-MADE AGGREGATE $ _ DED RETENTION$ $ WORKERS COMPENSATION PER OTH- AND EMPLOYERS'LIABILITY Y/N STATUTE ER OFFICER/MEMBER PROP EM ORIPARTNEPJE ECUTIVE N/A E.L.EACH ACCIDENT $ EXCLUDE(Mandatory in NH) E.L.DISEASE-EA EMPLOYEE',) If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ B Professional Liab. LH3890054612 f 11/1/2021 11/1/2023 Each Claim 2,000,000 B Professional Liab. LH3890054612 11/1/2021 11/1/2023 Aggregate 4,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) City of Cathedral City,its respective elected and appointed officers,official and employees and volunteers are named as additional insured for General Liability and Auto Liability per attached.Waiver of subrogation applies to general liability and auto liability per attached. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE CityOf Cathedral CityTHE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. 68700 Avenida Lalo Guerrero Cathedral City,CA 92234 AUTHORIZED REPRESENTATIVE ACORD 25(2016/03) ©1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD SB-146932-E CNA (Ed. 06/11) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET ADDITIONAL INSURED - LIABILITY EXTENSION This endorsement modifies insurance provided under the following: BUSINESSOWNERS LIABILITY COVERAGE FORM Coverage afforded under this extension of coverage endorsement does not apply to any person or organization covered as an additional insured on any other endorsement now or hereafter attached to this Policy. 1. ADDITIONAL INSURED—BLANKET VENDORS own acts or omission or those of its employees or anyone else acting on its WHO IS AN INSURED is amended to include as an behalf. However, this exclusion does not additional insured any person or organization (referred apply to: to below as vendor) with whom you agreed, because of a written contract or agreement to provide (1) The exceptions contained in insurance, but only with respect to "bodily injury" or Subparagraphs d. or f.; or "property damage" arising out of"your products"which (2) Such inspections, adjustments, tests or are distributed or sold in the regular course of the servicing as the vendor has agreed to vendor's business, subject to the following additional make or normally undertakes to make in exclusions: the usual course of business, in 1. The insurance afforded the vendor does not apply connection with the distribution or sale of to: the products. a. "Bodily injury" or"property damage" for which 2. This insurance does not apply to any insured the vendor is obligated to pay damages by person or organization, from whom you have reason of the assumption of liability in a acquired such products, or any ingredient, part or contract or agreement. This exclusion does container, entering into, accompanying or not apply to liability for damages that the containing such products. vendor would have in the absence of the 3. This provision 2. does not apply to any vendor contract or agreement; included as an insured by an endorsement issued b. Any express warranty unauthorized by you; by us and made a part of this Policy. c. Any physical or chemical change in the 4. This provision 2. does not apply if"bodily injury"or product made intentionally by the vendor; "property damage" included within the "products- completed operations hazard" is excluded either d. Repackaging, except when unpacked solely by the provisions of the Policy or by endorsement. for the purpose of inspection, demonstration, testing, or the substitution of parts under 2. MISCELLANEOUS ADDITIONAL INSUREDS instructions from the manufacturer, and then WHO IS AN INSURED is amended to include as an repackaged in the original container; insured any person or organization (called additional e. Any failure to make such inspections, insured) described in paragraphs 2.a. through 2.h. adjustments, tests or servicing as the vendor below whom you are required to add as an additional has agreed to make or normally undertakes to insured on this policy under a written contract or make in the usual course of business, in agreement but the written contract or agreement must connection with the distribution or sale of the be: products; 1. Currently in effect or becoming effective during the f. Demonstration, installation, servicing or repair term of this policy; and operations, except such operations performed 2. Executed prior to the "bodily injury," "property at the vendor's premises in connection with damage"or"personal and advertising injury," but the sale of the product; Only the following persons or organizations are g. Products which, after distribution or sale by additional insureds under this endorsement and you, have been labeled or relabeled or used coverage provided to such additional insureds is as a container, part or ingredient of any other limited as provided herein: thing or substance by or for the vendor; or a. Additional Insured—Your Work h. "Bodily injury" or "property damage" arising out of the sole negligence of the vendor for its That person or organization for whom you do work is an additional insured solely for liability SB-146932-E Page 1 of 5 (Ed.06/11) SB-146932-E CNA (Ed. 06/11) due to your negligence specifically resulting This insurance does not apply to "bodily from your work for the additional insured injury," "property damage" or "personal and which is the subject of the written contract or advertising injury" arising out of operations written agreement. No coverage applies to performed for the state or municipality. liability resulting from the sole negligence of c. Controlling Interest the additional insured. The insurance provided to the additional Any persons or organizations with a insured is limited as follows: controlling interest in you but only with respect to their liability arising out of: (1) The Limits of Insurance applicable to the (1) Their financial control of you;or additional insured are those specified in the written contract or written agreement (2) Premises they own, maintain or control or in the Declarations of this policy, while you lease or occupy these whichever is less. These Limits of premises. Insurance are inclusive of, and not in addition to,the Limits of Insurance shown This insurance does not apply to structural in the Declarations. alterations, new construction and demolition operations performed by or for such additional (2) The coverage provided to the additional insured. insured by this endorsement and paragraph F.9. of the definition of"insured d. Managers or Lessors of Premises contract" under Liability and Medical A manager or lessor of premises but only with Expenses Definitions do not apply to respect to liability arising out of the ownership, "bodily injury" or "property damage" maintenance or use of that specific part of the arising out of the "products-completed premises leased to you and subject to the operations hazard" unless required by the following additional exclusions: written contract or written agreement. This insurance does not apply to: (3) The insurance provided to the additional insured does not apply to "bodily injury," (1) Any "occurrence" which takes place after "property damage," or "personal and you cease to be a tenant in that premises; advertising injury" arising out of the ar rendering or failure to render any (2) Structural alterations, new construction or professional services. demolition operations performed by or on b. State or Political Subdivisions behalf of such additional insured. A state or political subdivision subject to the e. Mortgagee,Assignee or Receiver following provisions: A mortgagee, assignee or receiver but only g (1) This insurance applies only with respect with respect to their liability as mortgagee, to the following hazards for which the assignee, or receiver and arising out of the state or political subdivision has issued a ownership, maintenance, or use of a premises g permit in connection with premises you by you. own, rent, or control and to which this This insurance does not apply to structural insurance applies: alterations, new construction or demolition (a) The existence, maintenance, repair, operations performed by or for such additional construction, erection, or removal of insured. advertising signs, awnings, canopies, f. Owners/Other Interests—Land is Leased cellar entrances, coal holes, driveways, manholes, marquees, An owner or other interest from whom land o hoistaway openings, sidewalk vaults, has been leased by you but only with respect street banners, or decorations and to liability arising out of the ownership, similar exposures; or maintenance or use of that specific part of the land leased to you and subject to the following (b) The construction, erection, or additional exclusions: removal of elevators; or _ (2) This insurance applies only with respect This insurance does not apply to: to operations performed by you or on your (1) Any "occurrence" which takes place behalf for which the state or political after you cease to lease that land; or subdivision has issued a permit. SB-146932-E Page 2 of 5 (Ed.06/11) SB-146932-E CNA (Ed. 06/11) (2) Structural alterations, new Damage To Property, is replaced by the construction or demolition operations following: performed by or on behalf of such k. Damage To Property additional insured. g. Co-owner of Insured Premises "Property damage"to: A co-owner of a premises co-owned by you 1. Property you own, rent or occupy, and covered under this insurance but only including any costs or expenses with respect to the co owners liability as co incurred by you, or any other person, owner of such premises. organization or entity, for repair, replacement, enhancement, h. Lessor of Equipment restoration or maintenance of such Any person or organization from whom you property for any reason, includingo lease equipment. Suchperson or organization preventionameo nf injury ro a person or r9 damage to another's property; are insureds only with respect to their liability arising out of the maintenance, operation or 2. Premises you sell, give away or use by you of equipment leased to you by abandon, if the "property damage" such person or organization. A person's or arises out of any part of those organization's status as an insured under this premises; endorsement ends when their written contract 3. Property loaned to you; or agreement with you for such leased equipment ends. 4. Personal property in the care, With respect to the insurance afforded these custody or control of the insured; additional insureds, the following additional 5. That particular part of any real exclusions apply: property on which you or any This insurance does not apply: contractors or subcontractors working directly or indirectly in your behalf are (1) To any "occurrence" which takes place performing operations, if the"property after the equipment lease expires;or damage" arises out of those (2) To "bodilyinjury," "property damage" or operations; or � 1rY," P P Y 9 " "personal and advertising injury" arising 6. That particular part of any property out of the sole negligence of such that must be restored, repaired or additional insured. replaced because "your work" was incorrectly performed on it. Any insurance provided to an additional insured designated under paragraphs b. through h. above Paragraph 2 of this exclusion does not does not apply to "bodily injury" or "property apply if the premises are "your work" and damage" included within the "products-completed were never occupied, rented or held for operations hazard." rental by you. 3. The following is added to Paragraph H. of the Paragraphs 1, 3, and 4, of this exclusion BUSINESSOWNERS COMMON POLICY do not apply to "property damage" (other CONDITIONS: than damage by fire or explosion) to H. Other Insurance premises: (1) rented to you: 4. This insurance is excess over any other insurance naming the additional insured (2) temporarily occupied by you with the as an insured whether primary, excess, permission of the owner,or contingent or on any other basis unless a (3) to the contents of premises rented to written contract or written agreement you for a period of 7 or fewer specifically requires that this insurance be consecutive days. either primary or primary and A separate limit of insurance applies to noncontributing. Damage To Premises Rented To You as 4. LEGAL LIABILITY—DAMAGE TO PREMISES described in Section D — Liability and Medical Expenses Limits of Insurance. A. Under B. Exclusions, 1. Applicable to Business Liability Coverage, Exclusion k. SB-146932-E Page 3 of 5 (Ed.06/11) SB-146932-E CNA (Ed. 06/11) Paragraphs 3, 4, 5, and 6 of this (2) Any partner, if you or an additional exclusion do not apply to liability insured is a partnership; assumed under a sidetrack agreement. (3) Any manager, if you or an additional Paragraph 6 of this exclusion does not insured is a limited liability company; apply to "property damage" included in (4) Any "executive officer" or insurance the "products-completed operations manager, if you or an additional insured is hazard." a corporation; B. Under B. Exclusions, 1. Applicable to (5) Any trustee, if you or an additional Business Liability Coverage, the last insured is a trust; or paragraph of 2. Exclusions is deleted and replaced by the following: (6) Any elected or appointed official, if you or Exclusions c, d, e,f, g, h, I, k, I, m, n, and o, an additional insured is a political do not apply to damage by fire to premises subdivision or public entity. while rented to you or temporarily occupied by This paragraph e. applies separately to you you with permission of the owner or to the and any additional insured. contents of premises rented to you for a period of 7 or fewer consecutive days. A 7. Bodily Injury separate limit of insurance applies to this Section F. Liability and Medical Expenses coverage as described in Section D. Liability Definitions, item 3. "Bodily Injury" is deleted and And Medical Expenses Limits Of replaced with the following: Insurance. "Bodily injury" means bodily injury, sickness or C. The first Paragraph under item 5. Damage To disease sustained by a person, including death, Premises Rented To You Limit of Section humiliation, shock, mental anguish or mental D. Liability And Medical Expenses Limits injury by that person at any time which results as Of Insurance is replaced by the following: a consequence of the bodily injury, sickness or The most we will pay under Business Liability disease. for damages because of"property damage" g. Expanded Personal and Advertising Injury to any one premises, while rented to you, or Definition temporarily occupied by you, with the permission of the owner, including contents of a. The following is added to Section F. Liability such premises rented to you for a period of 7 and Medical Expenses Definitions, item 14. or fewer consecutive days, is the Damage to Personal and Advertising Injury, in the Premises Rented to You limit shown in the Businessowners General Liability N Declaration. Coverage Form: 4 g 5. Blanket Waiver of Subrogation h. Discrimination or humiliation that results in injury to the feelings or reputation of a natural We waive any right of recovery we may have person, but only if such discrimination or g against: humiliation is: a. Any person or organization with whom you 1. Not done intentionally by or at the have a written contract that requires such a direction of: waiver. a. The insured; or 6. Broad Knowledge of Occurrence b. Any "executive officer," director, The following items are added to E. stockholder, partner, member or Businessowners General Liability Conditions manager (if you are a limited liability in the Businessowners Liability Coverage company)of the insured; and Form: 2. Not directly or indirectly related to the e. Paragraphs a. and b. apply to you or to any employment, prospective employment, additional insured only when such past employment or termination of "occurrence," offense, claim or"suit" is known employment of any person or person by to: any insured. (1) You or any additional insured that is an b. The following is added to Exclusions, Section = individual; B.: SB-146932-E Page 4 of 5 (Ed.06/11) SB-146932-E CNA (Ed. 06/11) (15)Discrimination Relating to Room, Personal and Advertising Injury Liability is Dwelling or Premises excluded either by the provisions of the Policy Caused by discrimination directly or or by endorsement. indirectly related to the sale, rental, lease 9. Personal and Advertising Injury Re-defined or sub lease or prospective sale, rental, Section F. Liability and Medical Expenses lease or sub lease of any room, dwelling Definitions, item 14, Personal Advertising Injury, or premises by or at the direction of any Paragraph c. is replaced by the following: insured. {16)Fines or Penalties c. The wrongful eviction from, wrongful entry into, or invasion of the right of private Fines or penalties levied or imposed by a occupancy of a room dwelling or premises governmental entity because of that a person or organization occupies discrimination. committed by or on behalf of it's owner, c. This provision (Expanded Personal and landlord or lessor. Advertising Injury) does not apply if SB-146932-E Page 5 of 5 (Ed.06/11) ___—......4, NAICONS-01 TDELGADO 4 MR CP CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DD/YYYY) 2/14/2023 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER License#0757776 mom- Tona Delgado HUB International Insurance Services Inc. PHE /c°,"No,Eat):(760)360-4700 4251 (A/C,No):(760)360-0717 75030 Gerald Ford Drive Suite 201 E-MAIL E-MAILADDRESS:tons.delgado@hubinternational.com Palm Desert,CA 92211 INSURER(S)AFFORDING COVERAGE NAIC# INSURER A:Continental Casualty Company 20443 INSURED INSURER B:Hanover Insurance Company 22292 NAI Consulting,Inc. INSURER C: . 68955 Adelina Road INSURER D: Cathedral City,CA 92234 INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDL SUBR POLICY NUMBER POLICY EFF POLICY EXP LIMITS LTR W INSD VD (MM/DD/YYYY) (MMIDD/YYYY) A X COMMERCIAL GENERAL LIABILITY 1 EACH OCCURRENCE $ 2,000,000 CLAIMS-MADE X OCCUR 1 X X B 4017307305 2/28/2023 2/28/2024 PREM SES Ea occu ante) $ 300,000 MED EXP(Any one person) $ 10,000 PERSONAL&ADV INJURY $ 2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 4,000,000 X POLICY X 51.2fLOC PRODUCTS-COMP/OP AGG $ 4,000,000 OTHER: BLKT ADDL INSUR $ Included A AUTOMOBILE LIABILITY (Ea accINED ident)SINGLE LIMIT $ 1,000,000 ANY AUTO X X B 4017307305 2/28/2023 2/28/2024 BODILY INJURY(Per person) $ OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY(Per accident) $ X HIRED X NON-OWNED (PeOPERTYt)AMAGE $ AUTOS ONLY _ AUTOS ONLY $ UMBRELLA LIAB OCCUR EACH OCCURRENCE $ EXCESS LIAB CLAIMS-MADE AGGREGATE _$ DED RETENTION$ $ WORKERS COMPENSATION PER EATUTE OOER TH AND EMPLOYERS'LIABILITY Y/N ANYY ICER/MEMBER PROPRIETOR EXCLUDED?ECUTIVE N/A E.L.EACH ACCIDENT $ (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ B Professional Liab. LH3890054612 11/1/2021 11/1/2023 Each Claim 2,000,000 B Professional Liab. LH3890054612 i 11/1/2021 11/1/2023 Aggregate 4,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) City of Cathedral City,its respective elected and appointed officers,official and employees and volunteers are named as additional insured for General Liability and Auto Liability per attached.Waiver of subrogation applies to general liability and auto liability per attached. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN City Of Cathedral City ACCORDANCE WITH THE POLICY PROVISIONS. 68700 Avenida Lalo Guerrero Cathedral City,CA 92234 AUTHORIZED REPRESENTATIVE Ce/giedVie-f13./.-_ I ACORD 25(2016/03) ©1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD SB-146932-E CNA (Ed. 06/11) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET ADDITIONAL INSURED - LIABILITY EXTENSION This endorsement modifies insurance provided under the following: BUSINESSOWNERS LIABILITY COVERAGE FORM Coverage afforded under this extension of coverage endorsement does not apply to any person or organization covered as an additional insured on any other endorsement now or hereafter attached to this Policy. 1. ADDITIONAL INSURED—BLANKET VENDORS own acts or omission or those of its employees or anyone else acting on its WHO IS AN INSURED is amended to include as an behalf. However, this exclusion does not additional insured any person or organization (referred apply to: to below as vendor) with whom you agreed, because of a written contract or agreement to provide (1) The exceptions contained in insurance, but only with respect to "bodily injury" or Subparagraphs d. or f.; or "property damage"arising out of"your products"which (2) Such inspections, adjustments, tests or are distributed or sold in the regular course of the servicing as the vendor has agreed to vendor's business, subject to the following additional make or normally undertakes to make in exclusions: the usual course of business, in 1. The insurance afforded the vendor does not apply connection with the distribution or sale of to: the products. a. "Bodily injury" or"property damage" for which 2. This insurance does not apply to any insured the vendor is obligated to pay damages by person or organization, from whom you have reason of the assumption of liability in a acquired such products, or any ingredient, part or contract or agreement. This exclusion does container, entering into, accompanying or not apply to liability for damages that the containing such products. vendor would have in the absence of the 3. This provision 2. does not apply to any vendor contract or agreement; included as an insured by an endorsement issued b. Any express warranty unauthorized by you; by us and made a part of this Policy. c. Any physical or chemical change in the 4. This provision 2. does not apply if"bodily injury" or product made intentionally by the vendor; "property damage" included within the "products- completed operations hazard" is excluded either d. Repackaging, except when unpacked solely by the provisions of the Policy or by endorsement. for the purpose of inspection, demonstration, testing, or the substitution of parts under 2. MISCELLANEOUS ADDITIONAL INSUREDS instructions from the manufacturer, and then WHO IS AN INSURED is amended to include as an repackaged in the original container; insured any person or organization (called additional e. Any failure to make such inspections, insured) described in paragraphs 2.a. through 2.h. adjustments, tests or servicing as the vendor below whom you are required to add as an additional has agreed to make or normally undertakes to insured on this policy under a written contract or make in the usual course of business, in agreement but the written contract or agreement must connection with the distribution or sale of the be: products; 1. Currently in effect or becoming effective during the f. Demonstration, installation, servicing or repair term of this policy; and operations, except such operations performed 2. Executed prior to the "bodily injury," "property at the vendor's premises in connection with damage"or"personal and advertising injury," but the sale of the product; Only the following persons or organizations are g. Products which, after distribution or sale by additional insureds under this endorsement and you, have been labeled or relabeled or used coverage provided to such additional insureds is as a container, part or ingredient of any other limited as provided herein: thing or substance by or for the vendor; or a. Additional Insured—Your Work h. "Bodily injury" or "property damage" arising out of the sole negligence of the vendor for its That person or organization for whom you do work is an additional insured solely for liability SB-146932-E Page 1 of 5 (Ed.06/11) SB-146932-E CNA (Ed. 06/11) due to your negligence specifically resulting This insurance does not apply to "bodily from your work for the additional insured injury," "property damage" or "personal and which is the subject of the written contract or advertising injury" arising out of operations written agreement. No coverage applies to performed for the state or municipality. liability resulting from the sole negligence of c. Controlling Interest the additional insured. The insurance provided to the additional Any persons or organizations with a insured is limited as follows: controlling interest in you but only with respect to their liability arising out of: (1) The Limits of Insurance applicable to the (1) Their financial control of you;or additional insured are those specified in the written contract or written agreement (2) Premises they own, maintain or control or in the Declarations of this policy, while you lease or occupy these whichever is less. These Limits of premises. Insurance are inclusive of, and not in addition to,the Limits of Insurance shown This insurance does not apply to structural in the Declarations. alterations, new construction and demolition operations performed by or for such additional (2) The coverage provided to the additional insured. insured by this endorsement and paragraph F.9. of the definition of"insured d. Managers or Lessors of Premises contract" under Liability and Medical A manager or lessor of premises but only with Expenses Definitions do not apply to respect to liability arising out of the ownership, "bodily injury" or "property damage" maintenance or use of that specific part of the arising out of the "products-completed premises leased to you and subject to the operations hazard" unless required by the following additional exclusions: written contract or written agreement. (3) The insurance provided to the additional This insurance does not apply to: insured does not apply to "bodily injury," (1) Any "occurrence" which takes place after "property damage," or "personal and you cease to be a tenant in that premises; advertising injury" arising out of the or rendering or failure to render any (2) Structural alterations, new construction or professional services. demolition operations performed by or on b. State or Political Subdivisions behalf of such additional insured. A state or political subdivision subject to the e. Mortgagee,Assignee or Receiver following provisions: A mortgagee, assignee or receiver but only (1) This insurance applies only with respect with respect to their liability as mortgagee, m to the following hazards for which the assignee, or receiver and arising out of the state or political subdivision has issued a ownership, maintenance,or use of a premises a permit in connection with premises you by you. own, rent, or control and to which this This insurance does not apply to structural insurance applies: alterations, new construction or demolition (a) The existence, maintenance, repair, operations performed by or for such additional construction, erection, or removal of insured. advertising signs, awnings, canopies, f. Owners/Other Interests—Land is Leased — cellar entrances, coal holes, - driveways, manholes, marquees, An owner or other interest from whom land hoistaway openings, sidewalk vaults, has been leased by you but only with respect — street banners, or decorations and to liability arising out of the ownership, similar exposures; or maintenance or use of that specific part of the The construction, erection, or land leased to you and subject to the following (b) additional exclusions: _, removal of elevators; or (2) This insurance applies only with respect This insurance does not apply to: to operations performed by you or on your (1) Any "occurrence" which takes place behalf for which the state or political after you cease to lease that land; or subdivision has issued a permit. SB-146932-E Page 2 of 5 (Ed.06/11) SB-146932-E CNA (Ed. 06/11) (2) Structural alterations, new Damage To Property, is replaced by the construction or demolition operations following: performed by or on behalf of such k. Damage To Property additional insured. g. Co-owner of Insured Premises "Property damage"to: A co-owner of a premises co-owned by you 1. Property you own, rent or occupy, and covered under this insurance but only including any costs or expenses with respect to the co-owners liability as co- incurred by you, or any other person, owner of such premises. organization or entity, for repair, replacement, enhancement, h. Lessor of Equipment restoration or maintenance of such property for any reason, including Any person or organization from whom you prevention of injury to a person or lease equipment. Such person or organization damage to another's property; are insureds only with respect to their liability arising out of the maintenance, operation or 2. Premises you sell, give away or use by you of equipment leased to you by abandon, if the "property damage" such person or organization. A person's or arises out of any part of those organization's status as an insured under this premises; endorsement ends when their written contract 3. Property loaned to you; or agreement with you for such leased equipment ends. 4. Personal property in the care, With respect to the insurance afforded these custody or control of the insured; additional insureds, the following additional 5. That particular part of any real exclusions apply: property on which you or any This insurance does not apply: contractors or subcontractors working directly or indirectly in your behalf are (1) To any "occurrence" which takes place performing operations, if the"property after the equipment lease expires;or damage" arises out of those (2) To "bodily injury," "property damage" or operations; or "personal and advertising injury" arising 6. That particular part of any property out of the sole negligence of such that must be restored, repaired or additional insured. replaced because "your work" was Any insurance provided to an additional insured incorrectly performed on it. designated under paragraphs b. through h. above Paragraph 2 of this exclusion does not does not apply to "bodily injury" or "property apply if the premises are "your work" and damage" included within the "products-completed were never occupied, rented or held for operations hazard." rental by you. 3. The following is added to Paragraph H. of the Paragraphs 1, 3, and 4, of this exclusion BUSINESSOWNERS COMMON POLICY do not apply to "property damage" (other CONDITIONS: than damage by fire or explosion) to premises: H. Other Insurance (1) rented to you: 4. This insurance is excess over any other insurance naming the additional insured (2) temporarily occupied by you with the as an insured whether primary, excess, permission of the owner,or contingent or on any other basis unless a (3) to the contents of premises rented to written contract or written agreement you for a period of 7 or fewer specifically requires that this insurance be consecutive days. either primary or primary and A separate limit of insurance applies to noncontributing. Damage To Premises Rented To You as 4. LEGAL LIABILITY—DAMAGE TO PREMISES described in Section D — Liability and Medical Expenses Limits of Insurance. A. Under B. Exclusions, 1. Applicable to Business Liability Coverage, Exclusion k. SB-146932-E Page 3 of 5 (Ed.06/11) SB-146932-E CNA (Ed. 06/11) Paragraphs 3, 4, 5, and 6 of this (2) Any partner, if you or an additional exclusion do not apply to liability insured is a partnership; assumed under a sidetrack agreement. (3) Any manager, if you or an additional Paragraph 6 of this exclusion does not insured is a limited liability company; apply to "property damage" included in (4) Any "executive officer" or insurance the "products-completed operations hazard." manager, if you or an additional insured is a corporation; B. Under B. Exclusions, 1. Applicable to Business Liability Coverage, the last (5) Any trustee, if you or an additional paragraph of 2. Exclusions is deleted and insured is a trust; or replaced by the following: (6) Any elected or appointed official, if you or Exclusions c, d,e,f, g, h, i, k, I, m, n, and o, an additional insured is a political do not apply to damage by fire to premises subdivision or public entity. while rented to you or temporarily occupied by This paragraph e. applies separately to you you with permission of the owner or to the and any additional insured. contents of premises rented to you for a period of 7 or fewer consecutive days. A 7. Bodily Injury separate limit of insurance applies to this Section F. Liability and Medical Expenses coverage as described in Section D. Liability Definitions, item 3. "Bodily Injury" is deleted and And Medical Expenses Limits Of replaced with the following: Insurance. "Bodily injury" means bodily injury, sickness or C. The first Paragraph under item 5. Damage To disease sustained by a person, including death, Premises Rented To You Limit of Section humiliation, shock, mental anguish or mental D. Liability And Medical Expenses Limits injury by that person at any time which results as Of Insurance is replaced by the following: a consequence of the bodily injury, sickness or The most we will pay under Business Liability disease. for damages because of "property damage" 8. Expanded Personal and Advertising Injury to any one premises, while rented to you, or Definition temporarily occupied by you, with the permission of the owner, including contents of a. The following is added to Section F. Liability such premises rented to you for a period of 7 and Medical Expenses Definitions, item 14. or fewer consecutive days, is the Damage to Personal and Advertising Injury, in the Premises Rented to You limit shown in the Businessowners General Liability N Declaration. Coverage Form: a g 5. Blanket Waiver of Subrogation h. Discrimination or humiliation that results in injury to the feelings or reputation of a natural We waive any right of recovery we may have person, but only if such discrimination or aagainst: humiliation is: a. Any person or organization with whom you 1. Not done intentionally by or at the have a written contract that requires such a direction of: waiver. a. The insured;or 6. Broad Knowledge of Occurrence b. Any "executive officer," director, The following items are added to E. stockholder, partner, member or Businessowners General Liability Conditions manager (if you are a limited liability in the Businessowners Liability Coverage company)of the insured; and — Form: 2. Not directly or indirectly related to the e. Paragraphs a. and b. apply to you or to any employment, prospective employment, additional insured only when such past employment or termination of "occurrence," offense, claim or "suit"is known employment of any person or person by to: any insured. (1) You or any additional insured that is an b. The following is added to Exclusions, Section — individual; B.; SB-146932-E Page 4 of 5 (Ed. 06/11) SB-146932-E CNA (Ed. 06/11) (15)Discrimination Relating to Room, Personal and Advertising Injury Liability is Dwelling or Premises excluded either by the provisions of the Policy or by endorsement. Caused by discrimination directly or indirectly related to the sale, rental, lease 9. Personal and Advertising Injury Re-defined or sub lease or prospective sale, rental, Section F. Liability and Medical Expenses lease or sub-lease of any room, dwelling Definitions, item 14, Personal Advertising Injury, or premises by or at the direction of any Paragraph c. is replaced by the following: insured. (16)Fines or Penalties c. The wrongful eviction from, wrongful entry into, or invasion of the right of private Fines or penalties levied or imposed by a occupancy of a room dwelling or premises governmental entity because of that a person or organization occupies discrimination. committed by or on behalf of it's owner, c. This provision (Expanded Personal and landlord or lessor. Advertising Injury) does not apply if SB-146932-E Page 5 of 5 (Ed.06/11) AC o® CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DD/YYYY) 05/30/2022 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT Marsh Affinity y PHONE Marsh Affinity (NC, o,Ext): 866-237-4079 FAX No): a division of Marsh USA Inc. E-MAIL ADDRESS: ADPTotalSource@marsh.com PO Box 14404 Des Moines,IA 50306-9686 INSURER(S)AFFORDING COVERAGE NAIC# INSURER A: AIU Insurance Company 19399 INSURED INSURER B: ADP TotalSource DE IV,Inc. INSURER C: 5800 Windward Parkway INSURER D: Alpharetta,GA 30005 UC/F: INSURER E: NAI CONSULTING,INC. INSURER F: 68955 ADELINA RD Cathedral City,CA 922340000 COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDL SUBR POLICY NUMBER POLICY EFF POLICY EXP LIMITS LTR INSD WVD (MMIDD/YYYY) (MM/DD/YYYY) COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ CLAIMS-MADE OCCUR DAMAGE TO RENTED PREMISES(Ea occurrence) MED EXP(Any one person) $ PERSONAL&ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ POLICY PE� LOC PRODUCTS-COMP/OP AGG $ OTHER: $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ (Ea accident) ANY AUTO BODILY INJURY(Per person) $ OWNED SCHEDULED BODILY INJURY(Per accident) $ _AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE $ AUTOS ONLY AUTOS ONLY (Per accident) $ UMBRELLA LIAB OCCUR EACH OCCURRENCE $ EXCESS LIAB CLAIMS-MADE AGGREGATE $ DED RETENTION$ $ WORKERS COMPENSATION PER OTH- ANDEMPLOYERS'LIABILITY YIN STATUTE ER ANYPROPRIETORIPARTNER/EXECUTIVE E.L.EACH ACCIDENT $ 2,000,000 OFFICER/MEMBER EXCLUDED? WA X WC 053420355 CA 07/01/2022 07/01/2023 A (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ 2,000,000 If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ 2,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS/VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached if more space is required) All worksite employees working for NAI CONSULTING,INC.,paid under ADP TOTALSOURCE,INC's payroll,are covered under the above stated C policy.WAIVER OF SUBROGATION IN FAVOR OF CERTIFICATE HOLDER AS RESPECTS OF JOB PERFORMED BY NAI CONSULTING,INC.AS REQUIRED BY WRITTEN CONTRACT. CERTIFICATE HOLDER CANCELLATION City of Cathedral City SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE Public Works Department THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. 68700 Avenida Lab Guerrero _ Cathedral City,CA 92234 AUTHORIZED REPRESENTATIVE e lI • ACORD 25(2016/03) ©1988-2015 ACORD CORPO ION. All rights reserved. The ACORD name and logo are registered marks of ACORD • WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 43 03 06 (Ed.4-84) WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT -CALIFORNIA We have the right to recover our payments from anyone liable for an injury covered by this policy.We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule. The additional premium for this endorsement shall be 2% of the California workers'compensation premium otherwise due on such remuneration. Schedule WAIVER OF SUBROGATION IN FAVOR OF CERTIFICATE HOLDER AS RESPECTS OF JOB PERFORMED BY NAI CONSULTING, INC. AS REQUIRED BY WRITTEN CONTRACT. Person or Organization Job Description City of Cathedral City Public Works Department 68700 Avenida Lalo Guerrero Cathedral City, CA 92234 Notes: 1. This endorsement may be used to waive the company's right of subrogation against named third parties who may be responsible for an injury. 2. The sentence in( )is optional with the company. It limits the endorsement to apply to specific jobs of the insured,and only to the extent that the insured is required to obtain this waiver. This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) Endorsement Effective 07/01/2022 Policy No.WC 053420355 CA Endorsement No. Insured Insurance Company AIU Insurance Company ADP TotalSource DE iv,Inc. 5800 Windward Parkway Alpharetta,GA 30005 L/C/F: NAI CONSULTING,INC. 68955 Adelina Rd Cathedral City,CA 92234 Countersigned by ©1998 by the Workers'Compensation Insurance Rating Bureau of California.All rights reserved. From the WCIRB's California Workers' Compensation Insurance Forms Manual©2001. POLICY HOLDER NOTICE CERTIFICATE HOLDER CANCELLATION NOTICE SCHEDULE Should this policy be cancelled before the expiration date hereof,the producer will endeavor to mail 30 days written notice to the certificate holder named herein,but failure to do so shall impose no obligation or liability of any kind upon the insurer, the producer,or the respective agents or representatives of each. SCHEDULE: CERTIFICATE HOLDERS AS IDENTIFIED ON THE MOST RECENT QUARTERLY SCHEDULE OF CERTIFICATE HOLDERS PROVIDED BY THE INSURED'S BROKER OF RECORD TO THE INSURER. Ado CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DDIYYYY) 05/06/2023 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT i Marsh Affinity y PHONE FAX Marsh Affinity (NC,No,Ext): 800-743.8130 (NC,No): a division of Marsh USA LLC. E-MAIL ADDRESS: ADPTotalSource@marsh.com PO BOX 14404 Des Moines,IA 50306-9686 INSURER(S)AFFORDING COVERAGE NAIC# INSURER A: AIU Insurance Company 19399 INSURED INSURER B: ADP TolalSource DE IV,Inc. INSURER C: 5800 Windward Parkway INSURER D: Alpharetta,GA 30005 LJC/F: INSURER E: NAI CONSULTING,INC. INSURER F: 68955 ADELINA RD Cathedral City,CA 92234 • COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDL SUER POLICY NUMBER POLICY EFF POLICY EXP LIMITS LTR INSD WVD (MM/DD/YYY )'(MM/DD/YYYY) COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ CLAIMS-MADE OCCUR DAMAGE TO RENTED $ PREMISES(Ea occurrence) MED EXP(Any one person) $ • PERSONAL&ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ POLICY PRO JECT LOC - PRODUCTS-COMP/OP AGG $ OTHER: $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ (Ea accident) ANY AUTO BODILY INJURY(Per person) $ OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE $ AUTOS ONLY AUTOS ONLY (Per accident) - $ UMBRELLA LIAR OCCUR EACH OCCURRENCE $ EXCESS LIAB CLAIMS-MADE AGGREGATE $ DED RETENTION$ $ -WORKERS COMPENSATION PE}T�I H- AND EMPLOYERS'LIABILITY Y/N X STATUTE ER ANYPROPRIETOR/PARTNER/EXECUTIVE E.L.EACH ACCIDENT $ 2,000,000 OFFICER/MEMBER EXCLUDED? N/A X WC 034279474 CA 07/01/2023 07/01/2024 A (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ 2,000,000 If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ 2,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS/VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached if more space is required) All RCE,INC's are coverlte employees ed under the aboveng tattr NAI CONSULTING,INC.,edSUBROGATION Said under ADP policy.WAIVER OF SUBROGA ION IN FAVOR OFU payroll, CATE HOLDER AS RESPECTS OF JOB PERFORMED BY NAI CONSULTING,INC.AS REQUIRED BY WRITTEN CONTRACT. see attached cancellation notice CERTIFICATE HOLDER CANCELLATION City of Cathedral City Public Works Department SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE 68700 Avenida Lalo Guerrero THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Cathedral City,CA 92234 ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE QL • ACORD 26(2016/03) ©1988-2015 ACORD CORPO ION. All rights reserved. The ACORD name and logo are registered marks of ACORD BLANKET WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT This endorsement changes the policy to which it is attached effective on the inception date of the policy unless a different date is indicated below. (The following "attaching clause" need be completed only when this endorsement is issued subsequent to preparation of the policy). This endorsement, effective 07/01/2023 12:01 AM forms a part of Policy No. WC 034279474 CA Issued to ADP TotalSource DE IV, Inc. 5800 Windward Parkway Alpharetta, GA 30005 L/C/F: NAI CONSULTING, INC. 68955 ADELINA RD Cathedral City, CA 92234 By AIU Insurance Company We have a right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against any person or organization with whom you have a written contract that requires you to obtain this agreement from us, as regards any work you perform for such person or organization. The additional premium for this endorsement shall be_% of the total estimated workers compensation premium for this policy. ANY PERSON OR ORGANIZATION TO WHOM YOU BECOME OBLIGATED TO WAIVE YOUR RIGHTS OF RECOVERY AGAINST, UNDER ANY CONTRACT OR AGREEMENT YOU ENTER INTO PRIOR TO THE OCCURRENCE OF LOSS WC 04 03 61 Countersigned by (Ed. 11/90) Authorized Representative THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement changes the policy to which it is attached effective on the inception date of the policy unless a different date is indicated below. (The following"attaching clause" need be completed only when this endorsement is issued subsequent to preparation of the policy). This endorsement, effective 12:01 AM 07/01/2023 forms a part of Policy No. WC 034279474 CA Issued to ADP TotalSource DE IV, Inc. NAI CONSULTING, INC. By AIU Insurance Company LIMITED ADVICE OF CANCELLATION TO SCHEDULED ENTITIES (WORKERS' COMPENSATION ONLY) This policy is amended as follows: In the event that the Insurer cancels this policy for any reason other than non-payment of premium, and 1. the cancellation effective date is prior to this policy's expiration date; 2. the Named Insured or, if applicable, any other employers named in Item 1 of the Information Page is under an existing contractual obligation to notify a certificate holder(s) when this policy is canceled (hereinafter, the "Certificate Holder(s)") and the Named Insured has provided the Insurer, either directly or through its broker of record, either: (a) the name of the entity shown on the certificate, a contact name at such entity and the U.S. Postal Service mailing address of each such entity; or (b) the email address of a contact at each such entity; and 3. prior to the effective date of cancellation, the Named Insured confirms to the Insurer, either directly or through its broker of record, that the persons or organizations set forth in the Schedule below, as well as their respective addresses listed, should continue to be a part of the Schedule and, if not, the names of the persons or organizations that should be deleted, the Insurer will provide advice of cancellation (the "Advice") to each such Certificate Holder(s) confirmed by the Named Insured in writing to be correctly a part of the Schedule within 30 days after the Named Insured confirms the accuracy of the Schedule below with the Insurer; provided, however, that if a specific number of days is not stated above, then the Advice will be provided to such Certificate Holder(s) as soon as reasonably practicable after the Named Insured confirms the accuracy of the Schedule below with the Insurer. Proof of the Insurer emailing the Advice, using the information provided and subsequently confirmed by the Named Insured in writing, will serve as proof that the Insurer has fully satisfied its obligations under this endorsement. This endorsement does not affect, in any way, coverage provided under this policy or the cancellation of this policy or the effective date thereof, nor shall this endorsement invest any rights in any entity not insured under this policy. The following definitions apply to this endorsement: 1. Named Insured means the first named employer in Item 1 of the Information Page of this policy. 2. Insurer means the insurance company shown in the header on the Information Page of this policy. WC 99 00 58 Page 1 of 2 (Ed. 04/11) SCHEDULE NAME OF PERSON OR ORGANIZATION E-MAIL OR U.S. POSTAL SERVICE ADDRESS City of Cathedral City 68700 Aveinda Lalo Guerrero Public Works Department Cathedral City, CA 92234 All other terms, conditions and exclusions shall remain the same. 4r. AUTHORIZED REPRESENTATIVE WC 99 00 58 Page 2 of 2 (Ed. 04/11)