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2016-213-E AMS - CRA Associates, Inc. for Homestead Rd. sidewalk & bike path improvement
DocuSign Envelope ID: 34524780-73C6-4CB6-96BA-FBCD698FCD21 [Departmental Use Only] TITLE S.Campus Sidewalk FY FY2015-16 NORTH CAROLINA SERVICES AGREEMENT UNDER$90,000.00 NO RFP/RFQ ORANGE COUNTY This Services Agreement (hereinafter "Agreement"), made and entered into this 6th day of April, 2016, ("Effective Date") by and between Orange County, North Carolina a political subdivision of the State of North Carolina (hereinafter, the "County") and CRA Associates, Inc., (hereinafter, the "Provider"). WITNESSETH: That the County and Provider, for the consideration herein named, do hereby agree as follows: 1. Services a. Scope of Work. i) This Agreement is for services to be rendered by Provider to County with respect to (insert type of project): pedestrian sidewalk and bicycle extension and improvements along Homestead Road according to approved Southern Campus Master Plan ii) By executing this Agreement, the Provider represents and agrees that Provider is qualified to perform and fully capable of performing and providing the services required or necessary under this Agreement in a fully competent, professional and timely manner. iii) Time is of the essence with respect to this Agreement. iv) The services to be performed under this Agreement consist of Basic Services, as described and designated in Section 3 hereof. Compensation to the Provider for Basic Services under this Agreement shall be as set forth herein. 2. Responsibilities of the Provider a. Services to be provided. The Provider shall provide the County with all services required in Section 3 to satisfactorily complete the Project within the time limitations set forth herein and in accordance with the highest professional standards. b. Standard of Care. i) The Provider shall exercise reasonable care and diligence in performing services under this Agreement in accordance with the highest generally accepted standards of this type of Provider practice throughout the United States and in accordance with applicable federal, state and local laws and regulations applicable to the DocuSign Envelope ID: 34524780-73C6-4CB6-96BA-FBCD698FCD21 performance of these services. Provider is solely responsible for the professional quality, accuracy and timely completion and/or submission of all work related to the Basic Services. ii) Provider shall be responsible for all errors or omissions of its agents, contractors, employees, or assigns in the performance of the Agreement. Provider shall correct any and all en ors, omissions, discrepancies, ambiguities, mistakes or conflicts at no additional cost to the County. iii) The Provider shall not, except as otherwise provided for in this Agreement, subcontract the performance of any work under this Agreement without prior written permission of the County. No permission for subcontracting shall create, between the County and the subcontractor, any contract or any other relationship. iv) Provider is an independent contractor of County. Any and all employees of the Provider engaged by the Provider in the performance of any work or services required of the Provider under this Agreement, shall be considered employees or agents of the Provider only and not of the County, and any and all claims that may or might arise under any workers compensation or other law or contract on behalf of said employees while so engaged shall be the sole obligation and responsibility of the Provider. v) Provider agrees that Provider, its employees, agents and its subcontractors, if any, shall be required to comply with all federal, state and local antidiscrimination laws, regulations and policies that relate to the performance of Provider's services under this Agreement. vi) If activities related to the performance of this Agreement require specific licenses, certifications, or related credentials Provider represents that it and/or its employees, agents and subcontractors engaged in such activities possess such licenses, certifications, or credentials and that such licenses certifications, or credentials are current, active, and not in a state of suspension or revocation. vii) In determining the basic services to be provided, should any documents be referenced in this Agreement, the terms of this Agreement shall have priority in any conflict between the terms of referenced documents and the terms of this Agreement. Should a request for proposals and a proposal be referenced the terms of the request for proposals shall have priority over the terms of any proposal. 3. Basic Services a. Basic Services. The Services to be rendered pursuant to this Agreement are as follows (fully describe services to be provided): Design Services for the Sidewalk and Bike Lane Additions to.Homestead Road according to the attached proposal dated April 5, 2016. 4. Duration of Services a. Term. The term of this Agreement shall be from April 13, 2016 to December 31, 2016. E f DocuSign Envelope ID: 34524780-73C6-4CB6-96BA-FBCD698FCD21 b. Scheduling of Services. i) The Provider shall schedule and perform its activities in a timely manner. ii) Should the County determine that the Provider is behind schedule, it may require the Provider to expedite and accelerate its efforts, including providing additional resources and working overtime, as necessary, to perform its services in accordance with the approved project schedule at no additional cost to the County. iii) The Commencement Date for the Provider's Basic Services shall be April 13, 2016. 5. Compensation a. Compensation for Basic Services. Compensation for Basic Services shall include all compensation due the Provider from the County for all services under this Agreement. The maximum amount payable for Basic Services shall not exceed Twenty Thousand Dollars ($20,000). Payment for Basic Services shall become due and payable within thirty (30) days of Provider properly invoicing County. Payment shall be subject to provisions of Section 5(b). b. Disputes. In the event the amount stated on an invoice is disputed by the County, the County may withhold payment of all or a portion of the amount stated on an invoice until the parties resolve the dispute. Should Provider fail to perform its duties under the terms of this Agreement, County may, without fault or penalty, withhold any payment associated with the work to be performed until such time as said work is completed. c. Additional Services. County shall not be responsible for costs related to any services in addition to the Basic Services performed by Provider unless County requests such additional services in writing and such additional services are evidenced by a written amendment to this Agreement. 6. Responsibilities of the County a. Cooperation and Coordination. The County has designated (Angel Barnes)to act as the County's representative with respect to the Project and shall have the authority to render decisions within guidelines established by the County Manager and/or the County Board of Commissioners and shall be available during working hours as often as may be reasonably required to render decisions and to furnish information. 7. Insurance a. General Requirements. Provider shall obtain, at its sole expense, Commercial General Liability Insurance,Automobile Insurance, Workers' Compensation Insurance, and any additional insurance as may be required by County's Risk Manager as such insurance requirements are described in the Orange County Risk Transfer Policy and Orange County Minimum Insurance Coverage Requirements (each document is incorporated herein by reference and may be viewed at 1 /1 r DocuSign Envelope ID: 34524780-73C6-4CB6-96BA-FBCD698FCD21 http://www.orangecountync.gov/departments/purchasing division/contracts php). If County's Risk Manager determines additional insurance coverage is required such additional insurance shall consist of N/A (if no additional insurance required mark N/A as being not applicable). Provider shall not commence work until such insurance is in effect and certification thereof has been received by the County's Risk Manager. 8. Indemnity a. Indemnity. The Provider agrees to defend, indemnify and hold harmless the County from all loss, liability, claims or expense, including attorney's fees, arising out of or related to the Project and arising from bodily injury including death or property damage to any person or persons caused in whole or in part by the negligence or misconduct of the Provider except to the extent same are caused by the negligence or willful misconduct of the County. It is the intent of this provision to require the Provider to indemnify the County to the fullest extent permitted under North Carolina law. 9. Amendments to the Agreement a. Changes in Basic Services. Changes in the Basic Services and entitlement to additional compensation or a change in duration of this Agreement shall be made by a written Amendment to this Agreement executed by the County and the Provider. The Provider shall proceed to perform the Services required by the Amendment only after receiving a fully executed Amendment from the County. 10. Termination a. Termination for Convenience of the County. This Agreement may be terminated without cause by the County and for its convenience upon seven (7) days' prior written notice to the Provider. b. Other Termination. The Provider may terminate this Agreement based upon the County's material breach of this Agreement; provided, the County has not taken all reasonable actions to remedy the breach. The Provider shall give the County seven (7) days' prior written notice of its intent to terminate this Agreement for cause. c. Compensation After Termination. i) In the event of termination, the Provider shall be paid that portion of the fees and expenses that it has earned to the date of termination, less any costs or expenses incurred or anticipated to be incurred by the County due to errors or omissions of the Provider. ii) Should this Agreement be terminated, the Provider shall deliver to the County within seven (7) days, at no additional cost, all deliverables including any electronic data or files relating to the Project. d. Waiver. The payment of any sums by the County under this Agreement or the failure of the County to require compliance by the Provider with any provisions of this Agreement or the waiver by the County of any breach of this Agreement shall not constitute a n o.,;—1 1 /1 G DocuSign Envelope ID: 34524780-73C6-4CB6-96BA-FBCD698FCD21 waiver of any claim for damages by the County for any breach of this Agreement or a waiver of any other required compliance with this Agreement. e. Suspension. County may suspend the Basic Services and this Agreement at any time for County's convenience and without penalty to County upon three (3) days' notice to Provider. Upon any suspension by County, Provider shall discontinue work on the Basic Services and shall not resume the Basic Services until notified to proceed by County. 11. Additional Provisions a. Limitation and Assignment. The County and the Provider each bind themselves, their successors, assigns and legal representatives to the terms of this Agreement. Neither the County nor the Provider shall assign or transfer its interest in this Agreement without the written consent of the other. b. Governing Law. This Agreement and the duties, responsibilities, obligations and rights of respective parties hereunder shall be governed by the laws of the State of North Carolina. c. Compliance with Laws. Provider shall at all times remain in compliance with all applicable local, state, and federal laws, rules, and regulations including but not limited to all anti-discrimination laws. By executing this Agreement Provider affirms that Provider and any subcontractors of Provider are and shall remain in compliance with Article 2 of Chapter 64 of the North Carolina General Statutes. d. Dispute Resolution. Any and all suits or actions to enforce, interpret or seek damages with respect to any provision of, or the performance or non-performance of, this Agreement shall be brought in the General Court of Justice of North Carolina sitting in Orange County,North Carolina. It is agreed by the parties that no other court shall have jurisdiction or venue with respect to such suits or actions. Binding arbitration may not be initiated by either Parry, however, the Parties may agree to nonbinding mediation of any dispute prior to the bringing of such suit or action. e. Entire Agreement. This Agreement represents the entire and integrated agreement between the County and the Provider and supersedes all prior negotiations, representations or agreements, either written or oral. This Agreement may be amended only by written instrument signed by both parties. Modifications may be evidenced by facsimile signatures. f. Severability. If any provision of this Agreement is held as a matter of law to be unenforceable, the remainder of this Agreement shall be valid and binding upon the Parties. g. Ownership of Work Product. Should Provider's performance of this Agreement generate documents, items or things that are specific to this Project such documents, items or things shall become the property of the County and may be used on any other project without additional compensation to the Provider. The use of the documents, items or things by the County or by any person or entity for any purpose other than the Project as set forth in this Agreement shall be at the full risk of the County. no.>;Boa 1 /1 G DocuSign Envelope ID: 34524780-73C6-4CB6-96BA-FBCD698FCD21 h. Non-Appropriation. Provider acknowledges that County is a governmental entity, and the validity of this Agreement is based upon the availability of public funding under the authority of its statutory mandate. In the event that public funds are unavailable and not appropriated for the performance of County's obligations under this Agreement, then this Agreement shall automatically expire without penalty to County immediately upon written notice to Provider of the unavailability and non-appropriation of public funds. It is expressly agreed that County shall not activate this non-appropriation provision for its convenience or to circumvent the requirements of this Agreement, but only as an emergency fiscal measure during a substantial fiscal crisis. In the event of a change in the County's statutory authority, mandate and/or mandated functions, by state and/or federal legislative or regulatory action, which adversely affects County's authority to continue its obligations under this Agreement, then this Agreement shall automatically terminate without penalty to County upon written notice to Provider of such limitation or change in County's legal authority. i. Signatures. This Agreement together with any amendments or modifications may be executed electronically. All electronic signatures affixed hereto evidence the intent of the Parties to comply with Article 11A and Article 40 of North Carolina General Statute Chapter 66. j. Notices. Any notice required by this Agreement shall be in writing and delivered by certified or registered mail, return receipt requested to the following: Orange County Provider's Name Attention:Angel Barnes CRA Associates, Inc. P.O. Box 8181 222 Cloister Court Hillsborough,NC 27278 Chapel Hill,NC 27514 [SIGNATURE PAGE TO FOLLOW] i } 000;—A 1 /1 r DocuSign Envelope ID: 34524780-73C6-4CB6-96BA-FBCD698FCD21 IN WITNESS WHEREOF, the Parties, by and through their authorized agents, have hereunder set their hands and seal, all as of the day and year first above written. ORANGE COUNTY: PROVIDER: El—Signed by: D—Signed by: By: �1 it, lhaw�v�wsL B dtLi!c l�aw,wt vslt Pri nd pal County Manager Michael Hammersley, P.E. Printed Name and Title i 1 /1 G DocuSign Envelope ID: 34524780-73C6-4CB6-96BA-FBCD698FCD21 April 5, 2016 Jeff Thompson,Director Asset Management Services Orange County P. O.Box 8181 Hillsborough,NC 27278 RE; Design Services for the Sidewalk&Bike Lane Additions to Homestead Road Dear Mr,Thompson, Per our meeting last week with the Town of Chapel Hill, I am attaching a design fee proposal and scope of work to complete the required sidewalk and bile lane widening along the Homestead Road frontage. As you know,this is a part of the approved Special Use Permit for the Southern Human Services Campus. I understand that we need to move forward immediately with the portion on the west end of the site which will be Phase I of the project. This phase would install a concrete sidewalk from the intersection crosswalk of Weaver Dairy Road Extension to the driveway at Home Start. Phase lI of the project would include the widening along the entire frontage of a multi-modal 10' wide walking and bike trail. The approvals from the Town of Chapel Hill and NCDOT as we understand at this time will be phased so that the walk only is approved this spring for a summertime installation. The remainder of the work could be done sometime later depending on funding availability and when final approval is granted for Phases I and II construction. Our total design fee for both phases of this project will be$20,000 (Twenty Thousand Dollars). Let me know if you have any questions or need any additional information, Sincerely, Michael L, Ha er ley, Principal MLH/jh:Homestead Road i f� I cra 222 cloister court chapel bill,nc 27514 t;919.401.8586 DocuSign Envelope ID: 34524780-73C6-4CB6-96BA-FBCD698FCD21 ACCORDO DATE(MMIDDlYYYYI Ila� CERTIFICATE ®F LIABILITY INSURANCE 3/2/2016 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(les)must be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may requlre an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT Brenda Dipple ...._._-- Insurance Management Consultants, Inc, PHONE Exil: (704)799-1600 FAX No;(704)7992955 P.O. BOX 2490 E-MAIL ADDRESS: INSURERS AFFORDING COVERAGE ._ NAIC# Davidson NC 28036 _— INSURER.A;Beazley Insurance Company, Inc. _ 37540___,_,__ INSURED INSURER B: CRA Associates, Inc. INSURER 222 Cloister Court iNSURERD: _INSURER E; Chapel Hill NC 27514 I INSURERF: COVERAGES CERTIFICATE NUMBER:6/7/15 PL Renewal 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. ILTR TYPE OF INSURANCE INS UBQ POLICY NUMBER MW�DIYYY POLICY DI EXP LIMITS i COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE-- $ CLAIMS-MADE OCCUR PREMISES Eaoccarrbence._ $ MED EXP(Any one person) $ PERSONA- AOVINJURY S GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ _ POLICY❑jRa F-]LOC PRODUCTS-COMPIOP AGO $ _ OTHER: $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ Ea acdda, _ ANY AUTO BODILY INJURY(Perperson) S ALL OrMED SCHEDULED BODILY INJURY(Peraccident) $ AUTOS AUTOS HIRED AUTOS NON-OWNED PROPERTY AMAGE $ I pp . AUTOS _(Peraccidenll_ UMBRELLA LIAR OCCUR EACH OCCURRENCE $ EXCESS LIAR CLAIMS-MADE AGGREGATE $ _ DED RETENTION$ $ WORKERS COMPENSATION PER T - AND EMPLOYERS'LIABILITY y/N STATUTE 77ER _ ANY PROPRIETOR/PARTNEWFXECUTiVE E.L.EACH ACCIDENT $ OFFICER/MEMBER EXCLUDED? u N/A (Mandatory in NH) E.L.DISEASE-EA EMPLOYE $ I(yyes describe under 1)S6RIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ A PROFESSIONAL LIABILITY V15TPT150801 6/7/2015 6/7/2016 PER CLAIM $1,000,000 AGGREGATE $2,000,000 DESCRIPTION OF OPERATIONS LOCATIONS I VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached It more space Is required) I CERTIFICATE HOLDER CANCELLATION tcomar @orangecountync.gov SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE Orange County THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN P. O. Box 8181 ACCORDANCE WITH THE POLICY PROVISIONS. Hillsborough, NC 27278 AUTHORIZED REPRESENTATIVE ' �;✓. .�_tr -mss:- t:=�?-.. Jeff Todd/BD ©1988-2014 ACORD CORPORATION. All rights reserved. ACORD 25(2014/01) The ACORD name and logo are registered marks of ACORD INS025120mm) DocuSign Envelope ID: 34524780-73C6-4CB6-96BA-FBCD698FCD21 WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 00 03 13 (Ed. 4-84) WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule. Schedule Effective Expiration Persons Organization 12/31/2015 12/31/2016 blanket blanket 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 12/31/2015 12:00:00 AM Policy No. WC100-0002205-2015A Endorsement No. 0 Insured Corley Redfoot Architects, Inc. Premium $5,190 Insurance Company Countersigned by Stonewood Insurance Company WC 00 03 13 (Ed. 4-84) f i ®1993 National Council on Compensation Insurance. DocuSign Envelope ID: 34524780-73C6-4CB6-96BA-FBCD698FCD21 IC"R®® A DATE(MMlDD)YYYY) CERTIFICATE OF LIABILITY INSURANCE 3/14/2016 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW, THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER, IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must be endorsed. If SUBROGATION IS WANED,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 Patty Miller Business Insurers of Carolinas PHONE Ext: (919)968^4611 LAIC.No):(919)968-0991 800 Eastowne Drive, Suite 208 EDORIESS:pom @business–insurers.com PO Box 2536 INSURER(s)AFFoRDINGCOVERAGE N_AICN-____ Chapel Hill NC 27515-2536 INSURERA;Union Insurance Com an 25844 INSURED INSURERB:Stonewood Iris. Co. 11828 CRA Associates, Inc INSURER C: ` 222 Cloister Court INSURE D: INSURER E: Chapel Hill NC 27514 INSURER F: COVERAGES CERTIFICATE NUMBER:CL161814323 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 S BR POLICY NUMBER MMl DnYYY MMIDDI EXP LIMITS LTR X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 DA�iA ETORENTE 300,000 A __ ,_..,CLAIMS-MADE �OCCUR a occurrence $ _—_ .. X CNA4298862 40 7/9/2015 7/9/2016 MEDEXP(Any one person) $ 1-0,000 --..._....-------.... ..........._-- ---.-.-..._........--- PERSONAL&ADVINJURY_ S 1,000,000 GEHL AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE H S 2,000,000 X POLICY u PRO- rl LOC PRODUCTS-COMPIOPAGG $ 2,000,000 JECT OTHER: Employment Practices $ 100,000 AUTOMOBILE LIABILITY (Ee aeBddEer0i1 SINGLE LIMIT S 1,000,000 A X ANY AUTO BODILY INJURY(Per person) $ ALL OWNED SCHEDULED X AUTOS rx AUTOS CNA4298862 40 7/9/2015 7/9/2016 BODILY INJURY(Pereccident) $ NON•OWNED PROPERTY DAMAGE HIREDAUTOS AUTOS Per accident) $ Uninsured motorist BI spill limit S 1,000,000 A X UMBRELLA LIAB I X OCCUR CNA4298862 40 7/9/2015 7/9/2016 EACH OCCURRENCE 4,000,000 EXCESS LIAB CLAIMS-MADE Umbrella follows forms AGGREGATE.,_ _ $ 4,000,000 DED I I RETENTIONS I IGL,Auto 6 WC $ WORKERS COMPENSATION X PFR OTH- $ AND EMPLOYERS'LIABILITY STATUTE, ER 1 ANY PROPRIETOWPARTNERIEXECUTIVE YIN E.L.EACHACCI.O_ENT_ S 500 000 r B OFFICEWMEMBER EXCLUDED? a NIA — '-- 1 (Mandatory In NH) X "01000002205 2015A 12/3112015 12/3112016 E.L.DISEASE-EA EMPLOYEE $ 500,000 I(yyB describe under 1 DESCRIPTIONOF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ 500,000 DESCRIPTION OF OPERATIONS I LOCATIONS 1 VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached If more space is required) I Orange County is included as additional insured in reference to the General Liability policy per written contract per attached policy forms CLCGO114, CLCG0472, CLCG2062. If subrogation is waived, subject to terms and conditions of the policy, certain policies may require an endorsement. A statement of this certificate does not conquer rights to the certifiate holder in lieu of such endorsements. i CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE Orange Country THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN PO Box 8181 ACCORDANCE WITH THE POLICY PROVISIONS, Hillsborough, NC 27278 AUTHORIZED REPRESENTATIVE Patty Miller/PATTY ©1988-2014 ACORD CORPORATION. All rights reserved. ACORD 25(2014/01) The ACORD name and logo are registered marks of ACORD INS025 onidnil l i I DocuSign Envelope ID: 34524780-73C6-4CB6-96BA-FBCD698FCD21 COMMERCIAL GENERAL LIABILiTY CL.CO 20 62 11 12 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - COMPLETED OPERATIONS: AUTOMATIC TATU This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART A. Additional Insured(s) c. The written contract or agreement must 1. Section 11-Who Is An Insured is amended have.been executed prior to when the to include as an additional insured any per- "bodily injury" or "property damage" son or organization for whom you have occurs. agreed to add as an .additional insured on d. The following is added to Soctlon III P your policy in a written contract or agree- Limits Of Insurance; ment, but only with respect to liability for The most we will pay on behalf of the "bodily injury" or"property damage" caused, additional Insured(s) is the amount of in- in whole dr in part, by your work performed surance: for that additional insured and included in the "products-completed operation$-hazard". (1) Required by the written contract or 2. The insurance afforded to such additional In- agreement described in Paragraph 1. sured(s) described In Paragraph 1. above is above;or subject to each of the following additional (2) Available und+ar fhe applicable Limits provisions: of insurance shown in the Declare- a. The coverage provided to the additional tions; Insured by this endorsement does not whichever is lass. apply to"bodily injury" or"property dam- This endorsement shall not increase the age"beyond: applicable limits of Insurance shown in (1) The .period of time required by the the Declarations of this policy or cover- written contract or agreement age part, described in Paragraph 1. above, or 8. Professional Liability Exclusion 10 years from the date of the completion of"your work" described With respect to coverage provided by this en- above,whichever is less;or dorsdmant, the following exclusion Is added to (2) Two,years from the date of the Paragraph 2. Exclusions of Sootloi) I »Cover- completion of "your work" described a0e A ~ Bodily Injury And Property Damage above, if the written contract or Liabllity: agreement does not specify the This insurance does not apply to"bodily injury" period of time. or"property damage"arising out of: b. The insurance afforded to the additional Professional Liability Insured(s) only applies to the extent par- }laving rendered or having failed to render any matted by law: professional architectural,engineering or surveying services,including' 1. The preparation, approval, or failure to pre- pare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change ordorts or drawings and speainrca- tions; or CI-CG 20 62 11 12 Includes copyrighted material of Insurance Services Office Page 1 of 2 } with Its permission i DocuSign Envelope ID: 34524780-73C6-4CB6-96BA-FBCD698FCD21 2. Supervisory,inspection, architectural'Or engl- (2) The names and addresses of any Injured neering services. persons and witnesses;and This exclusion applies even if the claims against (a) The nature and location of any Injury or any insured allege negligence or other wrongdo- damage arising out of the"occurrence". Ing in. having supervised, hired, employed, b. If a claim is made or"suit"is brought against trained or monitored others by that insured, if the any insured,the insured must: "occurrence"which caused the "bodily Injury" or "property damage" involved the rendering of or (1) Immediately record the specifics of the the failure to render any professional architec- claim or"suit"and the date received;and tural,engineering or surveying services, (2) Notify us as soon as practicable. C. Duties In Event Of Occurrence,Claim Or Suit The insured must see to it that we receive With respect to the coverage provided by this en- written notice of the claim or"suit"as soon as dorsement, the. following replaces Paragraphs practicable. 2,a. and 2.1b. of Section iV :Commercial Gen- p. primary And Noncontributory oral Llability Conditions- .y respect to the coverage provided by this en. a. You and any additional Insured must see-to it dorsemeni, the following is added to Paragraph that we are notified as soon as practicable of 4.a. of Section IV - Commercial General Lta- an "occurrence"which may result Ina claim. bility Conditions: To the extent possible,notice should include: (1) Nov, when and where the "occurrence" The insurance provided to the additional ins.�red took place; is primary to and will not seek contribution from the additional insureds own Insurance when required by the written contract or agreement described In Paragraph Aa1.ebove, �I I Page 2 of 2 Includes copyrighted material of insurance Services Office CL CO 20 62 11 12 i with its permission i I DocuSign Envelope ID: 34524780-73C6-4CB6-96BA-FBCD698FCD21 COMMERCIAL GENERAL LIABILITY CL CG 0114 11 10 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY AMENDMENT OF PRIMARY AND EXCESS PROVISIONS (ADDITIONAL INSURED$) This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART A. Paragrapht.(v) is added to Paragraph 1)(a) of Paragraph b: Excess Insurance under Paragraph A. Other Insuranco of SECTION IV-COMMERCIAL GENERAL LIARiLITY CONDITIONS,as follows: (i) This insurance is excess over: (e) Any of the other insurance,whether primary,excess,contingent.or on any other basis: (v) That is available to any person or organization who has been added as an additional insured to this policy by endorsement. However, with respect.to an additional Insured adders by endorsement for liability Caused, in whole or in part: 1. By your acts or omissions,or the acts or omissions:of'those acting on your behalf: (a) In the performance of your ongoing operations;or (b) In connection with your premises;or 2. By your maintenance, operation or use of equipment leased to you by such person or organization; this insurance shall be primary for such acts or omissions as. described in subparagraphs (1)(a)(v)1.and(1)(o)(a)2,above if you and such additional Insured have agreed.prior to loss In a written contract or written.agreement, In effect during this policy period, that this Insurance be primary for some. When required by such written contract or written agreement,we will treat as"non-contributory" any other primary premiseslopirations liability insurance available to such additional Insured for liability described in.subparagraphs (1)(a)(v)1, and (1)(a)(v)2• above.and for which such parson or organization has been added as an additional insured by endorsement to this policy, However, this insurance,'In all cases,Js .excess over any other liability Insurance available to the additional Insured to which such person or organization has been added as an.additional Insured by endorsement. S: With respect to the changes made by this endorsement, the following definition is added to Section V, DEFINITIONS. I "Non-contributory"means that other insurance available to the additional Insured will apply as excess and will not contribute as primary to the insurance provided by this endorsement. i I j I GL UGC 0114 11 10 Includes copyrighted material df insurance Services Office, Inc„ Page 1 of 1 l with Its permission. DocuSign Envelope ID: 34524780-73C6-4CB6-96BA-FBCD698FCD21 COMMERCIAL 0ENERAL LIABILITY CL CG 04 72 0711 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE REACT' IT CAREFULLY, ADVANTAGE LIABILITY This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART Schedule Coverage#~Wnsion Llmit or included Page Expected Or intended Injury Or Damage Included 3 Knowledge Of Occurrence Included d Legal Liability-Damage To Premises Rented To You(Fire, lightning, Explosion, a or leakage From Automatic Fire Protective Systems) $300,000 Medical Payments $10,000 4 Miscellaneous Additional insureds Included 1 Mobile Equipment Redefined Included 6 Newly Formed Or Acquired Organizations-Extended Period Of Coverage included 5 Non-Owned Watercraft(increased to maximum length of) 61 feet 6 Property DamageElevators Included 5 puppiamentary Payments-Increased Limits: 5 1. flail Bonds $3;000 6 2. Loss Of Earnings $1,000 S Unintentional Omission In Disclosure Included 6 The above Scho.dule is a summary only. Please consult the specific provisions that follow for complete Information on the'ektonslons provided, if there is a conflict between this summary and the endorsement provisions.that follow,the endorsement provislons.shail prevail. The provisions of the Commercial General liability (1) Currently in effect or becoming effec- Coverage Part appl kopt as otherwlse provided in live. during the term of this policy, i this endorsement. This endorsement applies only if and such Coverage.Part is included in this policy. (2) Fully executed by you and the add!- A. MiSCE"NEOU$ADDITIONAL INSUREDS tionai insured prior to the "bodily In- 1. Section.Ii -Who Is.An Insured Is amended jury" damage ", or 'Per- .to Inolude as an insured an .person or or- sonal and advertising in ury" ganizatinn (referred to as additional insured b. The insurance afforded by this provision below) described in Paragraphs A.1.c,(11) does not apply to any person or organk through AA.c.(7) below when you and such zation indul ed as an additio»al Insured pperson or organization have agreed in writing by a separate endorsement issued by us In a contract or.agreement that such person and made a part of'this policy or cover- or organization be added as an additional in- age part; sured on your policy,provided that: c. Only the following persons or or ani2a- ` a. The written contract or written agreement tions are:additional Insureds under this Is, provision, with coverage for such addl. i CL CQ 04 72 0711 includes copyrighted material of insurance Services Office, Pago 1 of 6 j Inc,,with its permission 1 i DocuSign Envelope ID: 34524780-73C6-4CB6-96BA-FBCD698FCD21 tional insureds limited as provided dorsement ends when their contract herein: or agreement with you for such (1) Managers or Lessors of Premises leased equipment ends, A manager or lessor of premises but This insurance does not apply to any Only with respect 40.liability arising "occurrence"which takes place after out of the ownership, maintenance or the equipment lease expires, use: of that part of the premises teased to yyou and subject to the fal- (d) state, Municipally, Governmental louring additional exclusions,, Agency. or. t Ision Or tither This Insurance does not apply to: Political Subdivisions (a) An "occurrence" which takes A statyye, municipality, governmental place after you cease to be a cai subdivision svubjectoto the follow- tenant In that premises: ing provisions: (b) Structural alterations, new .con- .(a) This insurance applies only with structlon or demolition operations respect to: performed by or on behalf of such additional insured. (1) The following hazards for (2) Mortgagee,Assignee or l2eaeiver which the state, municipality, governmental agency or A mortgagee, assignee or receiver subdivision or other political but only with respeet.to their liability subdivision has Issued a as mortgagee, assignee, or receiver permit or authorization In and arising out of the ownership, connection with premises maintenance, or use *of a covered yyou own, rent, or control and promises by you, to which this insurance ap- plies: This insurance does not apply to t, The existence, mainte- stroctoral alterations, now construe- nance, repair, construe- formed and demolition operations or- tion, erection or removal formed by or for such additional in- sured. of advertising signs, awnings, canopies, cel- (3) Owners.or Others Interests from lar entrances,coal.holes, Wham Land Has Been Leased driveways, manholes, marquees; hoist awe An owner or other interest from openings, sidewalk i whom land has been leased by you vaults, street banners, or but only with r.espect.to.IIabllity.aris- decorations and similar ing out of the ownership, mainte- exposures;or i nonce or use of that part of the land leased to you and subject_to the ioi- 2. The construction, Brea towing'Additional exclusions: tion, or removal of Ole- This insurance does not apply to; vators;or (4) Any "occurrence" which takes (il) Operations performed by you place after you cease to lease or on your behalf for which that land. the state, municipality, ggov- ernmentai agency or subdl- (b) Structural alterations, new con- vision or other political sub- struction or demolition operations division has Issued a permit performed€ i�bsy or,n behalf of the or authorization. (b) This.insuranoe does not apply to (4) Lessor Of Equipment "bodily Injury", "property dam- s e"or"personal and advertising Any person or organization from in ury" arising out of operations whom you lease equipment but only performed for the federal gov- i with respect to liability for"bodily in- emment state, municipality or jury" "property damage"or"personal other political subdivision. and advertising injury" caused, In whole or In part; by your mainte- (6) Controlling Interest nonce, operation or use 'of equip- Any person(s)or organizations)with or organization,teased to you by such person a controlling Interest In the Named Insured, but only with respect to their A person's or organization's status as liability arising out of an additional insured under this en. Page 2 of 6 Includes copyrighted material of insurance Services Office, CL CG 04 72-07 111 Inc.,with Its permission i DocuSign Envelope ID: 34524780-73C6-4CB6-96BA-FBCD698FCD21 (a) Thei r financial control of the available to the additional In- Named Insured;or sured for injury. or damage covered by provision A. Mis« (b) Promises they own maintain or oolloneous Additional in- control while.the Named Insured strreds, except for such leases or occupies these prom- other insurance.as noted in ises. Paragraph b.(1)(b)below. This insurance does not apply to structural alterations, new construc- tion and demolition operations per- formed by or for such additional in. sured. (7) Co�owner Of Insured Premises A co-owner of a premises co-owned by you and covered under this insur- ance but only with respect to the coo owner-s liability as co-.owner of such premises. 2. With respect to coverage provided. by this provision A. Mlscellansous Additional.in- surods, the following additional provisions also apply: a. Any insurance provided to an additional Insured designated under Paragraphs A.1.6.(1) through A.i.c.(7) above does not apply: (1) To "bodily.Injury„ or "property dam• age" included within the "products- completed operations hazard";or (2) To"bodily injury", "property damage" or "parsonal send advertising injury" arising out of the sole negligefte'of such additional insured: b. Paragraph.4.b.of 8oction IV-CaMM- aial General Liability Conditions is deleted and replaced with the following: b. Exoosas Insurance (1) This Insurance Is excess over: (a) Any of the other Insurance, whether primary, excess, contingent or on any other basis that is avrailable to the additional Insured unless you and the additional insured have specifically agreed In writing that this Insurance be primary. Then we will treat any other insurance main- twined by the additional In- sured for Injury or damage covered by provision A. Mls- cellaneous Additional in. sureds, except such other insurance as noted in Para- graph b.(1) b)'below, as ex- cess to this insurance. If specifically required by such written contract or } written agreement, we will not seek contribution from any other liability insurance CL CG OA 72 0711 Includes copyrighted material of insurance Services Office, Page 3 of 6 Inc.,with its permission DocuSign Envelope ID: 34524780-73C6-4CB6-96BA-FBCD698FCD21 (b) Any other primary liability in- surance available to the Ad- ditional Insured for damages arising out of premises or ongoing operations for which C. KNOWLEDGE OF OCCURRENCE person or organization has been added as an Paragraph 2;a. Duties In The invent Of Occur- additional Insured ay rence, Offense, Claim Or Suit of Section IV - attachment of an endorse- Commercial General Liability Conditions is ment. deleted and replaced by the following: (2) When this Insurance is excess, a. You must see to it that we are notified as we will have no duty under Sao- aeon as practicable of an"occurrenca"or tion. I .. Covamoo.A - Bodily an offense which may result.in a claim Injury A1td Propetty Damage only when the"occurrence"or offense is Liability or Covers e B - Per- Known to: sonal .And Advertising Injury Liability to defend the. insured ('t) You, If you are an individual, against any usulr' if any other ln- surer has a duty to defend the (2) A partner,if you are a partnership; insured.against that "suit'. If no (3) A manager; if you are a limited Iiabil- other insurer defends, we' will Ity company;or Undertake to do so, but we will be entitled to the insured% rights (4) An "executive officer" or the "em- against all those other insurers. ployee designated by you to give such notice,'If you are an organiza- (3) When this Insurance is excess lion other than a partnership or a j over other Insurance,we will pay limited.itability company. only our share of the amount of To the extent possible,notice should Include: the loss, if shy, that'exceeds the sum of: (1) Mow; when and where the "occur- (a) The total amount that all rence"or offense took place; such other insurance would (2) The.names and addresses of any in pay for the loss 1n the ab- lured persons and witnesses;and sense of this insurance;and (b) The total of all deductible (3) The nature and location of any Injury or damage arising out of the any self-insured amounts rence"or offense. under all that outer insur- ance. D. LEGAL LIABILITY - DAMAGE TO PREMISES I RENTS0 TO YOU (Fire .Liphtolno, Explosion, (4). We will.share the remaining loss, Leakage From Aut6n nobc ire Protective Sys- 11"anyy, with any other nsurranca temg) that is not described In this Ex- cess Insurance provision and If damage by fire to premises rented to you is not was not bought specificai 'to otherwise excluded from this policy or coverage Apply in excess of the Limits of part,then the following provis ons apply; Insurance.shown In the Declara- 1, The last paragraph under'S..Exclusions of tinny of this policy or average Section I-Coverage A-Bodily Injury And part. Prope Damage Liability is deleted and i B. EXPECTED OR INTENDED INJURY OR DAM- replaced by the following; � AGE Exclusions c,through n.do not apply to dam- Exclusion 2.a. Expected Or Intended Injury of age by fire, ligfinning, explosion, or leakage Section I . Coverage A - Bodily Injury And from automatic fire protective systems to Property Damage Liability Is deleted and re- premises while rented to you or temporarily placed by the following: occupied by you with the permission of the owner. A separate limit of insurance applies a, Expected.Or intended Injury to this coverage as described in Section IiI- "ftodiiy Injury" or "property damage" ex- Limits Of insurance. peeled or.intended from the standpoint of 2. The paragraph Immediately after. Subpara- the insured,, This exclusion does not ap- ggraph J.(a) of Paragraph 2. inclusions of ply to "bodily Injury" or "property dam- Section I-Covotage A-Bodily Injury And age resuitiq from he use of reasonable property Damage Liability is deleted and force to protect persons or property. replaced by the following: j Page 4 of 6 Includes copyrighted material of Insurance Services Office; CL CO 04 72 0711 Inc.,with its permission DocuSign Envelope ID: 34524780-73C6-4CB6-96BA-FBCD698FCD21 Paragraphs (1), (3� and (4) of this exclusion the Medical Expense Limit is changed, subject to do not :apply to. 'property damage" (other the terms of.Section III-Limits O insurance,to than damage by fire,Ilghtn ng,explosion,and the greater of: leakage from. automatic fire protective. sys- a. $10,000;or toms) to premises, Including the contents of such premises,rented to you fora period of 7 b. The Medical Expense Limit shown in the or fewer consecutive days.A separate limit of Declarations, Insurance appiies to..Damage To Promises Rented To You as described In Section III - Limits Of insurance. 3. Paragraph S. of Section iII - Limits Of F. MOBILE EQUIPMENT REDtFINED Insurance is deleted and replaced by the Subparagraph f.(1 of definition 12. "mobile following: equipment'of Seculon V- Definitions is deleted 6. Subject to Paragraph S. above, the and replaced by the following: greater of (1) 1=quipment with a gross vehicle weight of a. $300,000;or 1, 00 pounds or more and designed Dri- b. The Damage' To Premises Rented marily for: To You Limit shown in the Declare (a) Snow removal; tions; (b) Road maintenance, but not construc- ts the most we will pay under Coverage tion or resurfacing,or A for damages because of "property (c) Street cleaning; daniage" to premises while rented to you, or in the case of damage by fire, G. NEWLY FORMF-D OR ACQUIRED ORGANIZA• lightning, explosion, or leakage from au- TIONS.EXTENDED PERIOD OF COVERAGE. tomatio fire protective systems, while rented to you or temporarily occupied by pare raph 3. of Seaton II -Who Is An Insured .y g you with permission of the owner. Is deleted and replaced by the following: This limit will.apply to all damage proxi- 3. Any organization you newly acquire or form, mateiyr cause by the same event, other than: whether such.damage results from fire, a. Aq ppartnership,.joint venture,or limited fia- lightningg, .explosion, leakage from auto- bilfty.company or Matto fire protective systems, or other covered causes of lass or any combina- b, An organization excluded either by the tion thereof, provis cons of this policy or coverage part, 4. Subparagraph b.(1 (a)(0) of Paragraph 4. or by endorsement; Other Insurance o Section IV - commer- and overwhich you,maintain ownership or maJor- cial general Liability Conditions Is deleted Ity interest of more than 50% will qualify as a and replaced by the following: Named Insured if there is no other similar insur- (ii) That is fire, lightning, expio- ance available to that organization. However: sion; loaka a from automatic a. Coverage under this provision Is afforded fire protoctiive systems insur only until the 180w day after you acquire ; once for premises rented to or form the organization or the end of the yyou or temporarily occupied policy period,whichever is earner; I by.you with permission of the 1 owner; b. Section I -Coverage A - Eodil Injury And Propeq, Damage Ltablll� Boas 6. Subparagraph a.of definition 9."Insured con- not apply to 'bodily in ury" or "property tract" of Section V -.1:ePnitfons is deleted damage', that occurre .before you ac- f and replaced by the following: quired or formed the organization;and a. A contract for a lease of premises. How- c. Section f-Coverage B«Personal.And ever, that portion of the contract for a Advertising Injury Liability, does not lease of.promises that indemnities any apply to"personal and advertisingg injury" person or, organization for damage by e0sing out of an offense commltted be- lire, lightning; explosion, leakage from fore you acquired or formed the organi- i automatic fire protective systems to zation. premises while rarited to you or tempo- H. NON-OVMEjD WATERCRAFT rarity occupied by you with permission of the owner is not an"Insured contract". Subparagraph (Z) of Exclusion 2.g. Aircraft, E: MEDICAL PAYfVEENTS Auto Or Watercraft of Section I-Coverage A- Bodily Injury And Property Damage Liability !- If Coverage C -Mettical Payments is not other- is deleted and replaced by(he following: wise excluded from this policy or coverage part, CL CG 04 72 07 11 Includes copyrighted material of insurance Services Office, Page 6 of 6 Inc.,with Its permission , I DocuSign Envelope ID: 34524780-73C6-4CB6-96BA-FBCD698FCD21 (2) A watercraft you do not own that is: (a) Less than 51 feet long;and (b) property orta charge, or I. PROPERTY DAMAGE-ELEVATOR$ 1. Subparagraphs (3)j.,(4), and (6) of Exclusion 2.j. Damage To Property pf Section. Coverage A o Bodily Injury And Property Damage Liability do not apply to the use of elevators. 2. E=xclusion 2.k. Damage Tb Your product of Section I-Coverage A'-Sodity Injury And Property Damage l.tabiiity does not apply to the use of elevators. The'insurance afforded by this provision, Prop- erty Damage - Elevators, .Is excess Ivor any oiher valid and collectible property and/or inland marine insurance (including. any deductibles) available to the insured. Paragraph 4. Other In- surance of Section IV. - Commercial {general Liability Conditions Is changed accordingly. J. SUPPLEMENTARY PAYMENTS,!INCREASED LIMITS .Section I-Supplementary Payments-Cover- ages A and B is changed as follows: 1. The limit shown.in Paragraph 1.b, for the cost of bail bonds is changed from $260 to $300;and 2. The.limit shown in Paragraph 1.d..for loss of eamin s because of time ofif work is changed. from$250 a day to$1,000 a day. K, UNINTENTIONAL OMISSION IN DISCLOSURE The followingg provision is.added to Paragraph 6., Representations of $ection IY • Commercial General Liability Conditions., I However, the unintentional omission of any in- J formation given or provided by you shall not prej- udice your rights under this Insurance. This.provision does not.affect our right to collect: additional premium or to exercise our right of Cancellation or non-renewal. i Page 6 of 6 Includes copyrighted materlal of Insurance Services Office, CL 00 0412 07 11 Inc„with its permission I