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HomeMy WebLinkAbout2022-176-E-AMS-Williams Scotsman-Lease 2 Mobile Trailers for RENARevised 12/18 1 [Departmental Use Only] TITLE RENA Mobile Unit FY 2021/2022 NORTH CAROLINA SERVICES AGREEMENT UNDER $90,000.00 NO RFP/RFQ ORANGE COUNTY This Services Agreement (hereinafter “Agreement”), made and entered into this 3rd day of May, 2022, (“Effective Date”) by and between Orange County, North Carolina a political subdivision of the State of North Carolina (hereinafter, the "County") and Williams Scotsman 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): To lease two mobile trailers, one being a 40x24 Classroom and one 40x10 Mobile Office for the Rogers Road Community Center. Please see the attached lease agreement dated Aprl 19, 2022. 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: F8EBDA2B-E1C9-4C03-80ED-E37FE36A5811 Revised 12/18 2 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 errors, 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 notice 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) 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. vi) In determining the basic services to be provided, should any documents be referenced in this Agreement, the terms of this Agreement as modified 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): To lease two mobile clasroom and office trailers for the Rogers Road Community Center. 4. Duration of Services a. Term. The term of this Agreement shall be from 05/03/2022 to 12/03/2023. b. Scheduling of Services. i) The Provider shall schedule and perform its activities in a timely manner. DocuSign Envelope ID: F8EBDA2B-E1C9-4C03-80ED-E37FE36A5811 Revised 12/18 3 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 05/03/22. 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 Sixty Seven Thousand Two Hundred Twenty Seven Dollars and Seventy Six Cents Dollars ($67227.76). Payment for Basic Services shall become due and payable within ten (10) 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, and upon prior written notice to Provider, 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 (Alan Dorman) 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 Insurance: 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 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 DocuSign Envelope ID: F8EBDA2B-E1C9-4C03-80ED-E37FE36A5811 Revised 12/18 4 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. b. County Insurance; County’s responsibility for the Equipment begins immediately upon delivery and accepted completion of installation. County shall obtain and keep in force during the entire Term and/or Extension Period liability and property insurance as follows: (A) General Liability Insurance: A policy of combined bodily injury and property damage insurance insuring County and Provider against any liability arising out of the use, maintenance, or possession of the Equipment. Such insurance shall be in an amount not less than $1,000,000 per occurrence. (B) Property Insurance: A policy of insurance covering all loss or damage to the Equipment, including flood and earthquake, for not less than 100% of the Equipment Value and the Ancillary Products value as established by Provider for the full term of the Agreement. (C) General. (1) County’s insurance for the Equipment shall be issued by insurance companies satisfactory to Provider. Such insurance shall be primary, and any other coverage carried by the Provider shall be excess and non-contributory. Within ten (10) days after the delivery of the Modular Equipment, County shall provide Provider with evidence of the required insurance and naming Provider as Additional Insured and Loss Payee. The Evidence of Insurance must provide Provider with thirty (30) days prior written notice of any cancellation. Any proceeds of such insurance shall be paid to Provider and shall be applied to the replacement of the Equipment or payment of monies due under this Agreement, at the option of Provider. County shall comply with all requirements of the insurance underwriters or any governmental authority. (2) County shall pay a Missing or Expired Evidence fee for each month that County fails to timely provide the required Evidence of Insurance for property coverage or for liability coverage. Such fees shall be calculated by Provider at its then-prevailing rate(s). Payment of such fees shall not provide County with any insurance coverage, nor excuse County from performing its obligations hereunder 8. Indemnity a. Provider Indemnity. To the extent caused by the negligence of Provider, 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 property damage or bodily injury including death 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. b. County Indemnity; To the extent permitted by law and to the extent of its insurance policy coverage, County agrees to indemnify, defend, and hold harmless Provider, its parents, subsidiaries, affiliates, directors, officers, agents, employees, and invitees, from and against any and all losses, claims, costs, and attorneys’ fees and expenses, arising out of or related to: (a) any loss or damage to the Equipment or any part or component thereof; (b) the death of, injury to, or damage to the property of, any person or party related to or arising out of the delivery, installation, use, possession, condition, return, or repossession or relocation (by other than Provider’s employees and/or subcontractors) of the Equipment and any part or component thereof; and/or (c) the failure of County to DocuSign Envelope ID: F8EBDA2B-E1C9-4C03-80ED-E37FE36A5811 Revised 12/18 5 maintain and/or correctly and lawfully use the Equipment as agreed to herein. County shall give Provider immediate notice of any claim or liability hereby indemnified against. c. Loss and Damage: County shall bear all risk of loss and damage to the E quipment from delivery to County’s site from all causes. No loss or damage to the Equipment shall impair any other obligation of County hereunder. 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 receiv ing 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 either party to require compliance of the other party with any provisions of this Agreement or the waiver of any breach of this Agreement shall not constitute a waiver of any claim for damages by the parties 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 upon seven (7) 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. DocuSign Envelope ID: F8EBDA2B-E1C9-4C03-80ED-E37FE36A5811 Revised 12/18 6 f. The term of this Agreement begins on the date of delivery of the Equipment and ends on the last day of the Minimum Lease Term (“Term”) or the Extension Period (as herein defined). Acceptance of Equipment returned to Provider prior to expiration of the Term or any Extension Period thereof, does not constitute a release of County’s rental obligations. Notwithstanding the terms indicated in Section 10 above ‘Termination’ or any other provision herein, in the event County terminates the Agreement during the Term, County unconditionally agrees to pay a termination/cancellation fee equal to the remaining payments for the unfulfilled Term, any applicable charges for services or modifications performed by Provider to make the Equipment ready for County’s use, and any applicable charges related to Ancillary Products, plus the Final Return Charges. At the end of the Term or Extension Period, County shall be responsible for any “Final Return Charges” as estimated in the Lease Order Agreement. County understands and agrees that the Final Return Charges stated in the Lease Order Agreement are estimates only and that Final Return Charges including, but not limited to, dismantle and return freight charges, will be charged at Provider's then prevailing rate at the time of surrender. Provider has the right to require County to prepay the rental for the last month and return freight and knockdown charges. Any amounts prepaid by County for rent or estimated return freight and knockdown shall be applied as a credit to County’s final invoice once final charges are determined by Provider. At the end of the Term, this Agreement is automatically extended on a month-to-month basis on the same terms and conditions until the Equipment is returned to Provider (the “Extension Period”); except that County’s rental rate shall be automatically adjusted to Provider’s then prevailing renewal rental rate. At the end of the Term, Provider has the right, upon notice to County, to change or increase any other fee due and payable under the Agreement. After the end of the Term, either party can terminate this Agreement on thirty (30) days written notice. If project is cancelled prior to delivery, County shall be responsible for all “get ready” costs incurred up to that point of cancellation. In the event County terminates after delivery and during the lease period, 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. The County shall assign or transfer its interest in this Agreement without the written consent of the Provider. Provider may assign with notice to County. 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. 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. By executing this Agreement Provider certifies that Provider has not been identified, and has not utilized the services of any agent or subcontractor identified, on the list created by the State Treasurer pursuant to G.S. 147-86.58. By executing this Agreement Provider certifies that Provider has not been identified, and has not utilized the services of any agent or subcontractor identified, on the list created by the State Treasurer pursuant to G.S. 147-86.81. DocuSign Envelope ID: F8EBDA2B-E1C9-4C03-80ED-E37FE36A5811 Revised 12/18 7 c. Non-Discrimination. 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 state and federal non-discrimination laws, policies, rules, and regulations and the Orange County Non-Discrimination Policy and Orange County Living Wage Policy (each policy is incorporated herein by reference and may be viewed at http://www.orangecountync.gov/departments/purchasing_division/contracts.php.) Any violation of the Orange County Non-Discrimination Policy is a breach of this Agreement and County may immediately terminate this Agreement without further obligation on the part of the County. This paragraph is not intended to limit and does not limit the definition of breach to discrimination. 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 Party, 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 as modified 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 that are specific to this Project such documents 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 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. 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. Notwithstanding the foregoing, if project is cancelled, County shall be responsible for all costs incurred up to the point of such termination. i. 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. Notwithstanding the foregoing, if project is cancelled, County shall be responsible for all costs incurred up to the point of such termination. DocuSign Envelope ID: F8EBDA2B-E1C9-4C03-80ED-E37FE36A5811 Revised 12/18 8 j. True Lease: County's Purchase Order(s) reflects an arrangement between Provider and County which is a true lease, and not a sale, of those items specified in the Purchase Order ("Equipment"). Title to the Equipment shall remain at all times with Provider. The Equipment is and shall remain personal property. k. Maintenance of Equipment: County shall maintain and keep the Equipment in good repair and safe operating condition, ordinary wear and tear excepted, and is responsible for maintenance in accordance with the terms of the Williams Scotsman Service Guide delivered with the Equipment. Upon delivery, the Equipment is accepted by the County unless Provider is notified of a defect or deficiency within forty-eight (48) hours of delivery. l. Term: The term of this Lease begins on the date of delivery, is subject to a minimum lease term, and ends when the Equipment is returned to Provider. At the end of the term stated in the purchase order, this agreement is extended on a month-to-month basis until the Equipment is returned to Provider (the "Extension Period"). During the Extension Period, the Provider has the right, upon thirty (30) days’ notice to County, to increase the Rate Per Month and/or the knockdown and return freight charges to Provider’s then prevailing rate. m. Rent, Fees And Taxes: Rent commences as of the delivery date. Subject to the terms and conditions herein County shall pay all rental payments and other fees, taxes or payments due hereunder as and when due without prior notice or demand. County shall pay, or shall reimburse Provider for, any sales, use and personal property taxes related to the leased Equipment, its value, use, or operation, (except for Provider's income tax)., including storage related charges attributable to delayed delivery and/or installation of the Equipment required and/or requested by County. County will cooperate with Provider in preparing and filing tax returns related to the Equipment. n. LATE CHARGES: ANY AMOUNTS NOT PAID WITHIN TWENTY (20) DAYS OF THE DUE DATE SET FORTH ON THE INVOICE SHALL BE SUBJECT TO AN INTEREST CHARGE OF 1½% PER MONTH OR THE MAXIMUM AMOUNT PERMITTED BY LAW, WHICHEVER IS LOWER, OF THE AMOUNT IN ARREARS FOR THE PERIOD SUCH AMOUNT REMAINS UNPAID PLUS AN ADMINISTRATIVE LATE CHARGE OF $35.00 PER MONTH FOR EACH MONTH THE INVOICE REMAINS UNPAID. o. ELECTRONIC BILLING STATEMENTS ARE THE OFFICIAL BILLING METHOD USED BY PROVIDER. IF COUNTY REQUIRES A PAPER INVOICE, COUNTY WILL MAKE SUCH REQUEST IN WRITING TO PROVIDER AND WILL AGREE TO PAY PROVIDER A $10.00 ADMINISTRATIVE FEE PER PAPER INVOICE. PROVIDER’S PREFERRED PAYMENT METHOD IS AUTOMATED CLEARING HOUSE (“ACH”). IF COUNTY PAYS BY CHECK, COUNTY AGREES THAT PROVIDER MAY ADD A CHECK PROCESSING FEE IN THE AMOUNT OF $10.00 TO COUNTY’S ACCOUNT. IF COUNTY PAYS BY CHECK OR ACH AND THE BANK RETURNS THE CHECK OR ACH DEBIT TO PROVIDER UNPAID , COUNTY AGREES THAT PROVIDER MAY ADD A RETURNED CHECK FEE OR DocuSign Envelope ID: F8EBDA2B-E1C9-4C03-80ED-E37FE36A5811 Revised 12/18 9 RETURNED ACH DEBIT FEE IN THE AMOUNT OF $30.00 TO COUNTY’S ACCOUNT. p. Provider Warranty. For as long as County timely makes all payments due hereunder, Provider warrants throughout the term of this Agreement that it will repair structural or mechanical defects in the Equipment (excluding HVAC filters, fire extinguishers, fuses/breakers and light bulbs), provided that County notifies Provider in writing of any defects, malfunctions, or leaks within two (2) business days of the occurrence thereof. Provider shall have no liability for the repair of any defect or condition resulting from County’s relocation of the Equipment, utilities connection, alteration of the Equipment, use of the Equipment for a purpose for which it was not intended, vandalism, misuse of the Equipment, for excessive wear and tear or for which timely notice is not provided to Provider. The repair of the Equipment by Provider, due to a defect or condition resulting from any of the preceding causes shall result in additional charges to County. Provider shall have no liability whatsoever for any consequential, incidental or punitive damages, costs or expenses. WILIAMS SCOTSMAN DISCLAIMS ANY AND ALL IMPLIED WARRANTIES, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE AND THE IMPLIED WARRANTY OF MERCHANTABILITY. q. Return Of Equipment: Prior to the end of the lease term, County must give Provider at least thirty (30) days advance written notice of its intention to return the Equipment, and must disconnect all utilities, remove all its possessions from, and vacate the Equipment, leaving it in a "broom clean" condition. Provider shall arrange for the return of the Equipment at the County's expense. Provider is not responsible for any property located in the Equipment upon its return. r. Default: Any of the following events constitute an Event of Default under this Agreement: (a) Nonpayment of any monies owed hereunder to Provider within twenty (20) days after they are due; or (b) County's failure to perform any term or condition of this Agreement or any other agreement between Provider and County. s. Remedies: Upon the occurrence of an Event of Default, Provider shall have the right to exercise any of the following remedies: (a) Declare that the rent for the Minimum Lease Term and all other unpaid rent, fees, taxes and charges, for any or all Equipment covered by this Agreement immediately due and payable; (b) repossess any or all of the Equipment; (c) use, hold, or sell the Equipment upon such terms as Provider determines; (d) cancel this Agreement with respect to one or more items of Equipment or the entire Agreement, at Provider’s sole option. A termination hereunder shall occur only upon written notice by Provider to County and only with respect to such items of Equipment as Provider specifically elects to terminate in such notice. Except as to such items of Equipment with respect to which there is a termination, this Agreement shall remain in full force and effect and County shall be and remain liable for the full performance of all of its obligations hereunder; and/or (e) proceed with any remedies at law or in equity available to Provider. All such remedies are cumulative and may be enforced separately or concurrently from time to time. Provider's waiver of any Event of Default shall not constitute a waiver of any other Event of Default. County shall pay all Provider's legal fees and all other fees and expenses related to the enforcement of this Agreement. DocuSign Envelope ID: F8EBDA2B-E1C9-4C03-80ED-E37FE36A5811 Revised 12/18 10 t. Force Majeure: Williams Scotsman shall not be responsible for any delays which may arise beyond Williams Scotsman's control, including without limitation, delays caused by County, their employees, agents or other contractor's, or any third parties; governmental and/or municipal authorities; acts of God; stormy or inclement weather; union activities and/or other labor issues; floods, fire, earthquakes, windstorms or other catastrophe; manufacturer's delays; loss or damage to units during transport; transportation delays; shortages of materials; delays in obtaining permits, licenses, approvals, tests or inspections; archaeological/paleontological discoveries; hazardous materials encountered at Site; conditions existing at Site; or any other conditions beyond Williams Scotsman's control. Provider shall not be responsible for delays beyond its control. u. PROVIDER SHALL HAVE NO LIABILITY WHATSOEVER FOR ANY CONSEQUENTIAL, INCIDENTAL, PUNITIVE, LIQUIDATED, OR SPECIAL DAMAGES, COSTS, OR EXPENSES ARISING IN RELATION TO THE AGREEMENT BETWEEN THE PARTIES, THE EQUIPMENT, THE WORK, OR ANY OTHER CAUSE OR FACTOR. v. Signatures. This Agreement together with any amendments or modifications may be executed electronically. All electronic signatures affixed hereto evidence the consent of the Parties to utilize electronic signatures and the intent of the Parties to comply with Article 11A and Article 40 of North Carolina General Statute Chapter 66. w. 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:Alan Dorman Williams Scotsman Inc P.O. Box 8181 905 Ellis Road Hillsborough, NC 27278 Durham NC 27703 [SIGNATURE PAGE TO FOLLOW] DocuSign Envelope ID: F8EBDA2B-E1C9-4C03-80ED-E37FE36A5811 Revised 12/18 11 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: Williams Scotsman Inc By: _________________________________ County Manager By: __________________________________ Donna Finnerty Printed Name and Title DocuSign Envelope ID: F8EBDA2B-E1C9-4C03-80ED-E37FE36A5811 5/9/20225/10/2022 Revised 12/18 12 ORANGE COUNTY—DEPARTMENT USE ONLY ______________________________________________________________________________ Party/Vendor Name: Williams Scotsman Inc Party/Vendor Contact Person: Caren Small Contact Phone: (919)957-9955 Party/Vendor Address: 905 Ellis Rd City Durham State: NC Zip: 27703 Department: AMS Amount: $67227.76 Purpose: Lease 2 Mobile Trailers for RENA Budget Code(s):10240330-80000 Vendor # 65411 new vendor) Vendor is a BOCC consultant? Yes No Contract Type: (Check one) New Renewal Amendment Effective Date Approved by Board Yes No Agenda Date: This agreement is approved as to technical form and content and I as Department Director affirmatively state work on this project has not been initiated prior to execution of the agreement: Department Director’s Signature ________________________________________ Date: ________ Agreements for emergency services or repair are not subject to the above affirmation. If services rel ated to this agreement have already begun or been completed please briefly describe the nature of the emergency condition that was addressed: Information Technologies (Applicable only to hardware/software purchases or related services) This agreement has been reviewed and is approved as to information technology content and specifications: Office of the Chief Information Officer___________________________________ Date: ________ Risk Management This agreement is approved for sufficiency of insurance standards, specifications, and requirements: Office of the Risk Management Officer___________________________________ Date: _________ Financial Services This instrument has been pre-audited in the manner required by the Local Government Budget and Fiscal Control Act: Office of the Chief Financial Officer ____________________________________ Date: _________ Legal Services This agreement is approved as to legal form and sufficiency: Office of the County Attorney __________________________________________Date: ________ Clerk to the Board Received for record retention: All Docusign contracts must be copied to Sherri Ingersoll upon completion: singersoll@orangecountync.gov The following signature block is for hard copies only and is not required for Docusign contracts: Office of the Clerk to the Board __________________________________________Date:_________ DocuSign Envelope ID: F8EBDA2B-E1C9-4C03-80ED-E37FE36A5811 5/9/2022 5/10/2022 5/10/2022 5/10/2022 Lease Agreement Lessee: ORANGE COUNTY 200 CAMERON STREET HILLSBOROUGH, North Carolina 27278 Contact: Alan Dorman 300 West Tryon Street, BLDG B -3rd Floor - Rm 250 Hillsborough, NC 27278 Phone: 9196198859 Email: adorman@orangecountync.gov Ship To Address: 101 Edgar St Chapel Hill, NC 27278 US Delivery Date (on or about): 06/06/2022 Rental Pricing Per Billing Cycle Quantity Price Extended 40x24 Classroom (36x24 Box) 1 $1,078.00 Bas. Entrance-Steps T2 2 $66.00 $132.00 Property Damage Waiver (11/12) 2 $129.60 $259.20 Window/Door Security Bundle - 30-40 2 $66.00 $132.00 General Liability CL - Allen Insurance 1 $45.60 $45.60 ADA/IBC Ramp - 30' & less 1 $435.00 $435.00 Minimum Lease Billing Period: 12 Total Recurring Building Charges: $1,078.00 Billing Cycle: 28 Days Subtotal of Other Recurring Charges: $1,003.80 Total Recurring Charges Per Billing Cycle: $2,081.80 Delivery & Installation Fuel Surcharge Delivery 1 $416.88 $416.88 Essentials Material Handling 1 $598.50 $598.50 Foundation / Tiedown Plans 1 $500.00 $500.00 Steps - OSHA Aluminum Set Up 2 $72.00 $144.00 Ramp - Delivery & Installation 1 $1,440.00 $1,440.00 Footers 24 $44.00 $1,056.00 Delivery Freight 2 $772.00 $1,544.00 Block and Level 1 $4,650.00 $4,650.00 Vinyl skirting 120 $20.00 $2,400.00 Total Delivery & Installation Charges: $12,749.38 Final Return Charges* Fuel Surcharge Return 1 $416.88 $416.88 Steps - OSHA Aluminum Removal 2 $72.00 $144.00 Skirting Removal - Vinyl LF 120 $5.00 $600.00 Ramp - Knockdown & Return 1 $432.00 $432.00 Teardown 1 $3,023.00 $3,023.00 Return Freight 2 $772.00 $1,544.00 Due On Final Invoice*: $6,159.88 Total Including Recurring Billing Charges, Delivery, Installation & Return**: $43,890.86 Scope of Work National IPA Service Contract VPN#1148635 Summary of Charges Model: CL4024 Quantity: 1 Total Charges for(1) Building(s): $43,890.86 Williams Scotsman, Inc. 905 Ellis Road Durham NC 27703 Your WillScot Representative Caren Small, Territory Sales Manager Phone: (919)957-9955 Email: caren.small@willscot.com Toll Free: 800-782-1500 Contract Number: 1634146 Revision: 8 Date: April 19, 2022 Page 1 of 4 DocuSign Envelope ID: F8EBDA2B-E1C9-4C03-80ED-E37FE36A5811 Lease Agreement Lessee: ORANGE COUNTY 200 CAMERON STREET HILLSBOROUGH, North Carolina 27278 Contact: Alan Dorman 300 West Tryon Street, BLDG B -3rd Floor - Rm 250 Hillsborough, NC 27278 Phone: 9196198859 Email: adorman@orangecountync.gov Ship To Address: 101 Edgar St Chapel Hill, NC 27278 US Delivery Date (on or about): 06/06/2022 Rental Pricing Per Billing Cycle Quantity Price Extended 40x10 Mobile Office (36x10 Box) 1 $485.00 Property Damage Waiver (9/10) 1 $91.20 $91.20 Window/Door Security Bundle - 30-40 1 $66.00 $66.00 General Liability - Allen Insurance 1 $26.40 $26.40 ADA/IBC Ramp - 30' & less 1 $435.00 $435.00 Minimum Lease Billing Period: 12 Total Recurring Building Charges: $485.00 Billing Cycle: 28 Days Subtotal of Other Recurring Charges: $618.60 Total Recurring Charges Per Billing Cycle: $1,103.60 Delivery & Installation Fuel Surcharge Delivery 1 $264.60 $264.60 Essentials Material Handling 1 $142.50 $142.50 Foundation / Tiedown Plans 1 $500.00 $500.00 Footers 10 $44.00 $440.00 Ramp - Delivery & Installation 1 $1,440.00 $1,440.00 Delivery Freight 1 $980.00 $980.00 Block and Level 1 $1,306.00 $1,306.00 Vinyl skirting 92 $20.00 $1,840.00 Total Delivery & Installation Charges: $6,913.10 Final Return Charges* Fuel Surcharge Return 1 $264.60 $264.60 Skirting Removal - Vinyl LF 92 $5.00 $460.00 Ramp - Knockdown & Return 1 $432.00 $432.00 Teardown 1 $1,044.00 $1,044.00 Return Freight 1 $980.00 $980.00 Due On Final Invoice*: $3,180.60 Total Including Recurring Billing Charges, Delivery, Installation & Return**: $23,336.90 Summary of Charges Model: MO4010 Quantity: 1 Total Charges for(1) Building(s): $23,336.90 Williams Scotsman, Inc. 905 Ellis Road Durham NC 27703 Your WillScot Representative Caren Small, Territory Sales Manager Phone: (919)957-9955 Email: caren.small@willscot.com Toll Free: 800-782-1500 Contract Number: 1634146 Revision: 8 Date: April 19, 2022 Page 2 of 4 DocuSign Envelope ID: F8EBDA2B-E1C9-4C03-80ED-E37FE36A5811 Insurance Requirements Addendum QTY PRODUCT EQUIPMENT VALUE/BUILDING DEDUCTIBLE PER UNIT 1 1 CL4024 MO4010 $38995.00 $20218.00 $4000.00 $2000.00 Lessee: ORANGE COUNTY Pursuant to the Williams Scotsman Lease Agreement and its Terms and Conditions ("Agreement"), a Lessee is obligated to provide insurance to Williams Scotsman, Inc. ("Lessor") with the following insurance coverage: 1. Commercial General Liability Insurance: policy of combined bodily injury and property damage insurance insuring Lessee and Lessor against any liability arising out of the use, maintenance, or possession of the Equipment. Such insurance shall be in an amount not less than $1,000,000 per occurrence, naming the Lessor as Additional Insured and Loss Payee. 2. Commercial Property Insurance: covering all losses or damage, in an amount equal to 100% of the Equipment Value set forth in the Lease providing protection against perils included within the classification and special extended perils (all "risk" insurance), naming the Lessor as Additional Insured and Loss Payee. By signing below, the Lessee agrees to the terms and conditions stated herein. All other general Terms and Conditions of the Agreement shall remain the same and in full force and effect. Each party is hereby authorized to accept and rely upon a facsimile or electronic signature of the other party on this Addendum. Any such signature shall be treated as an original signature for all purposes. Commercial General Liability Insurance Lessee elects to participate in the Commercial General Liability Insurance Program, whereby Lessee will receive insurance coverage through American Southern Insurance Company ("Insurer") and administered by Allen Insurance Group ("Agent"). The Lessee acknowledges and agrees that the policy issued by the Insurer is a third party liability policy that covers those amounts that Lessee is legally obligated to pay due to bodily insurance and property damage arising from the proper use and occupancy of Equipment leased from Williams Scotsman up to the policy limits. Coverage is subject to underwriting and specific terms and conditions set forth in the policy. An outline of cover is available upon request. By signing below, Lessee understands and agrees that the Lessor is not providing the insurance coverage and serves only as a billing agent for the Insurer and its Agent; and, accordingly, it assumes no liability therefore. Signature of Lessee: \s1\ Print Name: \n1\ Date: \d1\ Damage Waiver Program Lessee elects to participate in the Lessor's Damage Waiver Program. Lessee understands and agrees that under this program, the Lessor waives, for a fee, Lessee's obligation to carry Commercial Property Insurance and Lessee's liability to Lessor for repair or replacement of the modular units leased from Williams Scotsman resulting from loss or damage as specified in the Lease Agreement. Lessee remains liable to Williams Scotsman for the amount of the damage deductible per unit of equipment noted above. Please refer to the Agreement for specific details on coverage, exclusions and restrictions on coverage. The Property Damage Waiver is not and shall not constitute a contract for insurance. Signature of Lessee: \s1\ Print Name: \n1\ Date: \d1\ Please return this signed document with the signed lease agreement. Williams Scotsman, Inc. 905 Ellis Road Durham NC 27703 Your WillScot Representative Caren Small, Territory Sales Manager Phone: (919)957-9955 Email: caren.small@willscot.com Toll Free: 800-782-1500 Contract Number: 1634146 Revision: 8 Date: April 19, 2022 Page 3 of 4 DocuSign Envelope ID: F8EBDA2B-E1C9-4C03-80ED-E37FE36A5811 Williams Scotsman, Inc. 905 Ellis Road Durham NC 27703 Your WillScot Representative Caren Small, Territory Sales Manager Phone: (919)957-9955 Email: caren.small@willscot.com Toll Free: 800-782-1500 Contract Number: 1634146 Revision: 8 Date: April 19, 2022 Page 4 of 4 DocuSign Envelope ID: F8EBDA2B-E1C9-4C03-80ED-E37FE36A5811 DocuSign Envelope ID: F8EBDA2B-E1C9-4C03-80ED-E37FE36A5811 DocuSign Envelope ID: F8EBDA2B-E1C9-4C03-80ED-E37FE36A5811 DocuSign Envelope ID: F8EBDA2B-E1C9-4C03-80ED-E37FE36A5811 WILLSCOT.COM/THE-ESSENTIALS | 800.782.1500 THE ESSENTIALSENTRANCE PACKAGES When your mobile office arrives, make sure your people can get into it right away. Our OSHA-compliant packages provide safe, solid, high-grip walking surfaces that you can depend on in any weather, including adjustable steps and treaded platform. DocuSign Envelope ID: F8EBDA2B-E1C9-4C03-80ED-E37FE36A5811 WILLSCOT.COM/THE-ESSENTIALS | 800.782.1500 PACKAGE LEVELS ENTRANCE BASIC PROFESSIONAL Stair System 1x 1x Platform 1x 1x Boot Scraper 1x 1x Entrance Mat 1x 1x Canopy System 1x Professional Entrance Basic Entrance Everything we offer is OSHA compliant and set up completely onsite by WillScot. We have a full range of ADA/IBC compliant step and ramp solutions to meet the needs of your site. An entrance mat and boot scraper ensures the offices stays clean. DocuSign Envelope ID: F8EBDA2B-E1C9-4C03-80ED-E37FE36A5811 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. INSURER(S) AFFORDING COVERAGE INSURER F : INSURER E : INSURER D : INSURER C : INSURER B : INSURER A : NAIC # NAME:CONTACT (A/C, No):FAX E-MAILADDRESS: PRODUCER (A/C, No, Ext):PHONE INSURED REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES 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). 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. OTHER: (Per accident) (Ea accident) $ $ N / A SUBR WVD ADDL INSD 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. $ $ $ $PROPERTY DAMAGE BODILY INJURY (Per accident) BODILY INJURY (Per person) COMBINED SINGLE LIMIT AUTOS ONLY AUTOSAUTOS ONLY NON-OWNED SCHEDULEDOWNED ANY AUTO AUTOMOBILE LIABILITY Y / N WORKERS COMPENSATION AND EMPLOYERS' LIABILITY OFFICER/MEMBER EXCLUDED? (Mandatory in NH) DESCRIPTION OF OPERATIONS below If yes, describe under ANY PROPRIETOR/PARTNER/EXECUTIVE $ $ $ E.L. DISEASE - POLICY LIMIT E.L. DISEASE - EA EMPLOYEE E.L. EACH ACCIDENT EROTH-STATUTEPER LIMITS(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)POLICY EFFPOLICY NUMBERTYPE OF INSURANCELTRINSR DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) EXCESS LIAB UMBRELLA LIAB $EACH OCCURRENCE $AGGREGATE $ OCCUR CLAIMS-MADE DED RETENTION $ $PRODUCTS - COMP/OP AGG $GENERAL AGGREGATE $PERSONAL & ADV INJURY $MED EXP (Any one person) $EACH OCCURRENCE DAMAGE TO RENTED $PREMISES (Ea occurrence) COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRO-JECT LOC CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) CANCELLATION AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. CERTIFICATE HOLDER The ACORD name and logo are registered marks of ACORD HIRED AUTOS ONLY 10/29/2021 Lovitt &Touche A Marsh &McLennan Agency LLC Co 1050 W.Washington Street,#233 Tempe AZ 85281 Tami Lane 602-956-2250 602-956-2258 tlane@lovitt-touche.com ACE American Insurance Company 22667 WILLSMOBIL ACE Fire Underwriters Insurance Company 20702WillScotMobileMiniHoldingsCorp. and its Subsidiaries 4646 E.Van Buren Street,Suite 400 Phoenix AZ 85008 ACE Property &Casualty Insurance Co 20699 Federal Insurance Company 20281 1259301940 A X 2,000,000 X 500,000 10,000 2,000,000 10,000,000 X X Y Y HDOG72487564 11/1/2021 11/1/2022 4,000,000 A 5,000,000 X Y Y ISAH2554576A 11/1/2021 11/1/2022 C X X 10,000,000YG7183605800211/1/2021Y 11/1/2022 10,000,000 A B X N Y WLRC68929507 (AOS) SCFC68929544 (WI) 11/1/2021 11/1/2021 11/1/2022 11/1/2022 1,000,000 1,000,000 1,000,000 D Motor Truck Cargo Legal Liability 06592841WCE 11/1/2021 11/1/2022 Limit:$250,000 Certificate Holder is an Additional Insured on a Primary and Non-Contributory basis as respects to General Liability including Ongoing/Completed Operations if required in a written contract and as respects to Auto Liability if required in a written contract subject to all policy terms,conditions,definitions and exclusions. 30 Day Notice of Cancellation and Waiver of Subrogation applies as respects to General Liability,Auto Liability &Workers Compensation if required in a written contract,subject to all policy terms,conditions,definitions and exclusions.Umbrella Policy follows form and is excess over General Liability,Auto Liability and Employer's Liability. PROOF OF INSURANCE DocuSign Envelope ID: F8EBDA2B-E1C9-4C03-80ED-E37FE36A5811 POLICY NUMBER: HDO G7156535A Endorsement Number: COMMERCIAL GENERAL LIABILITY CG20261219 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - DESIGNATED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE A. Section II - Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf: 1. In the performance of your ongoing operations; or 2. In connection with your premises owned by or rented to you. However: 1. The insurance afforded to such additional insured only applies to the extent permitted by law; and 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. B. With respect to the insurance afforded to these additional insureds, the following is added to Section Ill - Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or 2. Available under the applicable limits of insurance; whichever is less. This endorsement shall not increase the applicable limits of insurance. Name Of Additional Insured Person(s) Or Organization(s): Any person or organization whom you have agreed to include as an additional insured under a written contract, provided such contract was executed prior to the date of loss. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. HDO G72487564 DocuSign Envelope ID: F8EBDA2B-E1C9-4C03-80ED-E37FE36A5811 CG2026(12/19) © Insurance Services Office, Inc., 2018 Page 1 of 1 DocuSign Envelope ID: F8EBDA2B-E1C9-4C03-80ED-E37FE36A5811 CG 20 10 12 19 © Insurance Services Office, Inc., 2018 Page 1 of 2 POLICY NUMBER: HDO G7156535A COMMERCIAL GENERAL LIABILITY CG 20 10 12 19 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED – OWNERS, LESSEES OR CONTRACTORS – SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) Location(s) Of Covered Operations Any Owner, Lessee or Contractor whom you have agreed to include as an additional insured under a written contract, provided such contract was executed prior to the date of loss. All locations where you are performing ongoing operations for such additional insured pursuant to any such written contract. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II – Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by: 1. Your acts or omissions; or 2. The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional insured(s) at the location(s) designated above. However: 1. The insurance afforded to such additional insured only applies to the extent permitted by law; and 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. B. With respect to the insurance afforded to these additional insureds, the following additional exclusions apply: This insurance does not apply to "bodily injury" or "property damage" occurring after: 1. All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or 2. That portion of "your work" out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. HDO G72487564 DocuSign Envelope ID: F8EBDA2B-E1C9-4C03-80ED-E37FE36A5811 Page 2 of 2 © Insurance Services Office, Inc., 2018 CG 20 10 12 19 C. With respect to the insurance afforded to these additional insureds, the following is added to Section III – Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or 2. Available under the applicable limits of insurance; whichever is less. This endorsement shall not increase the applicable limits of insurance. DocuSign Envelope ID: F8EBDA2B-E1C9-4C03-80ED-E37FE36A5811 POLICY NUMBER: HDO G7156535A COMMERCIAL GENERAL LIABILITY CG 20 37 12 19 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED – OWNERS, LESSEES OR CONTRACTORS – COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) Location And Description Of Completed Operations ONLY THOSE WHERE REQUIRED BY WRITTEN CONTRACT. ALL LOCATIONS AND OPERATIONS. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II – Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury" or "property damage" caused, in whole or in part, by "your work" at the location designated and described in the Schedule of this endorsement performed for that additional insured and included in the "products-completed operations hazard". However: 1. The insurance afforded to such additional insured only applies to the extent permitted by law; and 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. B. With respect to the insurance afforded to these additional insureds, the following is added to Section III – Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or 2. Available under the applicable limits of insurance; whichever is less. This endorsement shall not increase the applicable limits of insurance. HDO G72487564 DocuSign Envelope ID: F8EBDA2B-E1C9-4C03-80ED-E37FE36A5811 CG 20 37 12 19 © Insurance Services Office, Inc., 2018 Page 1 of 1 DocuSign Envelope ID: F8EBDA2B-E1C9-4C03-80ED-E37FE36A5811 POLICY NUMBER: HDO G7156535A COMMERCIAL GENERAL LIABILITY CG 24 04 12 19 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US (WAIVER OF SUBROGATION) This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART ELECTRONIC DATA LIABILITY COVERAGE PART LIQUOR LIABILITY COVERAGE PART POLLUTION LIABILITY COVERAGE PART DESIGNATED SITES POLLUTION LIABILITY LIMITED COVERAGE PART DESIGNATED SITES PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART RAILROAD PROTECTIVE LIABILITY COVERAGE PART UNDERGROUND STORAGE TANK POLICY DESIGNATED TANKS SCHEDULE The following is added to Paragraph 8. Transfer Of Rights Of Recovery Against Others To Us of Section IV – Conditions: We waive any right of recovery against the person(s) or organization(s) shown in the Schedule above because of payments we make under this Coverage Part. Such waiver by us applies only to the extent that the insured has waived its right of recovery against such person(s) or organization(s) prior to loss. This endorsement applies only to the person(s) or organization(s) shown in the Schedule above. CG 24 04 (12/19 ) © Insurance Services Office, Inc., 2018 Page 1 of 1 Name Of Person(s) Or Organization(s): Any person or organization against whom you have agreed to waive your right of recovery in a written contract, provided such contract was executed prior to the date of loss. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. HDO G72487564 DocuSign Envelope ID: F8EBDA2B-E1C9-4C03-80ED-E37FE36A5811 NON-CONTRIBUTORY ENDORSEMENT FOR ADDITIONAL INSUREDS Named Insured WILLSCOT MOBILE MINI HOLDING CORP Endorsement Number Policy Symbol HDO Policy Number G7156535A Policy Period 11/01/2020 TO 11/01/2021 Effective Date of Endorsement 11/01/2020 Issued By (Name of Insurance Company) ACE American Insurance Company Insert the policy number. The remainder of the information is to be completed only when this endorsement is issued subsequent to the preparation of the policy. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. COMMERCIAL GENERAL LIABILITY COVERAGE Schedule Organization Additional Insured Endorsement Any additional insured with whom you have agreed to provide such non - CG 2026 (12/19) Contributory insurance, pursuant to and as required under a written contract Executed prior to the date of loss. (If no information is filled in, the schedule shall read: “All persons or entities added as additional insureds through an endorsement with the term “Additional Insured” in the title) For organizations that are listed in the Schedule above that are also an Additional Insured under an endorsement attached to this policy, the following is added to Section IV.4.a: If other insurance is available to an insured we cover under any of the endorsements listed or described above (the “Additional Insured”) for a loss we cover under this policy, this insurance will apply to such loss on a primary basis and we will not seek contribution from the other insurance available t o the Additional Insured. Authorized Agent LD-20287 (06/06) Page 1 of 1 G72487564 11-01-2021 TO 11-01-2022 11-01-2021 DocuSign Envelope ID: F8EBDA2B-E1C9-4C03-80ED-E37FE36A5811 ALL-32687 (01/11) Page 1 of 2 NOTICE TO OTHERS ENDORSEMENT – SCHEDULE Named Insured: WILLSCOT MOBILE MINI HOLDING CORP Endorsement Number Policy Symbol HDO Policy Number G7156535A Policy Period 11/01/2020 TO 11/1/2021 Effective Date of Endorsement 11/01/2020 Issued By (Name of Insurance Company) ACE American Insurance Company Insert the policy number. The remainder of the information is to be completed only when this endorsement is issued subsequent to the preparation of the policy. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. A. If we cancel the Policy prior to its expiration date by notice to you or the first Named insured for any reason other than nonpayment of premium, we will endeavor, as set out below, to send written notice of cancellation, via such electronic or other form of notification as we determine, to the persons or organizations listed in the schedule that you or your representative provide or have provided to us (the “Schedule”). You or your representative must provide us with both the physical and e -mail address of such persons or organizations, and we will utilize such e -mail address or physical address that you or your representative provided to us on such Schedule. B. The Schedule must be initially provided to us within 15 days after: i. The beginning of the Policy period, if this endorsement is effective as of such date; or ii. This endorsement has been added to the Policy, if this endorsement is effective after the Policy period commences. C. The Schedule must be in an electronic format that is acceptable to us; and must be accurate. D. Our delivery of the notification as described in Paragraph A. of this endorsement will be based on the most recent Schedule in our records as of the date the notice of cancellation is mailed or delivered to the first Named Insured. E. We will endeavor to send or deliver such notice to the e -mail address or physical address corresponding to each person or organization indicated in the Schedule at least 30 days prior to the cancellation date applicable to the Policy. F. The notice referenced in this endorsement is intended only to be a courtesy notification to the person(s) or organization(s) named in the Schedule in the event of a pending cancellation of coverage. We have no legal obligation of any kind to any such person(s) or organization(s). Our failure to provide advance notification of cancellation to the person(s) or organization(s) shown in the Schedule shall impose no obligation or liability of any kind upon us, our agents or representatives, will not extend any Policy cancellation date and will not negate any cancellation of the Policy. G. We are not responsible for verifying any information provided to us in any Schedule, nor are we responsible for any incorrect information that you or your representative provide to us. If you or your representative does not provide us with a Schedule, we have no responsibility for taking any action under this endorsement. In addition, if neither you nor your representative provides us with e -mail and physical address information with respect to a particular person or organization, then we shall have no responsibility for taking action with regard to such person or entity under this endorsement. H. We may arrange with your representative to send such notice in the event of any such cancellation. I. You will cooperate with us in providing the Schedule, or in causing your representative to provide the Schedule. J. This endorsement does not apply in the event that you cancel the Policy. G72487564 11-01-2021 TO 11-01-2022 11-01-2021 DocuSign Envelope ID: F8EBDA2B-E1C9-4C03-80ED-E37FE36A5811 ALL-32687 (01/11) Page 2 of 2 All other terms and conditions of the Policy remain unchanged. Authorized Representative DocuSign Envelope ID: F8EBDA2B-E1C9-4C03-80ED-E37FE36A5811 ADDITIONAL INSURED - DESIGNATED PERSONS OR ORGANIZATIONS Insert the policy number. The remainder of the information Is to be completed only when this endorsement is issued subsequent to the preparation of the policy. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM AUTO DEALERS COVERAGE FORM MOTOR CARRIER COVERAGE FORM EXCESS BUSINESS AUTO COVERAGE FORM Additional lnsured(s): Any person or organization whom you have agreed to include as an additional insured under a written contract, provided such contract was executed prior to the date of loss. A. For a covered "auto ," Who Is Insured is amended to include as an "insured," the persons or organizations named in this endorsement. However , these persons or organizations are an "insured" only for "bodily injury" or "property damage" resulting from acts or omissions of: 1. You. 2. Any of your "employees" or agents. 3. Any person operating a covered "auto" with permission from you, any of your "employees" or agents. B. The persons or organizations named in this endorsement are not liable for payment of your premium. Authorized Representative DA-9U74c (03/16) Page 1 of 1 Named Insured: WILLSCOT MOBILE MINI HOLDINGS CORP Endorsement Number Policy SymbolI Policy Number I Policy Period ISA H25313756 11/01/2020 TO 11/01/2021 Effective Date of Endorsement 11/01/2020 Issued By (Name of Insurance Company) ACE American Insurance Company H2554576A 11-01-2021 TO 11-01-2022 11-01-2021 DocuSign Envelope ID: F8EBDA2B-E1C9-4C03-80ED-E37FE36A5811 WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS Insert the policy number. The remainder of the information is to be completed only when this endorsement issued subsequent to the preparation of the policy. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This Endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM MOTOR CARRIERS COVERAGE FORM AUTO DEALERS COVERAGE FORM We waive any right of recovery we may have against the person or organization shown in the Schedule below because of payments we make for injury or damage arising out of the use of a covered auto. The waiver applies only to the person or organization shown in the SCHEDULE. SCHEDULE Any person or organization against whom you have agreed to waive your right of recovery in a written contract, provided such contract was executed prior to the date of loss. Authorized Representative DA-13115a (06/14) Page 1 of 1 Named Insured: WILLSCOT MOBILE MINI HOLDINGS CORP Endorsement Number Policy SymbolI Policy Number I Policy Period ISA H25313756 11/01/2020 TO 11/01/2021 Effective Date of Endorsement 11/01/2020 Issued By (Name of Insurance Company) ACE American Insurance Company H2554576A 11-01-2021 TO 11-01-2022 11-01-2021 DocuSign Envelope ID: F8EBDA2B-E1C9-4C03-80ED-E37FE36A5811 NON-CONTRIBUTORY ENDORSEMENT FOR ADDITIONAL INSUREDS Named Insured WILLSCOT MOBILE MINI HOLDINGS CORP Endorsement Number Policy SymbolI Policy Number I Policy Period ISA H25313756 11/01/2020 TO 11/01/2021 Effective Date of Endorsement 11/01/2020 Issued By (Name of Insurance Company) ACE American Insurance Company Insert the policy number. The remainder of the information 1s to be completed only when this endorsement is issued subsequent to the preparation of the policy. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM AUTO DEALERS COVERAGE FORM Schedule Organization Any additional insured with whom you have agreed to provide such non- contributory insurance, pursuant to and as required under a written contract executed prior to the date of loss. Additional Insured Endorsement DA 9U74c (03/16) (If no information is listed in, the schedule shall read: "All persons or entities added as additional insureds through an endorsement with the term "Additional Insured" in the title) For organizations that are listed in the Schedule above that are also an Additional Insured under an endorsement attached to this policy, the following is added to the other Insurance Condition under General Conditions: If other insurance is available to an insured we cover under any of the endorsements listed or described above (the "Additional Insured") for a loss we cover under this policy, this insurance will apply to such loss on a primary basis and we will not seek contribution from the other insurance available to the Additional Insured. Authorized Representative DA-21886b (06/14) Page 1 of 1 H2554576A 11-01-2021 TO 11-01-2022 11-01-2021 DocuSign Envelope ID: F8EBDA2B-E1C9-4C03-80ED-E37FE36A5811 NOTICE TO OTHERS ENDORSEMENT-SCHEDULE Named Insured WILLSCOT MOBILE MINI HOLDINGS COR. Endorsement Number Policy SymbolI Policy Number I Policy Period ISA H25313756 11/01/2020 TO 11/01/2021 Effective Date of Endorsement 11/01/2020 Issued By (Name of Insurance Company) ACE American Insurance Company Insert the policy number. The remainder of the information 1s to be completed only when this endorsement Is issued subsequent to the preparation of the policy. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. A. If we cancel the Policy prior to its expiration date by notice to you or the first Named insured for any reason other than nonpayment of premium, we will endeavor, as set out below, to send written notice of cancellation, via such electronic or other form of notification as we determine, to the persons or organizations listed in the schedule that you or your representative provide or have provided to us (the "Schedule"). You or your representative must provide us with the physical and/or e-mail address of such persons or organizations, and we will utilize such e-mail address or physical address that you or your representative provided to us on such Schedule. B. The Schedule must be initially provided to us within 15 days after: i. The beginning of the Policy period, if this endorsement is effective as of such date; or ii. This endorsement has been added to the Policy, if this endorsement is effective after the Policy period commences. C. The Schedule must be in an electronic format that is acceptable to us; and must be accurate. D. Our delivery of the notification as described in Paragraph A. of this endorsement will be based on the most recent Schedule in our records as of the date the notice of cancellation is mailed or delivered to the first Named Insured. E. We will endeavor to send or deliver such notice to the e-mail address or physical address corresponding to each person or organization indicated in the Schedule at least 30 days prior to the cancellation date applicable to the Policy. F. The notice referenced in this endorsement is intended only to be a courtesy notification to the person(s) or organization(s) named in the Schedule in the event of a pending cancellation of coverage. We have no legal obligation of any kind to any such person(s) or organization(s). Our failure to provide advance notification of cancellation to the person(s) or organization(s) shown in the Schedule shall impose no obligation or liability of any kind upon us, our agents or representatives, will not extend any Policy cancellation date and will not negate any cancellation of the Policy. G. We are not responsible for verifying any information provided to us in any Schedule, nor are we responsible for any incorrect information that you or your representative provide to us. If you or your representative does not provide us with a Schedule, we have no responsibility for taking any action under this endorsement. In addition, if neither you nor your representative provides us with e-mail and physical address information with respect to a particular person or organization, then we shall have no responsibility for taking action with regard to such person or entity under this endorsement. H. We may arrange with your representative to send such notice in the event of any such cancellation. I. You will cooperate with us in providing the Schedule, or in causing your representative to provide the Schedule. J. This endorsement does not apply in the event that you cancel the Policy. ALL-32687 (05/11) Page 1 of 2 H2554576A 11-01-2021 TO 11-01-2022 11-01-2021 DocuSign Envelope ID: F8EBDA2B-E1C9-4C03-80ED-E37FE36A5811 All other terms and conditions of the Policy remain unchanged. Authorized Representative ALL-32687 (05/11) Page 2 of 2 DocuSign Envelope ID: F8EBDA2B-E1C9-4C03-80ED-E37FE36A5811 11-01-2021 TO 11-01-2022 11-01-2021 C68929507 DocuSign Envelope ID: F8EBDA2B-E1C9-4C03-80ED-E37FE36A5811 Workers' Compensation and Employers' Liability Policy Named Insured Endorsement Nu mber Po licy Number Symb ol: WLR Issued B y Name of Insurance Com pany ACE AMERICAN INSURANCE COMPANY Insert the p olicy numbe r the rem ainder of the information is to be completed only when this endorsem en t is issued subsequent to the preparation of the policy. NOTICE TO OTHERS ENDORSEMENT - SCHEDULE B. The Schedule must be initially provided to us within 15 days after: The beginning of the Policy period, if this endorsement is effective as of such date; or This endorsement has been added to the Policy, if this endorsement is effective after the Policy period commences. C. This endorsement must be in an electronic format that is acceptable to us; and must be accurate. Our delivery of the notification as described in Paragraph A . of this endorsement will be based on the most recent Schedule in our records as of the date the notice of cancellation is mailed or delivered to the first Named Insured. We will endeavor to send or deliver such notice to the e-mail address or physical address corresponding to each person or organization indicated in the Schedule at least 30 days prior to the cancellation date applicable to the Policy. The notice referenced in this endorsement is intended only to be a courtesy notification to the person(s) or organization(s) named in the Schedule in the event of a pending cancellation of coverage. We have no legal obligation of any kind to any such person(s) or organization(s). Our failure to provide advance notification of cancellation to the person(s) or organization(s) shown in the Schedule shall impose no obligation or liability of any kind upon us, our agents or representatives, will not extend any Policy cancellation date and will not negate any cancellation of the Policy. We are not responsible for verifying any information provided to us in any Schedule, nor are we responsible for any incorrect information that you or your representative provide to us. If you or your representative does not provide us with a Schedule, we have no responsibility for taking any action under this endorsement. In addition, if neither you nor your representative provides us with e-mail and physical address information with respect to a particular person or organization, then we shall have no responsibility for taking action with regard to such person or entity under this endorsement. We may arrange with your representative to send such notice in the event of any such cancellation. You will cooperate with us in providing the Schedule, or in causing your representative to provide the Schedule J. This endorsement does not apply in the event that you cancel the Policy. All other terms and conditions of this Policy remain unchanged. wc 99 03 70A (08/12) Page 1of 11-01-2021 TO 11-01-2022 11-01-2021 C68929507 DocuSign Envelope ID: F8EBDA2B-E1C9-4C03-80ED-E37FE36A5811 Workers' Compensation and Employers' Liability Policy Named Insured . MOBILE MINI, INC 4646 E. VAN BUREN STREET PHOENIX, AZ 85008 Endorsement Number Policy Number Symbol: WLR Number: C67814964 Policy Period 11-01-2020 TO 11-01-2021 Effective Date of Endorsement 11-01-2020 Issued By (Name of Insurance Company) ACE AMERICAN INSURANCE COMPANY Insert the policy number. The remainder of the information is to be completed only when this endorsement is issued subsequent to the preparation of the policy. UTAH WAIYER OF SUBROGATION ENDORSEMENT This endorsement applies only to the insurance provided by the policy because Utah is shown in Item 3.A. of the Information Page. 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 1his agreement from us.) This agreement shall not operate directly or indirectly to benefit anyone not named in the schedule. Our waiver of rights does not release your employees' rights against third parties and does not release our authority as trustee of claims against thir d parties. Schedule ANY PERSON OR ORGANIZATION AGAINST WHOM YOU HAVE AGREED TO WAIVE YOUR RIGHT OF RECOVERY IN A WRITIEN CONTRACT, PROVIDED SUCH CONTRACT WAS EXECUTED PRIOR TO THE DATE OF LOSS. Authorized Agent WC 43 03 05 (l0/00) Ptd. in U.S A. 11-01-2021 TO 11-01-2022 11-01-2021 C68929507 DocuSign Envelope ID: F8EBDA2B-E1C9-4C03-80ED-E37FE36A5811 Named Insured MOBILE MINI, INC. 4646 E. VAN BUREN STREET PHOENIX , AZ 85008 Endorsement Number Policy Number Symbol: WLR Number· C67814964 Policy Period 11-01-2020 TO 11-01-2021 Effective Date of Endorsement 11-01-2020 Issued By (Name of Insurance Company) ACE AMERICAN INSURANCE COMPANY Insert the policy number. The remainder of the i nformation is to be completed only when this endorsement is issued su bse q uent to the prep arati on of the policy. TEXAS WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT This endorsement applies only to the insurance provided by the policy because Texas is shown in item 3.A. of the Information Page . 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, but this waiver applies only with respect to bodily injury arising out of the operations described in the Schedule , where you are required by a written contract to obtain this waiver from us. This endorsement shall not operate directly or indirectly to benefit anyone not named in the Schedule. The premium for this endorsement is shown in the schedule . Schedule 1. Specific Waiver Name of person or organization : ( X ) Blanket Waiver Any person or organization for whom the Named Insured has agreed by written contract to furnish this waiver. 2. Operations: ALL TEX AS OPERATIONS 3. Premium: The premium charge for this endorsement shall be 2 • 0 percent of the premium developed on payroll in connection with work performed for the above person(s) or organization(s) arising out of the operations described . 4. Advance Premium: wc 42 03 04B (06/14) © Copyright 2014 NationalCouncil on Compensati on Insurance, Inc.A ll Rights Reserved . 11-01-2021 TO 11-01-2022 11-01-2021 C68929507 DocuSign Envelope ID: F8EBDA2B-E1C9-4C03-80ED-E37FE36A5811 Workers' Compensation and Employers' Liability Policy Named Insured MOBILE MINI, INC. 4646 E. VAN BUREN STREET PHOENIX, AZ 85008 Endorsement Number Policy Number Symbol: WLR Number:: C67814964 Policy Period 11-01-2020 TO 11-01-2021 Effective Date of Endorsement 11-01-2020 Issued By (Name of Insurance Company) ACE AMERICAN INSURANCE COMPANY Insert the policy number. The remainder of the information is to be completed only when this endorsement is issued subsequent to the preparation of policy CALIFORNIA WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT This endorsement applies only to the insurance protected by the policy because California as shown in Item 3 .A of the Information Page. 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. but this waiver applies only with respect to bodily Injury arising out of the operations described in the Schedule, where you are required by a written contract to obtain this waiver from us You must maintain ·payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule Schedule 1. ( ) Specific Waiver Name of person or organization: ( X ) Blanket Waiver Any person or organization for whom the Named Insured has agreed by written contract to furnish this waiver 2. Operations ALL OPERATIONS CONDUCTED BY AN INSURED PURSUANT TO SUCH WRITTEN CONTRACT 3 Premium: The premium charge for this endorsement shall be 2.0 percent of the California premium developed on payroll in connection with work performed for the above person(s) or organization(s) arising out of the operations described 4 . Minimum Premium o w C 90 03 75 (05118) 11-01-2021 TO 11-01-2022 11-01-2021 C68929507 DocuSign Envelope ID: F8EBDA2B-E1C9-4C03-80ED-E37FE36A5811 Workers' Compensation and Employers' Liability Policy MOBILE MINI, IN C . 4646 E. VAN BUREN STREET PHOENIX AZ 85008 Numbe r: C67815002 Symb ol: SCF Effective Date of Endorsement 1 1 -01 -20 20 TO 1 1 -01 -202 1 ACE FIRE UNDERWRITERS INSURANCE COMPANY 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 any one not named in the Schedule. Schedule For the states of CA, UT, TX, refer to state specific endorsements. This endorsement is not applicable in KY, NH, and N J. For Kansas, use of this endorsement is limited by the Kansas Fairness in Private Construction Contract Act(K.S .A .. 16-1801 through 16-1807 and any amendments thereto) and the Kansas Fairness in Public Construction Contract Act(K.S.A 16-1901 through 16 -1908 and any amendments thereto) . According to the Acts a provision in a contract for private or public construction purporting to waive subrogation rights for losses or claims covered or paid by liability or workers compensation insurance shall be against public policy and shall be void and unenforceable except that, subject to the Acts, a contract may require waiver of subrogation for losses or claims paid by a consolidated or wrap-up insurance program. WC 00 03 13 (11/05)Ptd.U .S.A.Copyright1982-83,NationalCouncilon Compensation 11-01-2021 TO 11-01-2022 11-01-2021 C68929544 DocuSign Envelope ID: F8EBDA2B-E1C9-4C03-80ED-E37FE36A5811