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R2022-053 2022-03-28RESOLUTION NO. R2022-53 A Resolution of the City Council of the City of Pearland, Texas, authorizing a design contract with Costello, Inc., for design services associated with the Somersetshire Estates Subdivision Waterline Project, in the estimated amount of $79,420.00. BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PEARLAND, TEXAS: Section 1. That certain contract for design services associated with the Somersetshire Estates Subdivision Waterline Project, a copy of which is attached hereto as Exhibit “A” and made a part hereof for all purposes, is hereby authorized and approved. Section 2. That the City Manager or his designee is hereby authorized to execute and the City Secretary to attest a contract for design services associated for the Somersetshire Estates Subdivision Waterline Project. PASSED, APPROVED and ADOPTED this the 28th day of March, A.D., 2022. _____________________________ J.KEVIN COLE MAYOR ATTEST: _____________________________ LESLIE CRITTENDEN CITY SECRETARY APPROVED AS TO FORM: ________________________________ DARRIN M. COKER CITY ATTORNEY DocuSign Envelope ID: 99075401-9410-4064-975A-FE8B25C4C3D3 CI mi— Z -.—. ...., W co LE 0 8 > .„,1„,:„,„,,,,,i,:,,,,A,,,.,,,,,,,,,,,, • Cl. 2 _4 E cz qi? qP en c • .c c -±j- 0 "....j 1,,,:,,,•,h....:t ,. p, lif /1 leill . 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" ',!'o. : 0''; '";"0 ;°' "0 "1 f...)1 41 " I i'.. ,o ";" g ir— ,,,,,,11 0 ,t, 0 Si ",'r d ne L.`._ MI E 1 i ,, 0 ce Llj U ii II 1 1 ' LL, " , ,..„„,„. 1 „ 1 „,,,„,„„„""1 11 „,„,„11""11 5 ',oh 4 " I 11 0 SuST --", 4 ..„5 LI —7 , , -""» » 11--» V"( ''--''''"406'''"'"-''C'Allitr'S""Va"-Ar fr' * # # 1 1 1 3 i # , 1 H P 1 ILI t ,„,„,,,,,„ k „ ) 1.5 110''5 1)5 „„,„.. MILLER tAINICH RID : - / 1111Doomigigianii01,8117011111111iiiMMEINE F"'m II % (."4:: .,,,,•,,,,,,,,,,„ :41 11 I)a. IA- i 1' a'''''''"t , ta"'''''''''„ j' Ri # Design 1 of 7 D2. Revised 04/2019 CONTRACT FOR PROFESSIONAL SERVICES THIS CONTRACT is entered into upon final execution by and between the City of Pearland ("CITY") and Costello Engineering & Surveying ("CONSULTANT"). The CITY engages the CONSULTANT to perform professional services for a project known and described as Somersetshire Estates Subdivision Small Diameter Waterline Replacement ("PROJECT"). (Project #WA2205) SECTION I - SERVICES OF THE CONSULTANT The CONSULTANT shall perform the following professional services to CITY standards and in accordance with the degree of care and skill that a professional in Texas would exercise under the same or similar circumstances: A.The CONSULTANT shall perform professional services. See Exhibit A, attached, for a detailed SCOPE OF WORK and PROJECT schedule. The PROJECT schedule shall be submitted in digital and hard copy form in the Microsoft Project for Windows format. B.The CONSULTANT shall prepare and submit a detailed opinion of estimated cost of the PROJECT. C.The CONSULTANT acknowledges that the CITY (through its employee handbook) considers the following to be misconduct that is grounds for termination of a CITY employee: Any fraud, forgery, misappropriation of funds, receiving payment for services not performed or for hours not worked, mishandling or untruthful reporting of money transactions, destruction of assets, embezzlement, accepting materials of value from vendors, or consultants, and/or collecting reimbursement of expenses made for the benefit of the CITY. The CONSULTANT agrees that it will not, directly or indirectly; encourage a CITY employee to engage in such misconduct. D.The CONSULTANT shall submit all final construction documents in both hard copy and electronic format. Plans shall be AutoCAD compatible and all other documents shall be Microsoft Office compatible. The software version used shall be compatible to current CITY standards. Other support documents, for example, structural calculations, drainage reports and geotechnical reports, shall be submitted in hard copy only. All Record Drawings electronic files shall be submitted to the CITY in TIF format. E.The CONSULTANT recognizes that all drawings, special provisions, field survey notes, reports, estimates and any and all other documents or work product generated by the CONSULTANT under the CONTRACT shall be delivered to the CITY upon request, shall become subject to the Open Records Laws of this State. F.The CONSULTANT shall procure and maintain for the duration of this Agreement, insurance against claims for injuries to persons, damages to property, or any errors EXHIBIT A DocuSign Envelope ID: 0289137B-F76D-4782-8E2E-8CE98B6D9F6A Design 2 of 7 D2 Revised 04/2019 and omissions relating to the performance of any work by the CONSULTANT, its agents, employees or subcontractors under this Agreement, as follows: (1) Workers’ Compensation as required by law. (2) Professional Liability Insurance in an amount not less than $1,000,000 in the aggregate. (3) Comprehensive General Liability and Property Damage Insurance with minimum limits of $1,000,000 for injury or death of any one person, $1,000,000 for each occurrence, and $1,000,000 for each occurrence of damage to or destruction of property. (4) Comprehensive Automobile and Truck Liability Insurance covering owned, hired, and non-owned vehicles, with minimum limits of $1,000,000 for injury or death of any one person, $1,000,000 for each occurrence, and $1,000,000 for property damage. The CONSULTANT shall include the CITY as an additional insured under the policies, with the exception of the Professional Liability Insurance and Workers’ Compensation. The CONSULTANT shall agree to waive its Right to Subrogation. Certificates of Insurance and endorsements shall be furnished to the CITY before work commences. Each insurance policy shall be endorsed to state that coverage shall not be suspended, voided, canceled, and/or reduced in coverage or in limits (“Change in Coverage”) except with prior written consent of the CITY and only after the CITY has been provided with written notice of such Change in Coverage, such notice to be sent to the CITY either by hand delivery to the City Manager o r by certified mail, return receipt requested, and received by the City no fewer than thirty (30) days prior to the effective date of such Change in Coverage. Prior to commencing services under this CONTRACT, CONSULTANT shall furnish CITY with Certificates of Insurance, or formal endorsements as required by this CONTRACT, issued by CONSULTANT’S insurer(s), as evidence that policies providing the required coverage, conditions, and limits required by this CONTRACT are in full force and effect. G. The CONSULTANT shall indemnify and hold the CITY, its officers, agents, and employees, harmless from any claim, loss, damage, suit, and liability of every kind for which CONSULTANT is legally liable, including all expenses of litigation, court costs, and attorney's fees, for injury to or death of any person, for damage to any property, or errors in design, any of which are caused by the negligent act or omission of the CONSULTANT, his officers, employees, agents, or subcontractors under this CONTRACT. H. All parties intend that the CONSULTANT, in performing services pursuant to this CONTRACT, shall act as an independent contractor and shall have control of its own work and the manner in which it is performed. The CONSULTANT is not to be considered an agent or employee of the CITY. DocuSign Envelope ID: 0289137B-F76D-4782-8E2E-8CE98B6D9F6A Design 3 of 7 D2 Revised 04/2019 SECTION II - PERIOD OF SERVICE This CONTRACT will be binding upon execution and end February 8, 2024. SECTION III - CONSULTANT'S COMPENSATION A. The total compensation for the services performed shall not exceed the total noted in Section B. B. The CITY shall pay the CONSULTANT in installments based upon monthly progress reports and detailed invoices submitted by the CONSULTANT based upon the following: 1. Basic Services (Not to Exceed) $45,675.00 2. Additional Services shall require independent and specific authorization and shall be billed as (Lump Sum): $13,620.00 3. Bid Phase Services (Hourly Not to Exceed) $5,415.00 4. Construction Phase Services (Hourly Not to Exceed) $10,710.00 5. Reimbursable Expenses (Not to Exceed) $4,000.00 6. Total: $79,420.00 C. The CITY shall make payments to the CONSULTANT within thirty (30) days after receipt and approval of a detailed invoice. Invoices shall be submitted on a monthly basis. D. CONSULTANT shall invoice for work performed during the preceding thirty day period (“Billing Period”). The Billing Period shall run from the 26th day to the 25th day of each consecutive month. Invoices shall be submitted to CITY not more frequently than once every 30 days. CONSULTANT shall be responsible for timely submittal of all invoices and CONSULTANT shall not be entitled to payment for invoices in arrears. All invoices shall reflect most recent single Billing Period only and represent the true, correct and accurate account of work performed during the Billing Period. E. For an agreed contract amount identified as “Lump Sum”, Not to Exceed” and “Reimbursable” the CONSULTANT shall not exceed the fixed contractual amount without written authorization in the form of a Contract Amendment. CONSULTANT shall provide 45 days prior notice to the CITY in the event contract fees may exceed the fixed contract amount. CONSULTANT shall be responsible for ensuring that such authorization is complete and executed by all parties performing any work or submitting any invoices for work that exceeds the fixed contract amount under any expense category. DocuSign Envelope ID: 0289137B-F76D-4782-8E2E-8CE98B6D9F6A Design 4 of 7 D2 Revised 04/2019 F. Allowable Reimbursable Expenses CONSULTANT shall identify and include in the proposal any anticipated Reimbursable Expenses, and shall itemize Reimbursable Expenses by work category. Reimbursable Expenses shall be invoiced AT COST without subsequent markup by the CONSULTANT. All invoices containing a request for Reimbursable Expenses shall include copies of the original expense receipts itemized per the allowable category. Allowable Reimbursable Expenses include: • Hard copy reproductions, copies and/ or binding costs • Postage • Mileage, for travel from Consultant’s local office (within a 25 mile radius) to meetings at the City or job-site. Mileage shall be charged at the current IRS rates. • Travel expenses, mileage from local office to State or federal regulatory agency office beyond 100 miles. • Lodging expenses, for destinations beyond 100 miles from the Consultant’s local office AND when business hours exceed eight hours within one business day OR requires more than one eight hour day. F.2. Disallowed Expenses Disallowed Expenses include travel expenses for professional expertise traveling into the greater Houston area from Consultant offices outside of the greater Houston area. SECTION IV - THE CITY'S RESPONSIBILITIES A. The CITY shall designate a project manager during the term of this CONTRACT. The project manager has the authority to administer this CONTRACT and shall monitor compliance with all terms and conditions stated herein. All requests for information from or a decision by the CITY on any aspect of the work shall be directed to the project manager. B. The CITY shall review submittals by the CONSULTANT and provide prompt response to questions and rendering of decisions pertaining thereto, to minimize delay in the progress of the CONSULTANT'S work. The CITY will keep the CONSULTANT advised concerning the progress of the CITY'S review of the work. The CONSULTANT agrees that the CITY'S inspection, review, acceptance or approval of CONSULTANT'S work shall not relieve CONSULTANT'S responsibility for errors or omissions of the CONSULTANT or its sub- consultant(s) or in any way affect the CONSULTANT’S status as an independent contractor of the CITY. DocuSign Envelope ID: 0289137B-F76D-4782-8E2E-8CE98B6D9F6A Design 5 of 7 D2 Revised 04/2019 SECTION V - TERMINATION A. The CITY, at its sole discretion, may terminate this CONTRACT for any reason -- with or without cause -- by delivering written notice to CONSULTANT personally or by certified mail at 2107 CityWest Blvd., 3rd Floor, Houston, TX 77042. Immediately after receiving such written notice, the CONSULTANT shall discontinue providing the services under this CONTRACT. B. If this CONTRACT is terminated, CONSULTANT shall deliver to the CITY all drawings, special provisions, field survey notes, reports, estimates and any and all other documents or work product generated by the CONSULTANT under the CONTRACT, entirely or partially completed, together with all unused materials supplied by the CITY on or before the 15th day following termination of the CONTRACT. C. In the event of such termination, the CONSULTANT shall be paid for services performed prior to receipt of the written notice of termination. The CITY shall make final payment within sixty (60) days after the CONSULTANT has delivered to the CITY a detailed invoice for services rendered and the documents or work product generated by the CONSULTANT under the CONTRACT. D. If the remuneration scheduled under this contract is based upon a fixed fee or definitely ascertainable sum, the portion of such sum payable shall be proportionate to the percentage of services completed by the CONSULTANT based upon the scope of work. E. In the event this CONTRACT is terminated, the CITY shall have the option of completing the work, or entering into a CONTRACT with another party for the completion of the work. F. If the CITY terminates this CONTRACT for cause and/or if the CONSULTANT breaches any provision of this CONTRACT, then the CITY shall have all rights and remedies in law and/or equity against CONSULTANT. Venue for any action or dispute arising out of or relating to this CONTRACT shall be in Brazoria County, Texas. The laws of the State of Texas shall govern the terms of this CONTRACT. The prevailing party in the action shall be entitled to recover its actual damages with interest, attorney’s fees, costs and expenses incurred in connection with the dispute and/or action. CONSULTANT and CITY desire an expeditious means to resolve any disputes that may arise between under this CONTRACT. To accomplish this, the parties agree to mediation as follows: If a dispute arises out of or relates to this CONTRACT, or the breach thereof, and if the dispute cannot be settled through negotiation, then the parties agree first to try in good faith, and before pursuing any legal remedies, to settle the dispute by mediation of a third party who will be selected by agreement of the parties. DocuSign Envelope ID: 0289137B-F76D-4782-8E2E-8CE98B6D9F6A DocuSign Envelope ID: 0289137B-F76D-4782-8E2E-8CE98B6D9F6A5/12/2022 | 2:54 PM CDT DocuSign Envelope ID: 0289137B-F76D-4782-8E2E-8CE98B6D9F6A February 18, 2022 Mr. Skipper Jones Capital Projects, Assistant Director 3519 Liberty Drive Pearland, Texas 77581 Re: Engineering Services Proposal Somersetshire Estates Subdivision Small Diameter Water Line Replacement Dear Mr. Jones: Costello, Inc. (CI) is pleased to submit a proposal to provide engineering services for the referenced City of Pearland water line replacement project. Scope of Work We understand that the City of Pearland (City) intends to replace approximately 6,000 linear feet of small diameter water lines throughout the Somersetshire Estates subdivision. The existing solvent-welded pvc water line, ranging in size from 3 to 6-inch diameter, is to be replaced with a more reliable 6-inch diameter water line. Hydrant assemblies and valves will be added to facilitate maintenance. The number of dead-end lines will be reduced and the subdivision waterlines will also be connected to the existing waterline located east of the neighborhood with the goal of improving water quality, reliability, and safety in the subdivision. Please see Exhibit 1 for preliminary water line alignment and tie in locations. The scope of work is proposed to include: Preliminary Design Phase: Attend kick off meeting with City staff and produce meeting minutes Request facility maps from dry utility providers. Produce a 30% plan set o Plan set to include cover sheet and plan sheets with existing features and proposed water line alignment in plan view only (no profile linework) o Plan sheets are to use GIS data for existing ROW and boundaries with aerials in the background; topographic and boundary survey work is not part of this contract. Attend 30% submittal review meeting with City staff and produce meeting minutes Design Phase: Review and revise plans per comments from 30% review meeting Coordinate with dry utility providers for potential conflicts with proposed water line Produce 75% submittal for City review; Submittal to include the following: o 75% plan set which is to include City of Pearland standard notes and detail sheets; plan sheets with proposed line work in plan view only; traffic control plans and SWPPP o Plan sheets are proposed to be doubled banked plan view DocuSign Envelope ID: 0289137B-F76D-4782-8E2E-8CE98B6D9F6A o Construction cost estimate o Project manual including bid form and the City of Pearland’s standard front end documents • Attend 75% submittal review meeting with City staff and produce meeting minutes • Review and revise plans per comments from 75% submittal review meeting • Produce plan sets for TRC review and bid set o TRC plan set to be unsigned o Bid set will be signed o Submit construction cost estimate and project manual at TRC and bid set submittal • Attend TRC submittal review meeting with City staff and produce meeting minutes o Review and revise plan per comments from TRC meeting and submit signed bid set for City Engineer’s signature. Bid Phase: • Provide electronic copies of the bid ready plans to the City’s Project Manager for the e-bid system • Provide electronic Notice to Bidder and bid form to City’s Project Manager in appropriate form for the City’s e-bid system. • Chair pre-bid meeting and produce meeting minutes • Respond to Bidder question and issue Addends as necessary • Attend Bid Opening • Prepare and submit Recommendation of Award Letter • Attend City Council meeting for Recommendation for Award of Contract for Construction. • Prepare 5 hard copies of the construction plans sets and project manual for the awarded Contractor and one in electronic format for City’s Project Manager Construction Phase Services: • Attend pre-construction meeting and monthly progress meeting with Contractor and City staff o Costello will produce meeting minutes • Review and respond to submittals, RFIs, and RFPs using the City’s electronic tracking system • Review monthly pay applications • Provide guidance for Contractor and Construction for design questions • Conduct Substantial and Final Completion Inspection with Construction Manager o Produce punch list of deficient and/or incomplete items found during substantial completion inspection o Coordinate with Construction Manager regarding the completion of the punch list o Issue a Certificate of Substantial Completion and Final Acceptance • Issue letter to City recommending acceptance and release of final payment • Produce Record Drawing plan set o Provide one electronic format record drawing plan set (CD) and on hard copy. o Provide shape file for underground utilities. Additional Services (to be used only if authorized by the City): • Geotechnical Site Boring provided by Ninyo and Moore (see attached proposal) o Take one bore sample on each street to a depth of 10-feet and submit bore logs for review • Test Hole Locations for Existing Water Line o Field verify water line location via hand digging/vacuum truck DocuSign Envelope ID: 0289137B-F76D-4782-8E2E-8CE98B6D9F6A o Assume two test holes per street for a total of 6 test hole ▪ Test holes will determine location and depth of existing water lines Costello will provide preliminary engineering, final design, bid phase and limited construction phase services. Geotechnical Services will be provided through a subconsultant agreement with Ninyo and Moore (N&M). Assumptions: Topographic and boundary survey is not included in the project. Costello will utilize GIS files for plans sheets. Geotechnical investigation is limited to producing bore logs only. All design will be in compliance with current City of Pearland and Texas Commission on Environmental Quality regulations and standards for public water systems. Compensation The basic services described in exhibit “A” would be compensated on a “lump sum” basis or “time and material, hourly, not to exceed” basis as indicated below. For “time and material, hourly, not to exceed” (T&M, Hourly, NTE) basis, billings will be based on labor at 3.0 times direct costs and expenses at cost. Subconsulant work will be invoiced at 1.1 times subconsultant fee. See attached level of effort estimates. Basic Services: Preliminary Engineering $10,680 (Lump Sum) Final Design Services $34,995 (Lump Sum) Bid Phase Services $ 5,415 (T&M, Hourly, NTE) Construction Phase Services $10,710 (T&M, Hourly, NTE) $61,800 Additional Services: Test Hole Location for Existing Water Line, if directed by City $ 9,000 (Lump Sum) (assume 6 Test Holes @ $1,500/hole) Geotechnical Engineering - $4,200 (N&M proposal) x 1.1 $ 4,620 (Lump Sum) Reimbursable Expenses, as authorized by City $ 4,000 (T&M, Hourly, NTE) $17,620 Basic Services $61,800 Additional Services $17,620 Total Fees $79,420 Total engineering fees for this project would be $79,420 – not to be exceeded without prior written authorization from the City. Schedule The preliminary engineering report is planned to be provided within 30 calendar days of a written notice to proceed with the work. Any comments received will be incorporated into the 75% design submittal. The 75% PSE will be provided within 30 calendar days after receiving all review comments on the preliminary engineering plans. The TRC design submittal will be submitted within 20 calendar days of receiving all comments on the 75% submittal. The bid set submittal will be submitted within 10 calendar days of receiving all TRC comments. DocuSign Envelope ID: 0289137B-F76D-4782-8E2E-8CE98B6D9F6A DocuSign Envelope ID: 0289137B-F76D-4782-8E2E-8CE98B6D9F6A 1.0 M iles VIC IN ITY MAP Lege nd/Notes City Add resse s ET J (U B) Addresse s ET J Addresse s Tr ai l s Parks City Co mm uni ty Co unty Ne ig hbo rh o od Pr airi e R es to rati on Sewer Ma nhole Manhol e WACS Sewer Co nne c tions Clean Ou t FM Val ve Grin der Pu m p Pl ug Reduce r Lift St ation Sup plem ental Lo cal Regi o n al Sub -R eg i o n al Wastew a ter Tr e atm ent Pl an t Hyd ran ts 1:2,400 Th is prod uct i s for in fo rmational purposesonly a nd may no t be preparedor be sui ta ble for le gal, engineering, o r su rveyin g purposes. MA P P R E P A R E D : J A N UARY 4, 2022 1 i n ch = 200 feet N EXHIBIT 1 TIE INTO EXISTING WL TIE INTO EXISTING WL TIE INTO EXISTING WL DocuSign Envelope ID: 0289137B-F76D-4782-8E2E-8CE98B6D9F6A 2313 W. Sam Houston Parkway North, Suite 119 | Houston, Texas 77043 | p. 713.973.8400 | www.ninyoandmoore.com February 16, 2022 Project No. 701319001 Mr. Joshua Netardus, PE Costello 2107 CityWest Boulevard, 3rd Floor Houston, Texas 77042 Subject: Proposal to Perform Limited Geotechnical Evaluation Somersetshire Estates Water Line Replacement Miller Ranch Road and Excaliburs Court Pearland, Texas Dear Mr. Netardus: As requested, we are pleased to present this proposal to perform a limited geotechnical evaluation for the subject project. This proposal was prepared based on the information that we received from your office and it outlines our scope of services, anticipated schedule, and lump sum fee for this phase of work. SITE AND PROJECT DESCRIPTION The project consists of the replacement of water lines within the Somersetshire Estates subdivision in Pearland, Texas. The water lines are located along King Authors Court, Excaliburs Court, and Camelots Court east of Miller Ranch Road. We understand the water line is planned to be replaced using trenchless construction. Ninyo & Moore has been requested to perform exploratory soil borings on the three streets in order to provide information on subsurface soil and groundwater conditions. SCOPE OF SERVICES  Mark out proposed boring locations and contact Texas811 prior to exploration.  Drill, log, and sample three exploratory borings to depths of about 10 feet each below the existing pavement/ground surface (bgs).  Collect geotechnical soil using conventional split-spoon and/or thin-wall tube sampling techniques for laboratory testing and analysis.  Perform laboratory testing that will generally consist of moisture content, No. 200 Wash, and Atterberg Limits. DocuSign Envelope ID: 0289137B-F76D-4782-8E2E-8CE98B6D9F6A Ninyo & Moore | Somersetshire Estates Water Line Replacement, Pearland, Texas | 701319001 | February 16, 2022 2  Prepare geotechnical boring logs, along with a boring plan, with a cover letter sealed by a Professional Engineer licensed in the State of Texas. No design or construction recommendations will be provided for the project. ASSUMPTIONS  The site is accessible to truck-mounted drilling equipment and site access will be granted.  The borings can be drilled in the existing streets. We understand that a permit will not be required to drill on the road.  We understand the existing streets are paved with asphalt. As such, our fee does not include costs for concrete coring.  The boreholes can be backfilled with soil cuttings from the drilling operations and pavement patched with like materials.  Geotechnical design and/or construction recommendations will not be provided.  Some ground disturbance should be expected as a result of our fieldwork.  Ninyo & Moore will contact Texas811 prior to performing our subsurface evaluation. We will not be responsible for damage to utilities encountered during subsurface exploration that have not been marked out or shown on the plans.  Ninyo & Moore will not need to obtain any permits or environmental clearance as a part of this project.  Our field exploration does not include any sampling, testing, or chemical analysis of soil, groundwater, surface water, or other materials for the purpose of evaluating possible environmental hazards or risks. These services can be provided, if requested, as an additional scope of work. SCHEDULE We are prepared to initiate this project immediately upon receiving your authorization to proceed. Assuming that there are no delays due to inclement weather or site access restrictions, we anticipate that our fieldwork will be initiated within about two weeks after receipt of the notice to proceed. We anticipate issuing a letter report within about three weeks after fieldwork is completed. FEE We propose to provide our services for a lump sum fee of $4,200 (Four Thousand Two Hundred Dollars). Any additional services, not included in the aforementioned scope, will be charged on a time-and-materials basis in accordance with our current Schedule of Fees. DocuSign Envelope ID: 0289137B-F76D-4782-8E2E-8CE98B6D9F6A Ninyo & Moore | Somersetshire Estates Water Line Replacement, Pearland, Texas | 701319001 | February 16, 2022 3 To authorize our services, please sign and return the attached Work Authorization and Agreement. We look forward to working with you. Respectfully submitted, NINYO & MOORE Richard Whitt, PE Senior Engineer Jay Sunderwala, PE Managing Principal Engineer RJW/JTS/ls Attachment: Work Authorization and Agreement DocuSign Envelope ID: 0289137B-F76D-4782-8E2E-8CE98B6D9F6A Ninyo & Moore | Somersetshire Estates Water Line Replacement, Pearland, Texas | 701319001 | February 16, 2022 1 WORK AUTHORIZATION AND AGREEMENT Please Sign and Return One Copy to: NINYO & MOORE 2313 W. Sam Houston Parkway, North, Suite 119 Houston, Texas 77043 PROJECT NO. 701319001 1. PROJECT ADDRESS: Miller Ranch Road and Excaliburs Court Pearland, Texas 2. PROJECT DESCRIPTION: Geotechnical Evaluation Somersetshire Estates Water Line Replacement 3. SCOPE OF STUDY: Please refer to proposal dated February 16, 2022. 4. FEE: $4,200 (Four Thousand Two Hundred Dollars – Lump Sum) 5. PORTION OF FEE IN ADVANCE OF WORK: None 6. CLIENT: Costello PHONE: 713-783-7788 2107 CityWest Boulevard, 3rd Floor Houston, Texas 77042 CONTACT: Mr. Joshua Netardus, PE PHONE: 713-579-3868 7. STATEMENT TO BE SENT TO: Client CONDITIONS OF AGREEMENT BETWEEN CLIENT AND NINYO & MOORE This AGREEMENT is made by and between: NINYO & MOORE GEOTECHNICAL AND ENVIRONMENTAL SCIENCES CONSULTANTS, hereinafter referred to as CONSULTANT, and Costello, hereinafter referred to as CLIENT. This AGREEMENT between the parties consists of these TERMS, the attached Proposal identified as No. 701319001 dated February 16, 2022, and any exhibits or attachments noted in the Proposal. Together, these elements will constitute the entire AGREEMENT superseding any and all prior negotiations, correspondence, or agreements either written or oral. Any changes to this AGREEMENT must be mutually agreed to in writing. STANDARD OF CARE CLIENT recognizes that subsurface conditions may vary from those observed at locations where borings, surveys, or explorations are made, and that site conditions may change with time. Data, interpretations, and recommendations by CONSULTANT will be based solely on information available to CONSULTANT. CONSULTANT is responsible for those data, interpretations, and recommendations, but will not be responsible for other parties' interpretations or use of the information developed. Services performed by CONSULTANT under this AGREEMENT are expected by CLIENT to be conducted in a manner consistent with the level of care and skill ordinarily exercised by members of the geotechnical engineering profession practicing contemporaneously under similar conditions in the locality of the project. Under no circumstance is any warranty, expressed or implied, made in connection with the providing of geotechnical consulting services. SITE ACCESS AND SITE CONDITIONS CLIENT will grant or obtain free access to the site for all equipment and personnel necessary for CONSULTANT to perform the work set forth in this agreement. CLIENT will notify any and all possessors of the project site that CLIENT has granted CONSULTANT free access to the site. Client will protect all property, inside and out, including all plants and landscaping. CONSULTANT will take reasonable precautions to reduce the potential for damage to the site, but it is understood by CLIENT that, in the normal course of work, some damage may occur and the correction of such damage or alteration is not part of this AGREEMENT unless so specified in the Proposal. DocuSign Envelope ID: 0289137B-F76D-4782-8E2E-8CE98B6D9F6A Ninyo & Moore | Somersetshire Estates Water Line Replacement, Pearland, Texas | 701319001 | February 16, 2022 2 CLIENT is responsible for accurately delineating the locations of all subterranean structures and utilities. CONSULTANT will take reasonable precautions to avoid known subterranean structures, and CLIENT waives any claim against CONSULTANT, and agrees to defend, indemnify and hold CONSULTANT harmless from any claim or liability for injury or loss, including costs of defense, arising from damage done to subterranean structures and utilities not identified or accurately located. In addition, CLIENT agrees to compensate CONSULTANT for any time spent or expenses incurred by CONSULTANT in defense of any such claim, with compensation to be based upon CONSULTANT's prevailing fee schedule and expense reimbursement policy. SAMPLE DISPOSAL CONSULTANT will dispose of remaining soil, rock, and water samples approximately thirty (30) days after submission of the report covering those samples. Further storage or transfer of samples can be made at CLIENT's expense upon CLIENT's prior written request. MONITORING If CONSULTANT is retained by CLIENT to provide a site representative for the purpose of monitoring specific portions of construction work or other field activities as set forth in the Proposal, then this phrase applies. For the specified assignment, CONSULTANT will report observations and professional opinions to CLIENT or CLIENT’s agent. No action of CONSULTANT or CONSULTANT's site representative can be construed as altering any AGREEMENT between the CLIENT and others. CONSULTANT will report to CLIENT or CLIENT’s agent any observed geotechnically related work which, in CONSULTANT's professional opinion, does not conform with plans and specifications. The CONSULTANT has no right to reject or stop work of any agent or subcontractor of CLIENT; such rights are reserved solely for CLIENT. Furthermore, CONSULTANT's presence on the site does not in any way guarantee the completion or quality of the performance of the work of any party retained by CLIENT to provide field or construction-related services. If CONSULTANT is not retained by Client for the purpose of monitoring construction work or field activities, CONSULTANT will expressly not be held liable or responsible for such activities or for the geotechnical performance of the completed project. Monitoring of construction work or field activities and the geotechnical performance of the completed project is and will remain the sole and express responsibility of the CLIENT or other party designated by the CLIENT. CLIENT hereby agrees to indemnify and hold harmless CONSULTANT from and against any loss or judgment, suffered by the CONSULTANT as a result of a claim or lawsuit resulting from CLIENT’s failure to monitor construction work or field activities for which CONSULTANT has not been retained. CONSULTANT will not be responsible for and will not have control or charge of specific means, methods, techniques, sequences or procedures of construction or other field activities selected by any agent or agreement of CLIENT. It is mutually understood and agreed by CLIENT and CONSULTANT that CONSULTANT has no control or enforcement ability over any persons or parties who are not employees of CONSULTANT. CONSULTANT does not purport to be, nor is CONSULTANT responsible for, any safety precautions nor programs incident thereto for such non-employees of CONSULTANT. OWNERSHIP AND MAINTENANCE OF DOCUMENTS Unless otherwise specified in this Agreement or in an Addendum, and provided that CONSULTANT has been fully paid for the Services, CLIENT shall have the right to use the documents, maps, photographs, drawings and specifications resulting from CONSULTANT’s efforts on the project, for purposes reasonably contemplated by the parties. CONSULTANT shall have the right, but shall not be obligated, to retain copies of all such materials and shall have the right to use the same for any purpose, unless such use would be expected to cause harm to CLIENT. CLIENT shall specify in advance, in writing, and be charged for all arrangements for special or extended-period maintenance of such materials by CONSULTANT. CONSULTANT retains the right of ownership with respect to any patentable concepts or copyrightable materials arising from its Services. Reuse of any material described by CLIENT, including publication to third parties, on extension of this project or on any other project without CONSULTANT’s written authorization, shall be at CLIENT’s risk, and CLIENT agrees to indemnify, defend, and hold harmless CONSULTANT from all claims, damages, and expenses, including attorney’s fees, arising out of such unauthorized reuse. BILLING AND PAYMENT CLIENT will pay CONSULTANT in accordance with the procedures indicated in the Proposal and its attachments. Invoices will be submitted to CLIENT by CONSULTANT, and will be due and payable upon presentation. If CLIENT objects to all or any portion of any invoice, CLIENT will so notify CONSULTANT in writing within fourteen (14) calendar days of the invoice date, identify the cause of disagreement, and pay when due that portion of the invoice not in dispute. DocuSign Envelope ID: 0289137B-F76D-4782-8E2E-8CE98B6D9F6A Ninyo & Moore | Somersetshire Estates Water Line Replacement, Pearland, Texas | 701319001 | February 16, 2022 3 The parties will immediately make every effort to settle the disputed portion of the invoice. In the absence of written notification described above, the balance as stated on the invoice will be paid. Invoices are delinquent if payment has not been received within thirty (30) days from date of invoice. CLIENT will pay an additional charge of three quarters of a percent (.75) per month (or the maximum percentage allowed by law, whichever is lower) on any delinquent amount, excepting any portion of the invoiced amount in dispute and resolved in favor of CLIENT. Payment thereafter will first be applied to accrued interest and then to the principal unpaid amount. All time spent and expenses incurred (including any attorney's fees) in connection with collection of any delinquent amount will be paid by CLIENT to CONSULTANT per CONSULTANT's current fee schedules. In the event CLIENT fails to pay CONSULTANT within sixty (60) days after invoices are rendered, CLIENT agrees that CONSULTANT will have the right to consider the failure to pay the CONSULTANT's invoice as a breach of this AGREEMENT and CONSULTANT may cease work on the project. At CONSULTANT’s option, CONSULTANT may waive said major breach upon payment by CLIENT of all arrearages and outstanding invoices. TERMINATION This AGREEMENT may be terminated by either party seven (7) days after written notice in the event of any breach of any provision of this AGREEMENT or in the event of substantial failure of performance by either party, or if CLIENT suspends the work for more than three (3) months. In the event of termination, CONSULTANT will be paid for services performed prior to the date of termination plus reasonable termination expenses, including, but not limited to, the cost of completing analyses, records, and reports necessary to document job status at the time of termination. RISK ALLOCATION Many risks potentially affect CONSULTANT by virtue of entering into this AGREEMENT to perform professional consulting services on behalf of CLIENT. The principal risk is the potential for human error by CONSULTANT. For CLIENT to obtain the benefit of a fee which includes a nominal allowance for dealing with CONSULTANT's liability, CLIENT agrees to limit CONSULTANT's liability to CLIENT and to all other parties for claims arising out of CONSULTANT's performance of the services described in this AGREEMENT. The aggregate liability of CONSULTANT will not exceed $50,000 for negligent professional acts, errors, or omissions, including attorney’s fees and costs which may be awarded to the prevailing party, and CLIENT agrees to indemnify and hold harmless CONSULTANT from and against all liabilities in excess of the monetary limit established above. Limitations on liability and indemnities in this AGREEMENT are business understandings between the parties voluntarily and knowingly entered into, and shall apply to all theories of recovery including, but not limited to, breach of contract, warranty, tort (including negligence), strict or statutory liability, or any other cause of action, except for willful misconduct or gross negligence. The parties also agree that CLIENT will not seek damages in excess of the limitations indirectly through suits with other parties who may join CONSULTANT as a third-party nor by an award of attorney’s fees and costs to the prevailing party in excess of the aggregate liability agreed upon herein by the parties. Parties means CLIENT and CONSULTANT and their officers, employees, agents, affiliates, and subcontractors. Both CLIENT and CONSULTANT agree that they will not be liable to each other, under any circumstances, for special, indirect, consequential, or punitive damages arising out of or related to this AGREEMENT. INDEMNIFICATION If any claim is brought against CONSULTANT, its employees, agents and subcontractors and/or CLIENT by a third party, relating in any way to the Services, the contribution and indemnification rights and obligations of CONSULTANT and Client, subject to the paragraph titled “Risk Allocation” above, such claim shall be determined as follows: 1. If any negligence, breach of contract, or willful misconduct of CONSULTANT caused any damage, injury, or loss claimed by the third party, then CONSULTANT and CLIENT shall each indemnify the other against any loss or judgement on a comparative negligence basis (CLIENT responsibility to include that of its agents, employees, and other contractors); and 2. Unless CONSULTANT was liable for negligence, breach of contract, or willful misconduct which in whole or in part, caused the damage, injury, or loss asserted in the third party claim, CLIENT shall indemnify CONSULTANT against the claim, liability, loss, legal fees, consulting fees, and other costs of defense reasonably incurred. DocuSign Envelope ID: 0289137B-F76D-4782-8E2E-8CE98B6D9F6A Ninyo & Moore | Somersetshire Estates Water Line Replacement, Pearland, Texas | 701319001 | February 16, 2022 4 DISCOVERY OF UNANTICIPATED HAZARDOUS MATERIALS CLIENT represents that CLIENT has made a reasonable effort to evaluate if hazardous materials are on or near the project site, and that CLIENT has informed CONSULTANT of CLIENT's findings relative to the possible presence of such materials. Hazardous materials may exist at a site where there is no reason to believe they could or should be present. CONSULTANT and CLIENT agree that the discovery of unanticipated hazardous materials constitutes a changed condition mandating a renegotiation of the scope of work or termination of services. CONSULTANT and CLIENT also agree that the discovery of unanticipated hazardous materials may make it necessary for CONSULTANT to take immediate measures to protect health and safety. CLIENT agrees to compensate CONSULTANT for any equipment decontamination or other costs incident to the discovery of unanticipated hazardous materials. CONSULTANT agrees to notify CLIENT when unanticipated hazardous materials or suspected hazardous materials are encountered. CLIENT agrees to make any disclosures required by law to the appropriate governing agencies. CLIENT also agrees to hold CONSULTANT harmless for any and all consequences of disclosures made by CONSULTANT which are required by governing law. In the event the project site is not owned by CLIENT, CLIENT recognizes that it is CLIENT's responsibility to inform the property owner of the discovery of unanticipated hazardous materials or suspected hazardous materials. Notwithstanding any other provision of the AGREEMENT, CLIENT waives any claim against CONSULTANT and, to the maximum extent permitted by law, agrees to defend, indemnify, and save CONSULTANT harmless from any claim, liability, and/or defense costs for injury or loss arising from CONSULTANT's discovery of unanticipated hazardous materials or suspected hazardous materials, including, but not limited to, any costs created by delay of the project and any cost associated with possible reduction of the property's value. CLIENT will be responsible for ultimate disposal of any samples secured by CONSULTANT which are found to be contaminated. DISPUTE RESOLUTION If a dispute at law arises from matters related to the services provided under this AGREEMENT and that dispute requires litigation, then: 1. The claim will be brought and tried in judicial jurisdiction of the court of the county where CONSULTANT's principal place of business is located and CLIENT waives the right to remove the action to any other county or judicial jurisdiction, and; 2. The prevailing party will be entitled to recovery of all reasonable costs incurred, including staff time, court costs, attorneys' and expert witness fees, and other claim-related expenses. GOVERNING LAW AND SURVIVAL If any of the provisions contained in this AGREEMENT are held illegal, invalid, or unenforceable, the enforceability of the remaining provisions will not be impaired. Risk allocation and indemnities will survive termination or failure of this AGREEMENT for any cause. The parties have read, or had the opportunity to read, the foregoing, including all attachments, addendums, and exhibits hereto, have had an opportunity to discuss the same, understand completely the terms, and willingly enter into this AGREEMENT which will become effective on the date signed below by CLIENT. Printed Name of Client or Authorized Agent Signature of Client or Authorized Agent Date 02/16/22 Jay Sunderwala, PE / Managing Principal Engineer Date PM: RJW DocuSign Envelope ID: 0289137B-F76D-4782-8E2E-8CE98B6D9F6A Total Hours DIRECT LABOR COST 80$ 65$ 50$ 45$ 50$ 30$ HOURLY RATE INCLUDING MULTIPLIER ( 3X )240$ 195$ 150$ 135$ 150$ 90$ A - PHASE 1 BASIC SERVICES - PRELIMINARY ENGINEERING 1. Project Kick Off Meeting 2 2 0 0 0 1 5 960$ 2. Data Gathering 0 3 0 2 6 1 12 1,845$ 3. Private Utility Coordination 0 0 0 1 0 1 2 225$ 4. Prelim Cost Estimates 0 1 1 5 0 1 8 1,110$ 5. 30% Plans (Cover Sheet and Double Banked Plan Views)1 2 2 10 20 0 35 5,280$ 6. 30% Submittal Review Meeting with City Staff and Meeting Minutes 2 2 2 0 0 1 7 1,260$ Total Preliminary Engineering Hours 5 10 5 18 26 5 69 Total Preliminary Engineering Fee 1,200$ 1,950$ 750$ 2,430$ 3,900$ 450$ 10,680$ B - PHASE 2 BASIC SERVICES - FINAL DESIGN 1. Coordination, Data Collection, QA/QC Total Design/Bid/Construction Services Fees 1 8 8 0 0 4 21 3,360$ 1.2 Private Utilities (Coordination and Signatures)0 1 1 1 0 1 4 570$ 1.3 Project Management & Controls ( sub coord, invoicing, schedule updates, internal mtngs.)1 5 5 0 0 2 13 2,145$ 1.4 Obtain, Review, and Utilize exisitng Record Drawings, Field Data, etc.0 1 1 1 0 0 3 480$ 1.5 Sheet by Sheet Quantity Take-offs & Cost Estimate (75% and Bid Ready)0 5 15 0 0 2 22 3,405$ 1.6 Site Visits (Including with City PM and Construction, assume 2)2 4 4 0 0 0 10 1,860$ 1.7 Quality Assurance / Quality Control (75% and Bid Ready)1 20 5 0 0 0 26 4,890$ 1.8 75% Submittal Review Meeting with City, includes meeting minutes 3 3 3 0 0 1 10 1,845$ 1.9 TRC Meeting with City, includes meeting minutes 3 3 3 0 0 1 10 1,845$ Subtotal Hours 11 50 45 2 0 11 119 Subtotal Fee 2,640$ 9,750$ 6,750$ 270$ -$ 990$ 20,400$ 2. Drawings (75% and Bid Ready/TRC Submittals) 2.1 Title Sheet, Index, General Notes, Legend & Abbreviations, Location/Area Map, etc.0 1 3 0 5 0 9 1,395$ 2.2 Overall Site Plan 0 1 1 0 1 0 3 495$ 2.3 Water Line Plan Sheets 0 5 5 0 15 0 25 3,975$ 2.4 Water Line Details 0 1 1 0 1 0 3 495$ 2.5 SWPPP, TCP and Details 0 1 2 0 4 0 7 1,095$ 2.6 Misc. Details - 1 sheet 0 1 1 0 1 0 3 495$ Subtotal Hours 0 10 13 0 27 0 50 Subtotal Fee -$ 1,950$ 1,950$ -$ 4,050$ -$ 7,950$ 3. Project Manual (75% and Bid Ready/TRC Submittals) 3.1 Prepare Division 00 Documents 1 2 3 5 0 1 12 1,845$ 3.2 Prepare Division 01 Documents 1 2 3 5 0 0 11 1,755$ 3.3 Standard Specifications and Supplements 1 2 3 5 0 0 11 1,755$ 3.4 Prepare Bid Form 1 2 2 2 0 1 8 1,290$ Subtotal Hours 4 8 11 17 0 2 42 Subtotal Fee 960$ 1,560$ 1,650$ 2,295$ -$ 180$ 6,645$ Total Final Engineering Hours 15 68 69 19 27 13 211 Total Final Engineering Fee 3,600$ 13,260$ 10,350$ 2,565$ 4,050$ 1,170$ 34,995$ PHASE I & II BASIC SERVICES AND BID PHASE LEVEL OF EFFORT (LOE) FEE ESTIMATE Somersetshire Estates Subdivision Small Diameter Water Line Replacement Principal Project Manager Professional Engineer Graduate Engineer CADD Technician Admin. Assistant Total Cost Last Printed on 2/18/2022 Page 1 of 3 DocuSign Envelope ID: 0289137B-F76D-4782-8E2E-8CE98B6D9F6A Total Hours DIRECT LABOR COST 80$ 65$ 50$ 45$ 50$ 30$ HOURLY RATE INCLUDING MULTIPLIER ( 3X )240$ 195$ 150$ 135$ 150$ 90$ PHASE I & II BASIC SERVICES AND BID PHASE LEVEL OF EFFORT (LOE) FEE ESTIMATE Somersetshire Estates Subdivision Small Diameter Water Line Replacement Principal Project Manager Professional Engineer Graduate Engineer CADD Technician Admin. Assistant Total Cost C - BID PHASE SERVICES 1. Advertise / Bid / Award 1.1 Questions / Addenda 0 2 5 0 3 1 11 1,680$ 1.2 Pre-Bid Meeting 2 2 0 0 0 1 5 960$ 1.3 Evaluate Bids and Prepare Bid Tabs and Recommendation Letter 1 2 5 0 0 1 9 1,470$ 1.4 Attend City Council Meeting for Contract Award 3 3 0 0 0 0 6 1,305$ Subtotal Hours 6 9 10 0 3 3 31 Subtotal Bid Phase 1,440$ 1,755$ 1,500$ -$ 450$ 270$ 5,415$ Total Phase I & II/Bid Phase Services Fees 51,090$ Last Printed on 2/18/2022 Page 2 of 3 DocuSign Envelope ID: 0289137B-F76D-4782-8E2E-8CE98B6D9F6A Total Hours DIRECT LABOR COST 90$ 65$ 50$ 45$ 50$ 30$ HOURLY RATE INCLUDING MULTIPLIER ( 3X )270$ 195$ 150$ 135$ 150$ 90$ CONSTRUCTION PHASE SERVICES 1. Meetings 1.1 Pre-Construction Meetin and Minutes 0 2 0 2 0 1 5 750$ 1.2 Progress Meetings and Minutes (assume 2)0 4 0 4 0 2 10 1,500$ 2. Review Pay Applications (assume 3)0 3 0 0 0 0 3 585$ 3. Review Submittals, RFIs and RFPs 0 2 2 4 0 0 8 1,230$ 4. Coorindation with City and Contractor on Design Questions/Concerns 0 1 10 5 0 0 16 2,370$ 5. Conduct Substanial and Final Completion Walkthrough and Issue Certification Letters 0 4 5 5 0 3 17 2,475$ 6. Record Drawings (includes one hard copy and shape file of underground utilties)0 1 0 5 5 2 13 1,800$ Total Construction Phase Services Hours 0 17 17 25 5 8 72 Total Construction Phase Services Fee -$ 3,315$ 2,550$ 3,375$ 750$ 720$ 10,710$ 10,710$ Total Design/Bid/Construction Services Fees 61,800$ Total Cost CONSTRUCTION PHASE SERVICES LEVEL OF EFFORT (LOE) FEE ESTIMATE Somersetshire Estates Subdivision Small Diameter Water Line Replacement Principal Project Manager Professional Engineer Graduate Engineer CADD Technician Admin. Assistant Last Printed on 2/18/2022 Page 3 of 3 DocuSign Envelope ID: 0289137B-F76D-4782-8E2E-8CE98B6D9F6A ID Task NameDuration Start Finish1NTP1 dayMon 3/7/22Mon 3/7/222Prelim Design44 daysTue 3/8/22Wed 4/20/223Begin Design and Coordination30 daysTue 3/8/22Wed 4/6/22430% Submittal1 dayWed 4/6/22Wed 4/6/225City Review14 daysThu 4/7/22Wed 4/20/226Final Design Phase89 daysThu 4/21/22Mon 7/18/227Review City Comments from 30% Submtital and Update Plans for 75% Submittal30 daysThu 4/21/22Fri 5/20/228Submit 75% PS&E1 dayFri 5/20/22Fri 5/20/229City Reivew 75% Submittal14 daysSat 5/21/22Fri 6/3/2210Review City Comments from 75% Submtital and Update Plans for TRC Submittal20 daysSat 6/4/22Thu 6/23/2211Submit TRC PS&E1 dayThu 6/23/22Thu 6/23/2212City Review TRC Submittal14 daysFri 6/24/22Thu 7/7/2213Attend TRC Review Meeting1 dayFri 7/8/22Fri 7/8/2214Review City Comments from TRC Submtital and Update Plans for Bid Ready Submittal10 daysSat 7/9/22Mon 7/18/2215Submit Bid Ready PS&E1 dayMon 7/18/22Mon 7/18/2216Bid Phase51 daysTue 8/2/22Wed 9/21/2217Bid Advertise30 daysTue 8/2/22Wed 8/31/2218Pre-Bid Meeting1 dayTue 8/16/22Tue 8/16/2219Open Bids1 dayWed 8/31/22Wed 8/31/2220Review Bids, Bid Tab and Recommendation Letter6 daysThu 9/1/22Tue 9/6/2221Attend City Council for Bid Award1 dayWed 9/21/22Wed 9/21/2222ConstructionPhase94 daysThu 10/6/22Sat 1/7/2323Pre-Construction Meeting1 dayThu 10/6/22Thu 10/6/2224NTP1 dayMon 10/10/22Mon 10/10/2225Construction90 daysMon 10/10/22Sat 1/7/231/232/62/203/63/204/34/175/15/155/296/126/267/107/248/78/219/49/1810/210/1610/3011/1311/2712/1112/251/81/222/52/FebruaryMarchAprilMayJuneJulyAugustSeptemberOctoberNovemberDecemberJanuaryFebruaryTaskSplitMilestoneSummaryProject SummaryInactive TaskInactive MilestoneInactive SummaryManual TaskDuration-onlyManual Summary RollupManual SummaryStart-onlyFinish-onlyExternal TasksExternal MilestoneDeadlineProgressManual ProgressCity of Pearland - Somersetshire Estates SubdivisionSmall Diameter Water Line ReplacementPage 1Somersetshire WaterLine ReplacementDate: Mon 2/14/22DocuSign Envelope ID: 0289137B-F76D-4782-8E2E-8CE98B6D9F6A Controlling Name of Interested Party4 Nature of interest City, State, Country (place of business) Intermediary (check applicable) CERTIFICATE OF INTERESTED PARTIES 1295FORM 1 of 1 1 OFFICE USE ONLY 2 03/01/2022 Complete Nos. 1 - 4 and 6 if there are interested parties. Complete Nos. 1, 2, 3, 5, and 6 if there are no interested parties. Name of business entity filing form, and the city, state and country of the business entity's place of business. Costello, Inc. Houston, TX United States Name of governmental entity or state agency that is a party to the contract for which the form is being filed. Provide the identification number used by the governmental entity or state agency to track or identify the contract, and provide a description of the services, goods, or other property to be provided under the contract. 3 City of Pearland Professional Services for Somersetshire Estates Subdivision Small Diameter Waterline Replacement WA2205 2022-855834 Date Filed: Date Acknowledged: Certificate Number: CERTIFICATION OF FILING Humphrey, Guy XHouston, TX United States Shepherd, DeKecha XHouston, TX United States Freeman, Corbett XHouston, TX United States Hablinski, Chad XHouston, TX United States Frank, Gregory XHouston, TX United States VanderWilt, Jon XHouston, TX United States O'Neal, Dustin XHouston, TX United States Saldana, Ralph XHouston, TX United States Wilcox, Stephen XHouston, TX United States 6 Signature of authorized agent of contracting business entity My name is _______________________________________________________________, UNSWORN DECLARATION Check only if there is NO Interested Party.5 My address is _______________________________________________, _______________________, and my date of birth is _______________________. Executed in ________________________________________County, I declare under penalty of perjury that the foregoing is true and correct. (street)(state) (zip code) (country) (year)(month) _______, ______________, _________. State of ________________, on the _____day of ___________, 20_____. (city) (Declarant) Version V1.1.191b5cdcwww.ethics.state.tx.usForms provided by Texas Ethics Commission Chad E. Hablinski, P.E. August 30, 1971 2107 CityWest Blvd., 3rd Floor Houston TX 77042 USA Harris Texas 1st March 22 DocuSign Envelope ID: 0289137B-F76D-4782-8E2E-8CE98B6D9F6A 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 3/1/2022 Higginbotham Insurance Agency,Inc. 11700 Katy Freeway,Suite 1100 Houston TX 77079 Bee Bigtacion 713-888-3951 713-952-9939 bbigtacion@higginbotham.net Charter Oak Fire Insurance 25615 COSTINC-01 Travelers Casualty Insurance Company Of America 19046Costello,Inc. 7gen Planning 2107 CityWest Blvd,3rd Floor Houston TX 77042 Continental Casualty Company 20443 Travelers Casualty and Surety Company 19038 618375503 A X 1,000,000 X 1,000,000 5,000 1,000,000 2,000,000 X 6801T66691A 7/17/2021 7/17/2022 2,000,000 B 1,000,000 X X X BA4S60739A1 7/17/2021 7/17/2022 B X X 5,000,000CUP004S6612037/17/2021 7/17/2022 5,000,000 X 10,000 D X N UB4S12614 7/17/2021 7/17/2022 1,000,000 1,000,000 1,000,000 C PROFESSIONAL LIABILITY Full Prior Acts AEH113745743 7/18/2021 7/18/2022 EACH CLAIM AGGREGATE $2,000,000 $2,000,000 See Attached... City of Pearland Attn:Projects 2016 Old Alvin Pearland TX 77581 DocuSign Envelope ID: 0289137B-F76D-4782-8E2E-8CE98B6D9F6A ACORD 101 (2008/01) The ACORD name and logo are registered marks of ACORD © 2008 ACORD CORPORATION. All rights reserved. THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER:FORM TITLE: ADDITIONAL REMARKS ADDITIONAL REMARKS SCHEDULE Page of AGENCY CUSTOMER ID: LOC #: AGENCY CARRIER NAIC CODE POLICY NUMBER NAMED INSURED EFFECTIVE DATE: COSTINC-01 1 1 Higginbotham Insurance Agency,Inc.Costello,Inc. 7gen Planning 2107 CityWest Blvd,3rd Floor Houston TX 77042 25 CERTIFICATE OF LIABILITY INSURANCE GENERAL LIABILITY: The General Liability policy includes a blanket additional insured endorsement that provides additional insured status to the certificate holder only when there is a written insured contract between the insured and certificate holder that requires such status. The General Liability policy includes a blanket waiver of subrogation endorsement that provides this feature only when there is a written contract between the insured and the certificate holder that requires it. The General Liability policy includes a primary and non-contributory provision only when there is a written contract between the insured and the certificate holder that requires such provision. The General Liability policy includes a blanket endorsement providing 30 days'notice of cancellation that provides this feature only when there is a written contract between the named insured and the certificate holder that requires it. AUTOMOBILE LIABILITY: The Commercial Automobile policy includes a blanket additional insured endorsement that provides additional insured status to the certificate holder only when there is a written insured contract between the insured and certificate holder that requires such status. The Commercial Automobile policy includes a blanket waiver of subrogation endorsement that provides this feature only when there is a written contract between the insured and the certificate holder that requires it. The Commercial Automobile policy includes a primary and non-contributory provision only when there is a written contract between the insured and the certificate holder that requires such provision. The Commercial Automobile policy includes a blanket endorsement providing 30 days'notice of cancellation that provides this feature only when there is a written contract between the named insured and the certificate holder that requires it. WORKERS COMPENSATION: The Workers Compensation policy includes a blanket waiver of subrogation endorsement that provides this feature only when there is a written contract between the insured and the certificate holder that requires it. The Workers Compensation policy includes a blanket endorsement providing 30 days’notice of cancellation that provides this feature only when there is a written contract between the named insured and the certificate holder that requires it. The Workers Compensation policy includes a United States Longshore and Harbor Workers'Compensation Act Coverage Endorsement and Voluntary Compensation. PROFESSIONAL LIABILITY: A Waiver of Subrogation is included for Professional Liability where required by written agreement issued prior to a Claim or Circumstance. The Professional Liability policy includes an endorsement providing that 30 days notice of cancellation will be furnished to the certificate holder when required by written contract. UMBRELLA: The Umbrella Liability policy is follow form on the General Liability,Automobile Liability and Employers’Liability policies. The Umbrella Liability policy includes an endorsement providing that 30 days notice of cancellation will be furnished to the certificate holder when required by written contract. Project:Somersetshire Estates Subdivision Small Diameter Waterline Replacement Project #WA2205 Certificate holder is insured as noted above and complete to include:City of Pearland DocuSign Envelope ID: 0289137B-F76D-4782-8E2E-8CE98B6D9F6A COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET ADDITIONAL INSURED – PRIMARY AND NON-CONTRIBUTORY WITH OTHER INSURANCE This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM PROVISIONS 2.The following is added to Paragraph B.5.,Other Insurance of SECTION IV – BUSINESS AUTO1.The following is added to Paragraph A.1.c., Who CONDITIONS:Is An Insured, of SECTION Il – LIABILITY COVERAGE:Regardless of the provisions of paragraph a. and paragraph d. of this part 5. Other Insurance, thisThis includes any person or organization who you insurance is primary to and non-contributory withare required under a written contract or applicable other insurance under which anagreement between you and that person or additional insured person or organization is theorganization, that is signed by you before the first named insured when the written contract or"bodily injury" or "property damage" occurs and agreement between you and that person orthat is in effect during the policy period, to name organization, that is signed by you before theas an additional insured for Liability Coverage,"bodily injury" or "property damage" occurs andbut only for damages to which this insurance that is in effect during the policy period, requiresapplies and only to the extent of that person's or this insurance to be primary and non-contributory.organization's liability for the conduct of another "insured". CA T4 74 08 17 ú 2016 The Travelers Indemnity Company. All rights reserved.Page 1 of 1 Includes copyrighted material of Insurance Services Office, Inc. with its permission.Do not attach this form to a policy. It is for informational use only.POLICY NUMBER: BA4S60739A1 DocuSign Envelope ID: 0289137B-F76D-4782-8E2E-8CE98B6D9F6A COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET ADDITIONAL INSURED (ARCHITECTS, ENGINEERS AND SURVEYORS) This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART 1. The following is added to SECTION II -WHO IS AN INSURED: Any person or organization that you agree in a "written contract requiring insurance" to include as an additional insured on this Coverage Part, but: a. Only with respect to liability for "bodily injury", "property damage" or "personal injury"; and b. If, and only to the extent that, the injury or damage is caused by acts or omissions of you or your subcontractor in the performance of "your work" to which the "written contract requiring insurance" applies, or in connection with premises owned by or rented to you. The person or organization does not qualify as an additional insured: c. With respect to the independent acts or omissions of such person or organization; or d. For "bodily injury", "property damage" or "personal injury" for which such person or organization has assumed liability in a contract or agreement. The insurance provided to such additional insured is limited as follows: e. This insurance does not apply on any basis to any person or organization for which coverage as an additional insured specifically is added by another endorsement to this Coverage Part. f. This insurance does not apply to the rendering of or failure to render any "professional services". g. In the event that the Limits of Insurance of the Coverage Part shown in the Declarations exceed the limits of liability required by the "written contract requiring insurance", the insurance provided to the additional insured shall be limited to the limits of liability required by that "written contract requiring insurance". This endorsement does not increase the limits of insurance described in Section Ill - Limits Of Insurance. h. This insurance does not apply to "bodily injury" or "property damage" caused by "your work" and included in the "products- completed operations hazard" unless the "written contract requiring insurance" specifically requires you to provide such coverage for that additional insured, and then the insurance provided to the additional insured applies only to such "bodily injury" or "property damage" that occurs before the end of the period of time for which the "written contract requiring insurance" requires you to provide such coverage or the end of the policy period, whichever is earlier. 2. The following is added to Paragraph 4.a. of SECTION IV -COMMERCIAL GENERAL LIABILITY CONDITIONS: The insurance provided to the additional insured is excess over any valid and collectible other insurance, whether primary, excess, contingent or on any other basis, that is available to the additional insured for a loss we cover. However, if you specifically agree in the "written contract requiring insurance" that this insurance provided to the additional insured under this Coverage Part must apply on a primary basis or a primary and non-contributory basis, this insurance is primary to other insurance available to the additional insured which covers that person or organizations as a named insured for such loss, and we will not share with the other insurance, provided that: (1) The "bodily injury" or "property damage" for which coverage is sought occurs; and (2) The "personal injury" for which coverage is sought arises out of an offense committed; after you have signed that "written contract requiring insurance". But this insurance provided to the additional insured still is excess over valid and collectible other insurance, whether primary, excess, contingent or on any other basis, that is available to the additional insured when that person or organization is an additional insured under any other insurance. CG D3 81 0915 © 2015 The Travelers Indemnity Company. All rights reserved. Page 1 of 2 Includes the copyrighted material of Insurance Services Office, Inc., with its permission POLICY NUMBER: 6801T66691A DocuSign Envelope ID: 0289137B-F76D-4782-8E2E-8CE98B6D9F6A COMMERCIAL GENERAL LIABILITY 3. The following is added to Paragraph 8., Transfer Of Rights Of Recovery Against Others To Us, of SECTION IV -COMMERCIAL GENERAL LIABILITY CONDITIONS: We waive any right of recovery we may have against any person or organization because of payments we make for "bodily injury", "property damage" or "personal injury" arising out of "your work" performed by you, or on your behalf, done under a "written contract requiring insurance" with that person or organization. We waive this right only where you have agreed to do so as part of the "written contract requiring insurance" with such person or organization signed by you before, and in effect when, the "bodily injury" or "property damage" occurs, or the "personal injury" offense is committed. 4. The following definition is added to the DEFINITIONS Section: "Written contract requiring insurance" means that part of any written contract under which you are required to include a person or organization as an additional insured on this Coverage Part, provided that the "bodily injury" and "property damage" occurs and the "personal injury" is caused by an offense committed: a. After you have signed that written contract; b. While that part of the written contract is in effect; and c. Before the end of the policy period. Page 2 of 2 © 2015 The Travelers Indemnity Company. All rights reserved. CG D3 81 0915 Includes the copyrighted material of Insurance Services Office, Inc., with its permission DocuSign Envelope ID: 0289137B-F76D-4782-8E2E-8CE98B6D9F6A COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. AMENDMENT -WHO IS AN INSURED FOR ARCHITECTURAL, ENGINEERING OR SURVEYING ACTIVITIES -PARTNERSHIPS AND JOINT VENTURES This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART The following replaces the last paragraph of SECTION II -WHO IS AN INSURED: 6. No person or organization is an insured with respect to the conduct of any current or past partnership, joint venture or limited liability company that is not shown as a Named Insured in the Declarations. However, if you are a partner or member of a partnership or joint venture whose partners or members are involved solely in architectural, engineering or surveying activities in connection with the partnership or joint venture and are not shown as a Named Insured in the Declarations: a. You are an insured, but only with respect to your architectural, engineering or surveying activities in connection with such partnership or joint venture, and only if: (1) All partners in the partnership, or all members of the joint venture are architectural, engineering or surveying firms involved solely in architectural, engineering or surveying activities in connection with the partnership or joint venture; and (2) Such partnership or joint venture contracts the performance of all architectural, engineering or surveying activities to its individual partners or members; and b. Such partnership and all its other partners, or such joint venture and all its other members, are not insureds for architectural, engineering or surveying activities, or for any other operation, work or activity. The insurance provided under this Paragraph 6. is excess over any other insurance, whether primary, excess, contingent or on any other basis, except for insurance purchased specifically by you to be excess of this policy. CG D6 75 0219 © 2017 The Travelers Indemnity Company. All rights reserved. Page 1 of 1 Includes copyrighted material of Insurance Services Office, Inc. with its permission. POLICY NUMBER: 6801T66691A DocuSign Envelope ID: 0289137B-F76D-4782-8E2E-8CE98B6D9F6A COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. XTEND ENDORSEMENT FOR ARCHITECTS, ENGINEERS AND SURVEYORS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART GENERAL DESCRIPTION OF COVERAGE -This endorsement broadens coverage. However, coverage for any injury, damage or medical expenses described in any of the provisions of this endorsement may be excluded or limited by another endorsement to this Coverage Part, and these coverage broadening provisions do not apply to the extent that coverage is excluded or limited by such an endorsement. The following listing is a general coverage description only. Read all the provisions of this endorsement and the rest of your policy carefully to determine rights, duties, and what is and is not covered. A. Non-Owned Watercraft -75 Feet Long Or Less B. Who Is An Insured -Unnamed Subsidiaries C. Who Is An Insured -Retired Partners, Members, Directors And Employees D. Who Is An Insured -Employees And Volunteer Workers -Bodily Injury To Co-Employees, Co- Volunteer Workers And Retired Partners, Members, Directors And Employees E. Who Is An Insured -Newly Acquired Or Formed Limited Liability Companies F. Blanket Additional Insured -Controlling Interest G. Blanket Additional Insured -Mortgagees, Assignees, Successors Or Receivers PROVISIONS A. NON-OWNED WATERCRAFT -75 FEET LONG OR LESS 1. The following replaces Paragraph (2) of Exclusion g., Aircraft, Auto Or Watercraft, in Paragraph 2. of SECTION I COVERAGES -COVERAGE A -BODILY INJURY AND PROPERTY DAMAGE LIABILITY: (2) A watercraft you do not own that is: (a) 75 feet long or less; and (b) Not being used to carry any person or property for a charge; 2. The following replaces Paragraph 2.e. of SECTION II -WHO IS AN INSURED: e. Any person or organization that, with your express or implied consent, either H. Blanket Additional Insured -Governmental Entities -Permits Or Authorizations Relating To Premises I. Blanket Additional Insured -Governmental Entities -Permits Or Authorizations Relating To Operations J. Incidental Medical Malpractice K. Medical Payments -Increased Limit L. Amendment Of Excess Insurance Condition - Professional Liability M. Blanket Waiver Of Subrogation -When Required By Written Contract Or Agreement N. Contractual Liability -Railroads uses or is responsible for the use of a watercraft that you do not own that is: (1) 75 feet long or less; and (2) Not being used to carry any person or property for a charge; B. WHO IS AN INSURED UNNAMED SUBSIDIARIES The following is added to SECTION II -WHO IS AN INSURED: Any of your subsidiaries, other than a partnership or joint venture, that is not shown as a Named Insured in the Declarations is a Named Insured if: a. You are the sole owner of, or maintain an ownership interest of more than 50% in, such subsidiary on the first day of the policy period; and CG D3 79 0219 © 2017 The Travelers Indemnity Company. All rights reserved. Page 1 of 6 Includes copyrighted material of Insurance Services Office, Inc. with its permission. POLICY NUMBER: 6801T66691A DocuSign Envelope ID: 0289137B-F76D-4782-8E2E-8CE98B6D9F6A COMMERCIAL GENERAL LIABILITY b. Such subsidiary is not an insured under similar other insurance. No such subsidiary is an insured for "bodily injury" or "property damage" that occurred, or "personal and advertising injury" caused by an offense committed: a. Before you maintained an ownership interest of more than 50% in such subsidiary; or b. After the date, if any, during the policy period that you no longer maintain an ownership interest of more than 50% in such subsidiary. For purposes of Paragraph 1. of Section II -Who Is An Insured, each such subsidiary will be deemed to be designated in the Declarations as: a. A limited liability company; b. An organization other than a partnership, joint venture or limited liability company; or c. A trust; as indicated in its name or the documents that govern its structure. C. WHO IS AN INSURED -RETIRED PARTNERS, MEMBERS, DIRECTORS AND EMPLOYEES The following is added to Paragraph 2. of SECTION II -WHO IS AN INSURED: Any person who is your retired partner, member, director or "employee" that is performing services for you under your direct supervision, but only for acts within the scope of their employment by you or while performing duties related to the conduct of your business. However, no such retired partner, member, director or "employee" is an insured for: (1) "Bodily injury": (a) To you, to your current partners or members (if you are a partnership or joint venture), to your current members (if you are a limited liability company) or to your current directors; (b) To the spouse, child, parent, brother or sister of that current partner, member or director as a consequence of Paragraph (1 )(a) above; (c) For which there is any obligation to share damages with or repay someone else who must pay damages because of the injury described in Paragraph (1)(a) or (b) above; or (d) Arising out of his or her providing or failing to provide professional health care services. Unless you are in the business or occupation of providing professional health care services, Paragraphs (1)(a), (b), (c) and (d) above do not apply to "bodily injury" arising out of providing or failing to provide first aid or "Good Samaritan services" by any of your retired partners, members, directors or "employees", other than a doctor. Any such retired partners, members, directors or "employees" providing or failing to provide first aid or "Good Samaritan services" during their work hours for you will be deemed to be acting within the scope of their employment by you or performing duties related to the conduct of your business. (2) "Personal injury": (a) To you, to your current or retired partners or members (if you are a partnership or joint venture), to your current or retired members (if you are a limited liability company), to your other current or retired directors or "employees" while in the course of his or her employment or performing duties related to the conduct of your business, or to your other "volunteer workers" while performing duties related to the conduct of your business; (b) To the spouse, child, parent, brother or sister of that current or retired partner, member, director, "employee" or "volunteer worker" as a consequence of Paragraph (2)(a) above; (c) For which there is any obligation to share damages with or repay someone else who must pay damages because of the injury described in Paragraph (2)(a) or (b) above; or (d) Arising out of his or her providing or failing to provide professional health care services. (3) "Property damage" to property: (a) Owned, occupied or used by; or (b) Rented to, in the care, custody or control of, or over which physical control is being exercised for any purpose by; you, any of your retired partners, members or directors, your current or retired "employees" or "volunteer workers", any current partner or member (if you are a partnership or joint venture), or any current member (if you are a limited liability company) or current director. Page 2 of 6 © 2017 The Travelers Indemnity Company. All rights reserved. CG D3 79 0219 Includes copyrighted material of Insurance Services Office, Inc. with its permission. DocuSign Envelope ID: 0289137B-F76D-4782-8E2E-8CE98B6D9F6A D. WHO IS AN INSURED -EMPLOYEES AND VOLUNTEER WORKERS -BODILY INJURY TO CO-EMPLOYEES, CO-VOLUNTEER WORKERS AND RETIRED PARTNERS, MEMBERS, DIRECTORS AND EMPLOYEES The following is added to Paragraph 2.a.(1) of SECTION II -WHO IS AN INSURED: Paragraphs (1)(a), (b) and (c) above do not apply to "bodily injury" to a current or retired co- "employee" while in the course of the co- "employee's" employment by you or performing duties related to the conduct of your business, or to "bodily injury" to your other "volunteer workers" or retired partners, members or directors while performing duties related to the conduct of your business. E. WHO IS AN INSURED -NEWLY ACQUIRED OR FORMED LIMITED LIABILITY COMPANIES The following replaces Paragraph 3. of SECTION II -WHO IS AN INSURED: 3. Any organization you newly acquire or form, other than a partnership or joint venture, and of which you are the sole owner or in which you maintain an ownership interest of more than 50%, will qualify as a Named Insured if there is no other similar insurance available to that organization. However: a. Coverage under this provision is afforded only: (1) Until the 180th day after you acquire or form the organization or the end of the policy period, whichever is earlier, if you do not report such organization in writing to us within 180 days after you acquire or form it; or (2) Until the end of the policy period, when that date is later than 180 days after you acquire or form such organization, if you report such organization in writing to us within 180 days after you acquire or form it; b. Coverage A does not apply to "bodily injury" or "property damage" that occurred before you acquired or formed the organization; and c. Coverage B does not apply to "personal and advertising injury" arising out of an offense committed before you acquired or formed the organization. For the purposes of Paragraph 1. of Section II -Who Is An Insured, each such COMMERCIAL GENERAL LIABILITY organization will be deemed to be designated in the Declarations as: a. A limited liability company; b. An organization other than a partnership, joint venture or limited liability company; or c. A trust; as indicated in its name or the documents that govern its structure. F. BLANKET ADDITIONAL INSURED CONTROLLING INTEREST 1. The following is added to SECTION II - WHO IS AN INSURED: Any person or organization that has financial control of you is an insured with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" that arises out of: a. Such financial control; or b. Such person's or organization's ownership, maintenance or use of premises leased to or occupied by you. The insurance provided to such person or organization does not apply to structural alterations, new construction or demolition operations performed by or on behalf of such person or organization. 2. The following is added to Paragraph 4. of SECTIO N II -WHO IS AN INSURED: This paragraph does not apply to any premises owner, manager or lessor that has financial control of you. G. BLANKET ADDITIONAL INSURED MORTGAGEES, ASSIGNEES, SUCCESSORS OR RECEIVERS The following is added to SECTION II -WHO IS AN INSURED: Any person or organization that is a mortgagee, assignee, successor or receiver and that you have agreed in a written contract or agreement to include as an additional insured on this Coverage Part is an insured, but only with respect to its liability as mortgagee, assignee, successor or receiver for "bodily injury", "property damage" or "personal and advertising injury" that: a. Is "bodily injury" or "property damage" that occurs, or is "personal and advertising injury" caused by an offense that is committed, CG D3 79 0219 © 2017 The Travelers Indemnity Company. All rights reserved. Page 3 of 6 Includes copyrighted material of Insurance Services Office, Inc. with its permission. DocuSign Envelope ID: 0289137B-F76D-4782-8E2E-8CE98B6D9F6A COMMERCIAL GENERAL LIABILITY subsequent to the signing of that contract or agreement; and b. Arises out of the ownership, maintenance or use of the premises for which that mortgagee, assignee, successor or receiver is required under that contract or agreement to be included as an additional insured on this Coverage Part. The insurance provided to such mortgagee, assignee, successor or receiver is subject to the following provisions: a. The limits of insurance provided to such mortgagee, assignee, successor or receiver will be the minimum limits that you agreed to provide in the written contract or agreement, or the limits shown in the Declarations, whichever are less. b. The insurance provided to such person or organization does not apply to: (1) Any "bodily injury" or "property damage" that occurs, or any "personal and advertising injury" caused by an offense that is committed, after such contract or agreement is no longer in effect; or (2) Any "bodily injury", "property damage" or "personal and advertising injury" arising out of any structural alterations, new construction or demolition operations performed by or on behalf of such mortgagee, assignee, successor or receiver. H. BLANKET ADDITIONAL INSURED GOVERNMENTAL ENTITIES -PERMITS OR AUTHORIZATIONS RELATING TO PREMISES The following is added to SECTION II -WHO IS AN INSURED: Any governmental entity that has issued a permit or authorization with respect to premises owned or occupied by, or rented or loaned to, you and that you are required by any ordinance, law, building code or written contract or agreement to include as an additional insured on this Coverage Part is an insured, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" arising out of the existence, ownership, use, maintenance, repair, construction, erection or removal of any of the following for which that governmental entity has issued such permit or authorization: advertising signs, awnings, canopies, cellar entrances, coal holes, driveways, manholes, marquees, hoist away openings, sidewalk vaults, elevators, street banners or decorations. I. BLANKET ADDITIONAL INSURED GOVERNMENTAL ENTITIES PERMITS OR AUTHORIZATIONS RELATING TO OPERATIONS The following is added to SECTION II -WHO IS AN INSURED: Any governmental entity that has issued a permit or authorization with respect to operations performed by you or on your behalf and that you are required by any ordinance, law, building code or written contract or agreement to include as an additional insured on this Coverage Part is an insured, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" arising out of such operations. The insurance provided to such governmental entity does not apply to: a. Any "bodily injury", "property damage" or "personal and advertising injury" arising out of operations performed for the governmental entity; or b. Any "bodily injury" or "property damage" included in the "products-completed operations hazard". J. INCIDENTAL MEDICAL MALPRACTICE 1. The following replaces Paragraph b. of the definition of "occurrence" in the DEFINITIONS Section: b. An act or omission committed in providing or failing to provide "incidental medical services", first aid or "Good Samaritan services" to a person, unless you are in the business or occupation of providing professional health care services. 2. The following replaces the last paragraph of Paragraph 2.a.(1) of SECTION II -WHO IS AN INSURED: Unless you are in the business or occupation of providing professional health care services, Paragraphs (1)(a), (b), (c) and (d) above do not apply to "bodily injury" arising out of providing or failing to provide: (a) "Incidental medical services" by any of your "employees" who is a nurse, nurse assistant, emergency medical technician, paramedic, athletic trainer, audiologist, dietician, nutritionist, Page 4 of 6 © 2017 The Travelers Indemnity Company. All rights reserved. CG DJ 79 0219 Includes copyrighted material of Insurance Services Office, Inc. with its permission. DocuSign Envelope ID: 0289137B-F76D-4782-8E2E-8CE98B6D9F6A occupational therapist or occupational therapy assistant, physical therapist or speech-language pathologist; or (b) First aid or "Good Samaritan services" by any of your "employees" or "volunteer workers", other than an employed or volunteer doctor. Any such "employees" or "volunteer workers" providing or failing to provide first aid or "Good Samaritan services" during their work hours for you will be deemed to be acting within the scope of their employment by you or performing duties related to the conduct of your business. 3. The following replaces the last sentence of Paragraph 5. of SECTION Ill -LIMITS OF INSURANCE: For the purposes of determining the applicable Each Occurrence Limit, all related acts or omissions committed in providing or failing to provide "incidental medical services", first aid or "Good Samaritan services" to any one person will be deemed to be one "occurrence". 4. The following exclusion is added to Paragraph 2., Exclusions, of SECTION I - COVERAGES -COVERAGE A -BODILY INJURY AND PROPERTY DAMAGE LIABILITY: Sale Of Pharmaceuticals "Bodily injury" or "property damage" arising out of the violation of a penal statute or ordinance relating to the sale of pharmaceuticals committed by, or with the knowledge or consent of the insured. 5. The following is added to the DEFINITIONS Section: "Incidental medical services" means: a. Medical, surgical, dental, laboratory, x- ray or nursing service or treatment, advice or instruction, or the related furnishing of food or beverages; or b. The furnishing or dispensing of drugs or medical, dental, or surgical supplies or appliances. 6. The following is added to Paragraph 4.b., Excess Insurance, of SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS: This insurance is excess over any valid and collectible other insurance, whether primary, excess, contingent or on any other basis, COMMERCIAL GENERAL LIABILITY that is available to any of your "employees" for "bodily injury" that arises out of providing or failing to provide "incidental medical services" to any person to the extent not subject to Paragraph 2.a.(1) of Section II - Who Is An Insured. K. MEDICAL PAYMENTS -INCREASED LIMIT The following replaces Paragraph 7. of SECTION Ill -LIMITS OF INSURANCE: 7. Subject to Paragraph 5. above, the Medical Expense Limit is the most we will pay under Coverage C for all medical expenses because of "bodily injury" sustained by any one person, and will be the higher of: a. $10,000; or b. The amount shown in the Declarations of this Coverage Part for Medical Expense Limit. L. AMENDMENT OF EXCESS INSURANCE CONDITION -PROFESSIONAL LIABILITY The following is added to Paragraph 4.b., Excess Insurance, of SECTION IV COMMERCIAL GENERAL LIABILITY CONDITIONS: This insurance is excess over any of the other insurance, whether primary, excess, contingent or on any other basis, that is Professional Liability or similar coverage, to the extent the loss is not subject to the professional services exclusion of Coverage A or Coverage B. M. BLANKET WAIVER OF SUBROGATION - WHEN REQUIRED BY WRITTEN CONTRACT OR AGREEMENT The following is added to Paragraph 8., Transfer Of Rights Of Recovery Against Others To Us, of SECTION IV -COMMERCIAL GENERAL LIABILITY CONDITIONS: If the insured has agreed in a written contract or agreement to waive that insured's right of recovery against any person or organization, we waive our right of recovery against such person or organization, but only for payments we make because of: a. "Bodily injury" or "property damage" that occurs; or b. "Personal and advertising injury" caused by an offense that is committed; subsequent to the signing of that contract or agreement. CG D3 79 0219 © 2017 The Travelers Indemnity Company. All rights reserved. Page 5 of 6 Includes copyrighted material of Insurance Services Office, Inc. with its permission. DocuSign Envelope ID: 0289137B-F76D-4782-8E2E-8CE98B6D9F6A COMMERCIAL GENERAL LIABILITY N. CONTRACTUAL LIABILITY -RAILROADS 1. The following replaces Paragraph c. of the definition of "insured contract" in the DEFINITIONS Section: c. Any easement or license agreement; 2. Paragraph f.(1) of the definition of "insured contract" in the DEFINITIONS Section is deleted. Page 6 of 6 © 2017 The Travelers Indemnity Company. All rights reserved. Includes copyrighted material of Insurance Services Office, Inc. with its permission. CG DJ 79 0219 DocuSign Envelope ID: 0289137B-F76D-4782-8E2E-8CE98B6D9F6A POLICY NUMBER: 680-1T66691A-21-47 ISSUE DATE: 01/24/2022 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED PERSON OR ORGANIZATION -NOTICE OF CANCELLATION OR NONRENEWAL PROVIDED BY US This endorsement modifies insurance provided under the following: ALL COVERAGE PARTS INCLUDED IN THIS POLICY SCHEDULE CANCELLATION: Number of Days Notice: ___ 3_o ___ _ WHEN WE DO NOT RENEW (Nonrenewal): Number of Days Notice: ___ 3_o ____ _ PERSON OR ORGANIZATION: · ADDRESS: . . TX 77402 PROVISIONS A. If we cancel this policy for any legally permitted reason other than nonpayment of premium, and a number of days is shown for Cancellation in the Schedule above, we will mail notice of cancellation to the person or organization shown in such Schedule. We will mail such notice to the address shown in the Schedule above at least the number of days shown for Cancellation in such Schedule before the effective date of cancellation. B. If we do not renew this policy for any legally permitted reason other than nonpayment of premium, and a number of days is shown for When We Do Not Renew (Nonrenewal) in the Schedule above, we will mail notice of nonrenewal to the person or organization shown in such Schedule. We will mail such notice to the address shown in the Schedule above at least the number of days shown for When We Do Not Renew (Nonrenewal) in such Schedule before the effective date of nonrenewal. IL T4 00 OS 19 © 2019 The Travelers Indemnity Company. All rights reserved. Page 1 of 1 DocuSign Envelope ID: 0289137B-F76D-4782-8E2E-8CE98B6D9F6A DocuSign Envelope ID: 0289137B-F76D-4782-8E2E-8CE98B6D9F6A Endorsement Effective Insured Insurance Company Countersigned by Policy No.Endorsement No. Premium $ All other terms and conditions of this policy remain unchanged. 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.) WORKERS COMPENSATION AND EMPLOYERS LIABILITY POLICY ENDORSEMENT WC 99 06 U9 (00) - POLICY NUMBER: SCHEDULE Name and Address of Designated Persons or Organizations:Number of Days Notice: TEXAS NOTICE OF CANCELLATION OR NONRENEWAL TO DESIGNATED PERSONS OR ORGANIZATIONS If we cancel or non-renew this policy for any reason other than non-payment of premium by you, we will provide notice of such cancellation or non-renewal to each person or organization designated in the Schedule below. We will mail or deliver such notice to each person or organization at its listed address at least the number of days shown for that person or organization before the cancellation or nonrenewal is to take effect. You are responsible for providing us with the information necessary to accurately complete the Schedule below. If we cannot mail or deliver a notice of cancellation or nonrenewal to a designated person or organization because the name or address of such designated person or organization provided to us is not accurate or complete, we have no responsibility to mail, deliver or otherwise notify such designated person or organization of the cancellation or nonrenewal. ONE TOWER SQUARE HARTFORD CT 06183 UB-4S612614-21-47-G 001 HAVE AGREED IN A WRITTEN CONTRACT THAT NOTICE OF CANCELLATION OF THIS POLICY WILL BE GIVEN, BUT ONLY IF: 1. YOU SEND US A WRITTEN REQUEST TO PROVIDE SUCH NOTICE, INCLUDING THE NAME AND ADDRESS OF SUCH PERSON OR ORGANIZATION, AFTER THE FIRST NAMED INSURED RECEIVES NOTICE FROM US OF THE CANCELLATION OF THIS POLICY, AND 2. WE RECEIVED SUCH WRITTEN REQUEST AT LEAST 14 DAYS BEFORE THE BEGINNING OF THE APPLICABLE NUMBER OF DAYS SHOWN IN THIS SCHEDULE. ADDRESS: THE ADDRESS FOR THAT PERSON OR ORGANIZATION INCLUDED IN SUCH WRITTEN REQUEST FROM YOU TO US. 30ANY PERSON OR ORGANIZATION TO WHOM YOU Page of © 2018 The Travelers Indemnity Company. All rights reserved. DATE OF ISSUE:ST ASSIGN:07-23-21 11 DocuSign Envelope ID: 0289137B-F76D-4782-8E2E-8CE98B6D9F6A 1.Specific Waiver AND ENDORSEMENT WORKERS COMPENSATION EMPLOYERS LIABILITY POLICY POLICY NUMBER: ENDORSEMENT WC 42 03 04 ( B) – TEXAS WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ONE TOWER SQUAREHARTFORD CT 06183 001 UB-4S612614-21-47-G 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. 2.Operations: 3. 4. Blanket Waiver Premium: Advance Premium: $ Endorsement No. Insured Insurance Company Countersigned by Premium Endorsement Effective Policy No. Any person or organization for whom the Named Insured has agreed by written contract to furnish this waiver. The premium charge for this endorsement shall be 2.00 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.. 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.) X ALL TEXAS OPERATIONS SEE SCHEDULE DATE OF ISSUE:ST ASSIGN:ofPage © Copyright 2014 National Council on Compensation Insurance, Inc. All Rights Reserved. 07-23-21 11 DocuSign Envelope ID: 0289137B-F76D-4782-8E2E-8CE98B6D9F6A