No preview available
HomeMy WebLinkAboutC2019-006P1 Contract No. 201 9-006P 1 JOB ORDER MASTER AGREEMENT BETWEEN THE TOWN OF FOUNTAIN HILLS AND CALIENTE CONSTRUCTION,INC. THIS JOB ORDER MASTER AGREEMENT (this "Contract") is entered into as of March 19, 2019, between the Town of Fountain Hills, an Arizona municipal corporation (the "Town") and Caliente Construction, Inc., a(n)Arizona corporation (the "Contractor"). RECITALS A. The Town issued a Request for Qualifications, CS2019-006,Construction Services (the "RFQ"), a copy of which is on file in the Town Clerk's Office and incorporated herein by reference, seeking statements of qualifications from vendors for construction and related services. B. The Contractor submitted a Statement of Qualifications(the"SOQ") in response to the RFQ, attached hereto as Exhibit A and incorporated herein by reference, and the Town desires to enter into an Agreement with the Contractor for Construction Services (the"Services"). AGREEMENT NOW, THEREFORE, in consideration of the foregoing introduction and recitals, which are incorporated herein by reference, the following mutual covenants and conditions, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Town and the Contractor hereby agree as follows: 1. Term of Contract. This Contract shall be effective as of the date first set forth above and shall remain in full force and effect for one year with up to four(one)year renewable options. 2. Job Order Master Contract Process. 2.1 Indefinite Delivery and Quantity. This Contract establishes an indefinite delivery, indefinite quantity, Job Order Contract for such Construction Services within the scope of this Contract as Town may request from time to time by issuance of an individual Job Order for each Project. Unless otherwise specified in a specific Job Order,Job Orders will generally include Design Services and where Design Services are necessary, Town will contract for those services separately. A separate Job Order will be issued for each Project describing the specific Work to be performed by the Contractor for that Project. There may be multiple Projects, and, therefore, multiple Job Orders, under this Contract. 2.2 Non-Exclusive Contract. Town shall have the right to perform work of the types included in this Contract itself or to have other Contractors perform such work. In addition, as to any Job Order, Town may elect to have Design Services provided by Town's internal 1 consultants or by independent Design Professionals. Such action by Town shall not constitute a breach or otherwise violate this Contract. 2.3 No Obligation for Town. This Contract does not obligate or require Town to offer any Job Order to Contractor and no Contract will exist for any specific Work until a Job Order for such Work has been fully executed by Town and Contractor. 2.4 Scope of Work Under This Contract. This Contract is for a broad range of maintenance,repair and minor construction work on real property. The scope of this Contract will be to provide construction services, including minor associated incidental design services, for a broad range of Town renovation and construction projects and will include a variety of trades as set forth on Exhibit B. 2.5 Contract Price for Each Job Order. The amount to be paid by Town for the Project under each Job Order is the Contract Price for the Job Order. The Contract Price includes the Contract Price for the Work. The Contract Price for any Job Order may be a Fixed Price or a Guaranteed Maximum Price (GMP), subject to the following: A. The cumulative sum of the Job Orders performed by Contractor during any twelve (12)month period shall not exceed $125,000.00. B. There is no limit on the number of Job Orders that Town may issue to Contractor during any twelve (12) month period of this Contract or during the entire period this Contract is in effect. C. Contractor may not refuse any Job Order under this Contract properly issued by Town,unless Contractor explains, in writing and to Town's satisfaction, that the scope of work under a specific Job Order is poorly defined or hazardous to health or safety. 2.6 Job Order Format. Each Job Order shall be in the form attached as Exhibit C hereto and shall not be effective or binding until fully executed by all parties. 2.7 Job Order Development. The general steps for development of a Job Order are: A. When Town identifies a need for performance of a Project under a Job Order,Town will issue a request to Contractor and also advise Contractor of the nature of the Work to be done. At the same time, Town will advise the Contractor if Design Services are required and how those services will be provided. Within two (2) working days of receipt of this notification, or such other time as set by Town, Contractor will: (i) Visit the proposed site of the Project with Town designated representatives; and (ii) Arrange with Town to further define the scope of the needed Project. 2 B. Contractor will thoroughly acquaint itself with all available information concerning the conditions of the Work under each Job Order and is responsible for correctly and fully estimating the difficulty of performing the Work, the actions required to perform the Work and the cost of successfully performing the Work under each Job Order. C. Town will arrange for any needed Design Services to produce the Drawings and Specifications, with a copy to Town and a copy to Contractor. Design Services will not begin until the scope of Design Services is approved by Town. The Drawings and Specifications developed as part of the Design Services are subject to approval by Town. If there are no Design Services required for a specific Job Order,Town will develop Drawings and Specifications consisting of a line drawing and a written description of the contemplated Work. D. Upon establishment of the scope of Work needed for a Project, Contractor will prepare its proposal for accomplishment of the Project under either a Fixed Price or a Guaranteed Maximum Price (GMP), as in a form and substance determined by Town. GMP (Open Book)pricing shall consist of direct job cost, project-specific general conditions, general and administrative cost, profit, Bond cost and sales tax will be added to Open Book pricing for total Job Order Cost. 2.8 Issuance of Job Orders. The Town Representative will compare the Contractor's Job Order Proposal with Town's estimate, schedules and other requirements, and then, if the Town Representative determines it is in the best interest of Town, arrange a meeting with Contractor, at which time the Contractor's Job Order Proposal will be discussed and negotiated. If the Town Representative determines that it is in the best interest of Town, Town shall then issue a completed Job Order, in the form attached as Exhibit C, to Contractor for execution. 3. Performance of the Work. 3.1 Specifications. The Maricopa Association of Governments, Uniform Standard Specifications for Public Works Construction, current edition ("MAG Specifications"), Maricopa Association of Governments, Standard Details for Public Works Construction, current edition ("MAG Details"), have been adopted by Town and shall apply to the Work, to the extent applicable. In addition, to the extent Town has adopted its own Town Specifications, and/or Supplements and/or Modifications to the MAG Specifications or MAG Details (collectively the "Town Specifications"), those Town Specifications shall apply to the Work when and where appropriate and the Contractor shall fully comply therewith. Any questions or concerns about the applicability of any specific MAG or Town Specifications to the Work shall be directed in writing to the Project Engineer. The MAG Specifications, MAG Details and Town Specifications are incorporated into the Contract. 3.2 Coordination. Contractor shall be responsible for coordinating the performance of the Work with the Project Engineer, Project Manager, Engineering Department and other departments or agencies within Town, the design professionals and other contractors involved in the Project. Contractor shall also cooperate with Town in communicating with, 3 obtaining necessary approvals or permits from, and responding to, any applicable government entity or regulatory agency, including participation in any hearings or meetings. 3.3. Inspection/Reporting. Before starting the Work, the Contractor shall carefully study and compare the various plans, drawings, other Contract Documents, and Specifications relative to that portion of the Work, as well as the information furnished by Town, shall take field measurements of any existing conditions related to that portion of the Work and shall observe any conditions at the site affecting it. These obligations are for the purpose of facilitating construction by the Contractor and are not for the purpose of discovering errors, omissions, or inconsistencies in the Contract Documents; however, any errors, inconsistencies or omissions discovered by the Contractor shall be reported promptly to Town in such form as Town may require. The Contractor shall be liable to Town for damages resulting from errors, inconsistencies or omissions in the Contract Documents or for differences between field measurements or conditions in the Contract Documents if the Contractor, with the exercise of reasonable care should have recognized such error, inconsistency,omission or difference and fails to report it to Town. The exactness of grades, elevations, dimensions, or locations given on any Drawings, or the work installed by other contractors, is not guaranteed by Town. The Contractor shall,therefore, satisfy itself as to the accuracy of all grades, elevations,dimensions and locations. In all cases of interconnection of its work with existing or other work, Contractor shall verify at the site all dimensions relating to such existing or other work. Any errors due to the Contractor's failure to so verify all such grades, elevations, locations or dimensions shall be promptly rectified by the Contractor without any increase in the Contract Price.Any design errors or omissions noted by the Contractor during this review shall be reported promptly to Town, but it is recognized that the Contractor's review is made in the Contractor's capacity as a contractor and not as a licensed design professional, unless otherwise specifically provided in the Contract Documents. 3.4. Extra Work/Changes in the Work/Approvals. Town reserves the right to make such changes in the plans and specifications for the Work, within the general scope thereof, as it may deem appropriate and any such change as set forth in a written Change Order or Extra Work Order shall be deemed a part of this Contract as if originally incorporated herein. A. Contractor shall not be entitled to payment for additional work unless a written Change Order or Extra Work Order, in form and content prescribed by Town,has been executed by Town prior to starting the additional work;on all such Change Orders and Extra Work Orders, Contractor shall specify the increased and/or decreased costs and whether it believes any extensions of time will be necessary to complete its Work as modified by the Change Order or Extra Work Order. In no event, however, will the Contractor be entitled to collect for overhead and profit for such changes more than the percentages of Contractor's actual and direct cost incurred in such change as set forth in the corresponding Change Order. If additional work is performed on the basis of an Extra Work Order, a corresponding Change Order shall be prepared, approved and processed by Town before payment can be made to Contractor. B. Upon request by Town, Contractor shall submit for Town's prior approval all samples,product data, shop drawings on all materials, systems and equipment to be incorporated into the Work. 4 C. The Project Manager shall be designated by the Town. All communications concerning performance of the Work or the Project shall be provided to the designated Project Manager, who has the authority to act on behalf of Town, as delineated and limited by the Contract Documents and applicable law. The Project Manager has no authority to bind Town or Town Council in contravention of any Town Code, State or Federal statute or regulation, or this Contract. Project communications may be exchanged by e-mail upon the written agreement of the Project Manager and Contractor, but e-mail communications are not binding upon Town and cannot change the terms of the Contract or the scope of Work or effectuate any change that requires a written change order. The use of e-mails is for information only, and e-mails will have no legal or binding effect. 3.5. Time/Float. Contractor shall strictly comply with the Project schedule approved in writing by Town(the"Contract Time"). The Contract Time shall start with the Notice to Proceed and end with final acceptance of the Work. Contractor shall commence performance of the Work and complete the Project through both substantial completion and final acceptance within the Contract Time, and failure to do so shall be a material breach of the Contract. A. Time is of the essence of the Contract, for the Project, for the Work, and for each phase and/or designated milestone thereof. B. No modification to the Contract Documents or the Contract Time shall be effective unless approved in writing, in advance, by Town. C. The total float time within the overall schedule is for the exclusive use of Town, but Town may approve Contractor's use of float as needed to meet contract milestones and the Project completion date. 4. Payments. Payments shall be made as follows: 4.1 Progress Payments. A. Progress billings will be processed monthly starting upon Project commencement. B. Contractor billings shall be submitted on Contractor's typical invoice form. C. A list of all suppliers (including name, contact information and phone numbers) to be used by Contractor must be received and approved by Town, prior to release of Contractor's monthly progress payment. Town's approval of Contractor's suppliers shall not release Contractor from any of its obligations under this Contract, including without limitation, Contractor's indemnification, and insurance obligations. D. If required by Town, Contractor will be required to execute an Unconditional Waiver and Release on Progress Payment or Unconditional Waiver and Release on final payment contemporaneously with the receipt of partial or final payments, or other form of acknowledgment of payment and/or release of claims as required by Town, 5 as well as unconditional lien waivers executed by subcontractors and/or suppliers who have provided labor, materials, or rental equipment to Contractor. Payments of any amounts covered by any conditional lien waivers may, at Town's sole discretion, be made by joint check issued to the Contractor and the subcontractor or supplier. E. Contractor shall submit all other supporting documentation substantiating its Invoice as may be reasonably required by the Engineer,Project Manager, Town, and applicable laws. 4.2 Final Payment. Final payment including retainage shall be paid only after: (i) the Work has been fully completed (including completion of all incorrect or incomplete work items)and accepted by Town and Engineer; (ii)necessary operating manuals,any excess materials and supplies necessary for matching materials and supplies incorporated into the Work, and complete "as-built" drawings, plans and specifications have been delivered to Town; (iii) if required by Town, full and unconditional lien waivers and releases by Contractor and any person performing labor or supplying material, machinery, fixtures, or tools for the Work have been delivered to Town; (iv) all conditions and requirements imposed by Town or any financing entity for the corresponding disbursement have been met;and(v)Contractor delivers to Town an Invoice requesting payment. The Contract number must be referenced on all invoices. 4.3 Town's Right to Withhold Payment. Town may withhold payment to such extent as may be necessary in Town's opinion to protect Town from loss for which the Contractor is responsible, including, without limitation: A. defective Work not remedied; B. third party claims filed or reasonable evidence indicating probable filing of such claims unless security acceptable to Town is provided by the Contractor; C. failure of the Contractor to make payments properly to Subcontractors or for labor, materials or equipment; D. reasonable evidence that the Work cannot be completed for the unpaid balance of the Contract Sum; E. damage to Town or another contractor; F. reasonable evidence that the Work will not be completed within the Contract Time set forth in Exhibit B (or otherwise by Town), and that the unpaid balance would not be adequate to cover actual or liquidated damages for the anticipated delay; or G. persistent failure to carry out the Work in accordance with the Contract Documents. 4.4 Joint/Direct Checks. Payments to Contractor may be made by checks payable jointly to Contractor and its employees, agents, subcontractors and suppliers, or any of them, and when in the sole opinion of Town it is advisable, payments may be made directly to 6 Contractor's subcontractors and any amount so paid shall be deducted from the amounts owed to Contractor under this Contract. 4.5 Payment Not A Waiver. No payment(nor use or occupancy of the Project by Town)shall be deemed acceptance or approval of the Work or as a waiver of any claims,rights, or remedies of Town. 4.6. Liens and Bond Claims. Contractor shall make all payments, in the time required, of all labor and materials furnished to Contractor in the course of the Work and shall promptly furnish evidence of such payments as Town may require. Contractor shall pay when due all claims arising out of performance of the Work covered by this Contract for which a lien may be filed either against the real estate or leasehold interest of Town, or against payments due from Town to Contractor, or for which a claim may be made against any payment or performance bond or both. To the fullest extent permitted by law, Contractor agrees that no liens or other claims in the nature of a lien against the real estate, leasehold, or other interest of Town, against payment due from Town to Contractor,or against any payment or performance bond, shall be filed or made in connection with the Work by any party who has supplied professional services, labor,materials, machinery, fixtures, tools, or equipment used in or in connection with the performance of this Contract, and Contractor agrees to remove or to cause to be removed any such liens or claims in the nature of a lien or bond claim within ten (10) days upon receiving notice or obtaining actual knowledge of the existence of such liens or claims. In addition, Contractor agrees to defend, indemnify, and hold harmless Town from and against any and all such liens and claims. This paragraph does not apply to claims and liens of Contractor due to non-payment for Work performed. 5. Documents. All documents, including any intellectual property rights thereto, prepared and submitted to the Town pursuant to this Agreement shall be the property of the Town. 6. Contractor Personnel. Contractor shall provide adequate, experienced personnel, capable of and devoted to the successful performance of the Services under this Agreement. Contractor agrees to assign specific individuals to key positions. Contractor agrees that, upon commencement of the Services to be performed under this Agreement, key personnel shall not be removed or replaced without prior written notice to the Town. If key personnel are not available to perform the Services for a continuous period exceeding 30 calendar days, or are expected to devote substantially less effort to the Services than initially anticipated, Contractor shall immediately notify the Town of same and shall, subject to the concurrence of the Town, replace such personnel with personnel possessing substantially equal ability and qualifications. 7. Inspection;Acceptance. All work shall be subject to inspection and acceptance by the Town at reasonable times during Contractor's performance. The Contractor shall provide and maintain a self-inspection system that is acceptable to the Town. 8. Licenses; Materials. Contractor shall maintain in current status all federal, state and local licenses and permits required for the operation of the business conducted by the Contractor, without limitation, all of Contractor's applicable licenses issued by the Arizona Registrar of Contractors. The Town has no obligation to provide Contractor, its employees or subcontractors any business registrations or licenses required to perform the specific services set 7 forth in this Agreement. The Town has no obligation to provide tools, equipment or material to Contractor. 9. Work Standards,Warranties and Correction of Work. All materials and other items incorporated into the Work shall be new, and all Work shall be of good and workmanlike quality and completed in strict conformance with all applicable laws, rules and regulations and the plans, specifications, schedules, Contract Documents and all other terms and conditions of the Contract. 9.1 Express Warranties. Within fourteen (14) days of the completion of the Work(or at such earlier time as requested by Town),Contractor shall execute and deliver to Town all warranties regarding the Work required by the Project plans and specifications. These warranties shall be in form and content satisfactory to Town, and any other person reasonably requested by Town, or Town's lender(s). 9.2 Standard Warranty. In the absence of any requirement for warranties in the Project specifications, Contractor hereby warrants that the Work shall be free of any defects in quality or workmanship for a period of two (2) years after the date of completion and acceptance of the Project by Town. 9.3 Correction of Work. The Contractor shall promptly correct Work rejected by the Project Engineer, Project Manager, or Town as failing to conform to the requirements of the Contract Documents. The Contractor shall bear the cost of correcting such rejected Work. In addition to the Contractor's other obligations including warranties under the Contract, the Contractor shall, for a period of (two) 2 years after Substantial Completion, correct work not conforming to the requirements of the Contract Documents. If the Contractor fails to correct nonconforming Work within a reasonable time, Town may correct it and the Contractor shall reimburse Town for the cost of correction. 10. Indemnification. To the fullest extent permitted by law, the Contractor shall indemnify and hold harmless the Town and each council member, officer, employee or agent thereof(the Town and any such person being herein called an"Indemnified Party"),for, from and against any and all losses, claims, damages, liabilities, costs and expenses (including, but not limited to,reasonable attorneys' fees, court costs and the costs of appellate proceedings)to which any such Indemnified Party may become subject, under any theory of liability whatsoever ("Claims")to the extent that such Claims(or actions in respect thereof)are caused by the negligent acts, recklessness or intentional misconduct of the Contractor, its officers, employees, agents, or any tier of subcontractor in connection with Contractor's work or services in the performance of this Agreement. The amount and type of insurance coverage requirements set forth below will in no way be construed as limiting the scope of the indemnity in this Section. 11. Insurance. 11.1 General. A. Insurer Qualifications. Without limiting any obligations or liabilities of Contractor, Contractor shall purchase and maintain, at its own expense, hereinafter stipulated minimum insurance with insurance companies authorized to do 8 business in the State of Arizona pursuant to ARIz. REV. STAT. § 20-206, as amended, with an AM Best, Inc. rating of A- or above with policies and forms satisfactory to the Town. Failure to maintain insurance as specified herein may result in termination of this Agreement at the Town's option. B. No Representation of Coverage Adequacy. By requiring insurance herein, the Town does not represent that coverage and limits will be adequate to protect Contractor. The Town reserves the right to review any and all of the insurance policies and/or endorsements cited in this Agreement but has no obligation to do so. Failure to demand such evidence of full compliance with the insurance requirements set forth in this Agreement or failure to identify any insurance deficiency shall not relieve Contractor from, nor be construed or deemed a waiver of, its obligation to maintain the required insurance at all times during the performance of this Agreement. C. Additional Insured. All insurance coverage, except Workers' Compensation insurance and Professional Liability insurance, if applicable, shall name,to the fullest extent permitted by law for claims arising out of the performance of this Agreement, the Town, its agents, representatives, officers, directors, officials and employees as Additional Insured as specified under the respective coverage sections of this Agreement. D. Coverage Term. All insurance required herein shall be maintained in full force and effect until all work or services required to be performed under the terms of this Agreement are satisfactorily performed, completed and formally accepted by the Town, unless specified otherwise in this Agreement. E. Primary Insurance. Contractor's insurance shall be primary insurance with respect to performance of this Agreement and in the protection of the Town as an Additional Insured. F. Claims Made. In the event any insurance policies required by this Agreement are written on a"claims made" basis, coverage shall extend, either by keeping coverage in force or purchasing an extended reporting option, for three years past completion and acceptance of the services. Such continuing coverage shall be evidenced by submission of annual Certificates of Insurance citing applicable coverage is in force and contains the provisions as required herein for the three-year period. G. Waiver. All policies, except for Professional Liability, including Workers' Compensation insurance, shall contain a waiver of rights of recovery (subrogation) against the Town, its agents, representatives, officials, officers and employees for any claims arising out of the work or services of Contractor. Contractor shall arrange to have such subrogation waivers incorporated into each policy via formal written endorsement thereto. H. Policy Deductibles and/or Self-Insured Retentions. The policies set forth in these requirements may provide coverage that contains deductibles or self-insured retention amounts. Such deductibles or self-insured retention shall not be applicable with 9 respect to the policy limits provided to the Town. Contractor shall be solely responsible for any such deductible or self-insured retention amount. I. Use of Subcontractors. If any work under this Agreement is subcontracted in any way, Contractor shall execute written agreements with its subcontractors containing the indemnification provisions set forth in this Section and insurance requirements set forth herein protecting the Town and Contractor. Contractor shall be responsible for executing any agreements with its subcontractors and obtaining certificates of insurance verifying the insurance requirements. J. Evidence of Insurance. Prior to commencing any work or services under this Agreement, Contractor will provide the Town with suitable evidence of insurance in the form of certificates of insurance and a copy of the declaration page(s) of the insurance policies as required by this Agreement, issued by Contractor's insurance insurer(s) as evidence that policies are placed with acceptable insurers as specified herein and provide the required coverages, conditions and limits of coverage specified in this Agreement and that such coverage and provisions are in full force and effect. Confidential information such as the policy premium may be redacted from the declaration page(s) of each insurance policy, provided that such redactions do not alter any of the information required by this Agreement. The Town shall reasonably rely upon the certificates of insurance and declaration page(s) of the insurance policies as evidence of coverage but such acceptance and reliance shall not waive or alter in any way the insurance requirements or obligations of this Agreement. If any of the policies required by this Agreement expire during the life of this Agreement, it shall be Contractor's responsibility to forward renewal certificates and declaration page(s) to the Town 30 days prior to the expiration date. All certificates of insurance and declarations required by this Agreement shall be identified by referencing the RFQ number and title or this Agreement. A$25.00 administrative fee shall be assessed for all certificates or declarations received without the appropriate RFQ number and title or a reference to this Agreement, as applicable. Additionally, certificates of insurance and declaration page(s) of the insurance policies submitted without referencing the appropriate RFQ number and title or a reference to this Agreement, as applicable, will be subject to rejection and may be returned or discarded. Certificates of insurance and declaration page(s) shall specifically include the following provisions: (1) The Town, its agents, representatives, officers, directors, officials and employees are Additional Insureds as follows: (a) Commercial General Liability — Under Insurance Services Office, Inc., ("ISO") Form CG 20 10 03 97 or equivalent. (b) Auto Liability — Under ISO Form CA 20 48 or equivalent. (c) Excess Liability — Follow Form to underlying insurance. 10 (2) Contractor's insurance shall be primary insurance with respect to performance of this Agreement. (3) All policies, except for Professional Liability, including Workers' Compensation, waive rights of recovery (subrogation) against Town, its agents, representatives, officers, officials and employees for any claims arising out of work or services performed by Contractor under this Agreement. (4) ACORD certificate of insurance form 25 (2014/01) is preferred. If ACORD certificate of insurance form 25 (2001/08) is used, the phrases in the cancellation provision "endeavor to" and "but failure to mail such notice shall impose no obligation or liability of any kind upon the company, its agents or representatives" shall be deleted. Certificate forms other than ACORD form shall have similar restrictive language deleted. l 1.2 Required Insurance Coverage. A. Commercial General Liability. Contractor shall maintain "occurrence" form Commercial General Liability insurance with an unimpaired limit of not less than $1,000,000 for each occurrence, $2,000,000 Products and Completed Operations Annual Aggregate and a$2,000,000 General Aggregate Limit. The policy shall cover liability arising from premises, operations, independent contractors, products- completed operations, personal injury and advertising injury. Coverage under the policy will be at least as broad as ISO policy form CG 00 010 93 or equivalent thereof, including but not limited to, separation of insured's clause. To the fullest extent allowed by law, for claims arising out of the performance of this Agreement, the Town, its agents, representatives, officers, officials and employees shall be cited as an Additional Insured under ISO,Commercial General Liability Additional Insured Endorsement form CG 20 10 03 97, or equivalent, which shall read "Who is an Insured (Section II) is amended to include as an insured the person or organization shown in the Schedule, but only with respect to liability arising out of"your work"for that insured by or for you." If any Excess insurance is utilized to fulfill the requirements of this subsection, such Excess insurance shall be"follow form"equal or broader in coverage scope than underlying insurance. B. Vehicle Liability. Contractor shall maintain Business Automobile Liability insurance with a limit of $1,000,000 each occurrence on Contractor's owned, hired and non-owned vehicles assigned to or used in the performance of the Contractor's work or services under this Agreement. Coverage will be at least as broad as ISO coverage code "1" "any auto" policy form CA 00 01 12 93 or equivalent thereof. To the fullest extent allowed by law, for claims arising out of the performance of this Agreement, the Town, its agents, representatives, officers, directors, officials and employees shall be cited as an Additional Insured under ISO Business Auto policy Designated Insured Endorsement form CA 20 48 or equivalent. If any Excess insurance is utilized to fulfill the requirements of this subsection, such Excess insurance shall be "follow form" equal or broader in coverage scope than underlying insurance. 11 C. Professional Liability. If this Agreement is the subject of any professional services or work, or if the Contractor engages in any professional services or work in any way related to performing the work under this Agreement,the Contractor shall maintain Professional Liability insurance covering negligent errors and omissions arising out of the Services performed by the Contractor,or anyone employed by the Contractor,or anyone for whose negligent acts, mistakes, errors and omissions the Contractor is legally liable, with an unimpaired liability insurance limit of $2,000,000 each claim and $2,000,000 annual aggregate. D. Workers' Compensation Insurance. Contractor shall maintain Workers' Compensation insurance to cover obligations imposed by federal and state statutes having jurisdiction over Contractor's employees engaged in the performance of work or services under this Agreement and shall also maintain Employers Liability Insurance of not less than$500,000 for each accident, $500,000 disease for each employee and $1,000,000 disease policy limit. 11.3 Cancellation and Expiration Notice. Insurance required herein shall not expire, be canceled, or be materially changed without 30 days' prior written notice to the Town. 12. Termination; Cancellation. 12.1 For Town's Convenience. This Agreement is for the convenience of the Town and, as such, may be terminated without cause after receipt by Contractor of written notice by the Town. Upon termination for convenience, Contractor shall be paid for all undisputed services performed to the termination date. 12.2 For Cause. If either party fails to perform any obligation pursuant to this Agreement and such party fails to cure its nonperformance within 30 days after notice of nonperformance is given by the non-defaulting party, such party will be in default. In the event of such default, the non-defaulting party may terminate this Agreement immediately for cause and will have all remedies that are available to it at law or in equity including, without limitation, the remedy of specific performance. If the nature of the defaulting party's nonperformance is such that it cannot reasonably be cured within 30 days, then the defaulting party will have such additional periods of time as may be reasonably necessary under the circumstances, provided the defaulting party immediately (A) provides written notice to the non-defaulting party and (B) commences to cure its nonperformance and thereafter diligently continues to completion the cure of its nonperformance. In no event shall any such cure period exceed 90 days. In the event of such termination for cause, payment shall be made by the Town to the Contractor for the undisputed portion of its fee due as of the termination date. 12.3 Due to Work Stoppage. This Agreement may be terminated by the Town upon 30 days' written notice to Contractor in the event that the Services are permanently abandoned. In the event of such termination due to work stoppage,payment shall be made by the Town to the Contractor for the undisputed portion of its fee due as of the termination date. 12.4 Conflict of Interest. This Agreement is subject to the provisions of ARIz. REV.STAT. § 38-511. The Town may cancel this Agreement without penalty or further obligations 12 by the Town or any of its departments or agencies if any person significantly involved in initiating, negotiating, securing, drafting or creating this Agreement on behalf of the Town or any of its departments or agencies is, at any time while this Agreement or any extension of this Agreement is in effect, an employee of any other party to this Agreement in any capacity or a consultant to any other party of this Agreement with respect to the subject matter of this Agreement. 12.5 Gratuities. The Town may, by written notice to the Contractor, cancel this Agreement if it is found by the Town that gratuities, in the form of economic opportunity, future employment, entertainment, gifts or otherwise, were offered or given by the Contractor or any agent or representative of the Contractor to any officer, agent or employee of the Town for the purpose of securing this Agreement. In the event this Agreement is canceled by the Town pursuant to this provision,the Town shall be entitled,in addition to any other rights and remedies,to recover and withhold from the Contractor an amount equal to 150%of the gratuity. 12.6 Agreement Subject to Appropriation. This Agreement is subject to the provisions of ARIz. CONST. ART. IX, § 5 and ARIZ. REV. STAT. § 42-17106. The provisions of this Agreement for payment of funds by the Town shall be effective when funds are appropriated for purposes of this Agreement and are actually available for payment. The Town shall be the sole judge and authority in determining the availability of funds under this Agreement and the Town shall keep the Contractor fully informed as to the availability of funds for this Agreement. The obligation of the Town to make any payment pursuant to this Agreement is a current expense of the Town,payable exclusively from such annual appropriations, and is not a general obligation or indebtedness of the Town. If the Town Council fails to appropriate money sufficient to pay the amounts as set forth in this Agreement during any immediately succeeding fiscal year, this Agreement shall terminate at the end of then-current fiscal year and the Town and the Contractor shall be relieved of any subsequent obligation under this Agreement. 12.7. Upon any termination of the Contract, no further payments shall be due from Town to Contractor unless and until Contractor has delivered to Town any and all documentation required to be maintained by Contractor or provided by Contractor to Town. 12.8. Under no circumstances shall Town have any liability for any costs, expenses, overhead, or profits in relation to any work not actually performed, or for any future or anticipated profits, recovery, damages, expenses, or loses. 13. Miscellaneous. 13.1 Independent Contractor. It is clearly understood that each party will act in its individual capacity and not as an agent, employee, partner,joint venturer, or associate of the other. An employee or agent of one party shall not be deemed or construed to be the employee or agent of the other for any purpose whatsoever. The Contractor acknowledges and agrees that the Services provided under this Agreement are being provided as an independent contractor, not as an employee or agent of the Town. Contractor, its employees and subcontractors are not entitled to workers' compensation benefits from the Town. The Town does not have the authority to supervise or control the actual work of Contractor, its employees or subcontractors. The Contractor,and not the Town, shall determine the time of its performance of the Services provided under this Agreement so long as Contractor meets the requirements of its agreed Scope of Work 13 as set forth in Section 2 above and in Exhibit B. Contractor is neither prohibited from entering into other contracts nor prohibited from practicing its profession elsewhere. Town and Contractor do not intend to nor will they combine business operations under this Agreement. 13.2 Applicable Law; Venue. This Agreement shall be governed by the laws of the State of Arizona and suit pertaining to this Agreement may be brought only in courts in Maricopa County,Arizona. 13.3 Laws and Regulations. Contractor shall keep fully informed and shall at all times during the performance of its duties under this Agreement ensure that it and any person for whom the Contractor is responsible abides by, and remains in compliance with, all rules, regulations, ordinances, statutes or laws affecting the Services, including, but not limited to, the following: (A)existing and future Town and County ordinances and regulations; (B) existing and future State and Federal laws; and (C) existing and future Occupational Safety and Health Administration standards. 13.4 Amendments. This Agreement may be modified only by a written amendment signed by persons duly authorized to enter into contracts on behalf of the Town and the Contractor. 13.5 Provisions Required by Law. Each and every provision of law and any clause required by law to be in this Agreement will be read and enforced as though it were included herein and, if through mistake or otherwise any such provision is not inserted, or is not correctly inserted, then upon the application of either party, this Agreement will promptly be physically amended to make such insertion or correction. 13.6 Severability. The provisions of this Agreement are severable to the extent that any provision or application held to be invalid by a Court of competent jurisdiction shall not affect any other provision or application of this Agreement which may remain in effect without the invalid provision or application. 13.7 Entire Agreement; Interpretation; Parol Evidence. This Agreement represents the entire agreement of the parties with respect to its subject matter, and all previous agreements, whether oral or written, entered into prior to this Agreement are hereby revoked and superseded by this Agreement. No representations, warranties, inducements or oral agreements have been made by any of the parties except as expressly set forth herein, or in any other contemporaneous written agreement executed for the purposes of carrying out the provisions of this Agreement. This Agreement shall be construed and interpreted according to its plain meaning, and no presumption shall be deemed to apply in favor of, or against the party drafting this Agreement. The parties acknowledge and agree that each has had the opportunity to seek and utilize legal counsel in the drafting of, review of, and entry into this Agreement. 13.8 Assignment; Delegation. No right or interest in this Agreement shall be assigned or delegated by Contractor without prior, written permission of the Town, signed by the Town Manager. Any attempted assignment or delegation by Contractor in violation of this provision shall be a breach of this Agreement by Contractor. 14 13.9 Subcontracts. No subcontract shall be entered into by the Contractor with any other party to furnish any of the material or services specified herein without the prior written approval of the Town. The Contractor is responsible for performance under this Agreement whether or not subcontractors are used. Failure to pay subcontractors in a timely manner pursuant to any subcontract shall be a material breach of this Agreement by Contractor. 13.10 Rights and Remedies. No provision in this Agreement shall be construed, expressly or by implication, as waiver by the Town of any existing or future right and/or remedy available by law in the event of any claim of default or breach of this Agreement. The failure of the Town to insist upon the strict performance of any term or condition of this Agreement or to exercise or delay the exercise of any right or remedy provided in this Agreement,or by law, or the Town's acceptance of and payment for services, shall not release the Contractor from any responsibilities or obligations imposed by this Agreement or by law, and shall not be deemed a waiver of any right of the Town to insist upon the strict performance of this Agreement. 13.11 Attorneys' Fees. In the event either party brings any action for any relief, declaratory or otherwise, arising out of this Agreement or on account of any breach or default hereof, the prevailing party shall be entitled to receive from the other party reasonable attorneys' fees and reasonable costs and expenses,determined by the court sitting without a jury,which shall be deemed to have accrued on the commencement of such action and shall be enforced whether or not such action is prosecuted through judgment. 13.12 Liens. All materials or services shall be free of all liens and, if the Town requests, a formal release of all liens shall be delivered to the Town. 13.13 Offset. A. Offset for Damages. In addition to all other remedies at law or equity,the Town may offset from any money due to the Contractor any amounts Contractor owes to the Town for damages resulting from breach or deficiencies in performance or breach of any obligation under this Agreement. B. Offset for Delinquent Fees or Taxes. The Town may offset from any money due to the Contractor any amounts Contractor owes to the Town for delinquent fees,transaction privilege taxes and property taxes, including any interest or penalties. 13.14 Notices and Requests. Any notice or other communication required or permitted to be given under this Agreement shall be in writing and shall be deemed to have been duly given if(A) delivered to the party at the address set forth below, (B) deposited in the U.S. Mail,registered or certified,return receipt requested,to the address set forth below or(C)given to a recognized and reputable overnight delivery service,to the address set forth below: If to the Town: Town of Fountain Hills 16705 East Avenue of the Fountains Fountain Hills,Arizona 85268 Attn: Grady E. Miller, Town Manager 15 With copy to: Town of Fountain Hills 4711 East Falcon Drive, Suite 111 Mesa, Arizona 85215 Attn: Aaron D. Arnson, Town Attorney If to Contractor: Caliente Construction, Inc. 485 West Vaughn Street Tempe, Arizona 85283 Attn: Lorraine Bergman or at such other address, and to the attention of such other person or officer, as any party may designate in writing by notice duly given pursuant to this subsection. Notices shall be deemed received (A) when delivered to the party, (B) three business days after being placed in the U.S. Mail, properly addressed, with sufficient postage or (C) the following business day after being given to a recognized overnight delivery service, with the person giving the notice paying all required charges and instructing the delivery service to deliver on the following business day. If a copy of a notice is also given to a party's counsel or other recipient, the provisions above governing the date on which a notice is deemed to have been received by a party shall mean and refer to the date on which the party, and not its counsel or other recipient to which a copy of the notice may be sent, is deemed to have received the notice. 13.15 Confidentiality of Records. The Contractor shall establish and maintain procedures and controls that are acceptable to the Town for the purpose of ensuring that information contained in its records or obtained from the Town or from others in carrying out its obligations under this Agreement shall not be used or disclosed by it, its agents, officers, or employees, except as required to perform Contractor's duties under this Agreement. Persons requesting such information should be referred to the Town. Contractor also agrees that any information pertaining to individual persons shall not be divulged other than to employees or officers of Contractor as needed for the performance of duties under this Agreement. 13.16 Records and Audit Rights. To ensure that the Contractor and its subcontractors are complying with the warranty under subsection 13.17 below, Contractor's and its subcontractor's books, records, correspondence, accounting procedures and practices, and any other supporting evidence relating to this Agreement, including the papers of any Contractor and its subcontractors' employees who perform any work or services pursuant to this Agreement (all of the foregoing hereinafter referred to as "Records"), shall be open to inspection and subject to audit and/or reproduction during normal working hours by the Town, to the extent necessary to adequately permit (A) evaluation and verification of any invoices, payments or claims based on Contractor's and its subcontractors' actual costs (including direct and indirect costs and overhead allocations)incurred,or units expended directly in the performance of work under this Agreement and (B) evaluation of the Contractor's and its subcontractors' compliance with the Arizona employer sanctions laws referenced in subsection 13.17 below. To the extent necessary for the Town to audit Records as set forth in this subsection, Contractor and its subcontractors hereby waive any rights to keep such Records confidential. For the purpose of evaluating or verifying such actual or claimed costs or units expended,the Town shall have access to said Records, even if located at its subcontractors' facilities,from the effective date of this Agreement for the duration of the work and until three years after the date of final payment by the Town to Contractor pursuant 16 to this Agreement. Contractor and its subcontractors shall provide the Town with adequate and appropriate workspace so that the Town can conduct audits in compliance with the provisions of this subsection. The Town shall give Contractor or its subcontractors reasonable advance notice of intended audits. Contractor shall require its subcontractors to comply with the provisions of this subsection by insertion of the requirements hereof in any subcontract pursuant to this Agreement. 13.17 E-verify Requirements. To the extent applicable under ARIz.REV. STAT. § 41-4401, the Contractor and its subcontractors warrant compliance with all federal immigration laws and regulations that relate to their employees and their compliance with the E-verify requirements under ARIz. REV. STAT. § 23-214(A). Contractor's or its subcontractor's failure to comply with such warranty shall be deemed a material breach of this Agreement and may result in the termination of this Agreement by the Town. 13.18 Israel. Contractor certifies that it is not currently engaged in,and agrees for the duration of this Agreement that it will not engage in a "boycott," as that term is defined in ARIz.REV. STAT. § 35-393, of Israel. 13.19 Conflicting Terms. In the event of any inconsistency, conflict or ambiguity among the terms of this Agreement, the Scope of Work, the Fee Proposal, the RFQ and the Contractor's SOQ,the documents shall govern in the order listed herein. 13.20 Non-Exclusive Contract. This Agreement is entered into with the understanding and agreement that it is for the sole convenience of the Town. The Town reserves the right to obtain like goods and services from another source when necessary. 13.21 Cooperative Purchasing. Specific eligible political subdivisions and nonprofit educational or public health institutions ("Eligible Procurement Unit(s)") are permitted to utilize procurement agreements developed by the Town, at their discretion and with the agreement of the awarded Contractor. Contractor may, at its sole discretion, accept orders from Eligible Procurement Unit(s) for the purchase of the Materials and/or Services at the prices and under the terms and conditions of this Agreement, in such quantities and configurations as may be agreed upon between the parties. All cooperative procurements under this Agreement shall be transacted solely between the requesting Eligible Procurement Unit and Contractor. Payment for such purchases will be the sole responsibility of the Eligible Procurement Unit. The exercise of any rights, responsibilities or remedies by the Eligible Procurement Unit shall be the exclusive obligation of such unit. The Town assumes no responsibility for payment, performance or any liability or obligation associated with any cooperative procurement under this Agreement. The Town shall not be responsible for any disputes arising out of transactions made by others. 13.22 Special Provisions. The Contract created by this request and the resulting request for qualifications will automatically renew for up to four successive one-year terms,unless the Vendor notifies the Town in writing of its desire to terminate the Contract. If extended, the then-current prices shall be applicable during the subsequent renewal year unless the Vendor notifies the Town in writing of any rate increase and the Town approves the increase with an authorized signature,prior to the end of the then-current term. 17 IN WITNESS WHEREOF,the parties hereto have executed this Agreement as of the date and year first set forth above. "Town" TOWN OF FOUNTAIN HILLS, an Arizona municipal corporation . Grady E. Mil er, T Manager ATTEST: _�e..- ' /6744Aw Elizabeth A. �Town Cler APPROVED • TO FORM: on D. Arnson, To Attorney (ACKNOWLEDGMENT) STATE OF ARIZONA ) ) ss. COUNTY OF MARICOPA ) On Gam, �(p , 2019, before me personally appeared Grady E. Miller, the Town Manager of the TOWN OF FOUNTAIN HILLS, an Arizona municipal corporation, whose identity was proven to me on the basis of satisfactory evidence to be the person who he claims to be,and acknowledged that he signed the above document,on behalf of the Town of Fountain Hills. OFFICIAL SEAL PATRICIA JD TQA L Itill'ailkse—tU d6-IL Commdssion A521340 Notary Public-Stara of Arizona My Co MARICOmmerplrePA s COUNTDec.8,2Y 020 Notary Public (Affix notary seal here) [SIGNATURES CONTINUE ON FOLLOWING PAGES] 18 "Contractor" CALIENTE CONSTRUCTION, INC., a(n)Arizona corporation . e By: Name: Lorraine Bergman . Title: President/CEO (ACKNOWLEDGMENT) ' STATE OF %—fc� ) 1 ) ss. ,�COUNTY OF kW C, " ) t ryir rye. On�-t kn �h ,2019,before me personally appeared trC 1c7 rYw\. , theW ,��;k�- of CALIENTE CONSTRUCTION, INC.,a(n)Arizona Corporation, whose identity was proven to me on the basis of satisfactory evidence to be the person who he/she claims to be, and acknowledged that he/she signed the above document on behalf of the corporation. ' +.,ye--, JENNIFER DUMPHY Notary Public-Arizona ''''Ve 9) Maricopa County ./ :��< + My Commission Expires ✓C� .'tilt•a May 9,2022 N . 1C 1 (Affix notaryseal here) V 19 EXHIBIT A TO JOB ORDER MASTER AGREEMENT BETWEEN THE TOWN OF FOUNTAIN HILLS AND CALIENTE CONSTRUCTION, INC. [SOQ] See following pages. Caliente Construction Inc. General Construction-Construction Management-Design/Bulid-Facilities Management January 7,2019 Mr.Kevin Snipes Town of Fountain Hills Community Services Department 16705 East Avenue of the Fountains Fountain Hills,AZ 85268 Request for Statements of Qualifications for General Construction Services JOC—#CS2019-006 Dear Mr.Snipes and Selection Committee members: Caliente Construction appreciates the opportunity to submit our qualifications for the Job Order Contract for the Town of Fountain Hills Community Services Department for General Construction Services. .71 We have been providing Job Order Contracting services for over 25 years to public and private clients.Our clients have opted to --' extend every JOC contract to the maximum term and have repeatedly selected Caliente Construction when their Job Order Contracts were re-issued.Our public JOC customers have included:the cities of Tempe;Mesa,Phoenix,Glendale and Buckeye; Maricopa County;Maricopa County Stadium District;Maricopa County Parks and Recreation;the State of Arizona;ASU,City of Phoenix Aviation Services;and Maricopa County Community College District. We are proud of our abilities and performance and would consider it a privilege to be able to serve the Town of Fountain Hills as a JOC contractor. We are strong proponents of this delivery method,and believe it offers the opportunity to provide great service with a level of personalization founded on long-term relationships that are developed through the process of partnering on multiple projects. D Caliente understands the conditions and infrastructure,as well as,the varying access restrictions,operational requirements,and levels of security attached to public facilities.Our team has the capability to immediately begin providing viable solutions for virtually any type of project and for any of the Town's operations. P • Proven ability to effectively manage and deliver multiple,concurrent projects on or before schedule through careful resource management. • Our JOC services include:cost estimating;procurement planning;value-added engineering;constructability;capability to bid from completed plans,assist with scope development and/or engage and manage design services,manage client budget and schedule expectations,provide competition and quality through our extensive database of pre-qualified subcontractors;self-performance capabilities;and effective construction management. El • Rapid response times and ability to provide"as needed,"critical and 24x7 emergency services. • We are the occupied facility experts and understand the importance of maintaining operations and functions of facilities while minimizing impacts. • No layers of management,just a"hands-on"owner who is committed to working as part of your team to achieve a successful outcome not only for every job order but for your entire JOC program. rl Thank you for your consideration and we look forward to continuing to build our relationship with the Town of Fountain Hills and sincerely hope you will find Caliente the best choice for this Job Order Contract. i Respectfully Submitted, /—) El '--7(''A6( et_vc-(bi/CS_ex .-7/Le.t.--\...._ 0 i./ Lorraine Bergman,President/CEO at 7enan1 kmpo.em.nl Conuana in Ar zon•.616 a 2011 a Si G.ne..i Connano.,Ac rm•2017 r A 2916 T. p.6woe..E.trimce A o d W.m.. �! 4S5 W.V. .,$Nan.Tempe,AZ ISM z Phon.;400)$4-55o0 z FIN OM ST4-23Z1 �W. VI. m AZ R00051625 AZ ROCAGi76i AZ ROC764361 CA 770323 UT a711522. C e..+--• PO MCE.2E525 NM 10371.CO 237510.MT 10N3T Al"We build more than structures; we build confidence and relationships that Last" L_T eCaligg,t, ' TOWN OF FOUNTAIN HILLS-RSOO WC52019.006 GC SERVICES D A. GENERAL INFORMATION (1)COVER LETTER-Attached before this page. (2)VENDOR IDENTIFICATION INFORMATION Identification Number: -] Caliente Construction, inc. 86-0697201 485 W.Vaughn Street Tempe,AZ 85283 Legal Organization: 480.894.5500 Arizona S Corporation; - 480.894.2323 Lorraine Bergman, Owner/President/CEO Lorraine Bergman lbergman@calienteconstruction.com rr (3)PRINCIPAL&LOCAL WORK OFFICE Caliente Construction is o local Arizona contractor with one office located in Tempe,Arizona (485 W.Vaughn Street, Tempe,AZ 85283). (4)GENERAL DESCRIPTION 3 Caliente Construction is a family-owned,award-winning, commercial general contractor founded in Arizona in 1991. We have been serving the Volley's public sector clients for over two decades with a primary focus on delivering timely, - cost efficient and reliable projects. Our goals are simple: every client gets our full attention. We take care of the details by providing exceptional quality and personalized, cost-conscious, timely construction services. As a result of our client's confidence, over 90%of our work is repeat business generated from the relationships we hove built with our customers, business and construction industry colleagues. Years in Business: Caliente has been in operation in the Phoenix Metropolitan area since October 23, 1991, and hos been in business as r1 a General Contractor for 27 years in the state of Arizona. LA (5)CONTRACT OR SUBCONTRACT TERMINATED-None. (6)CLAIMS ARISING FROM A CONTRACT THAT RESULTED IN LITIGATION OR ARBITRATION-None. In (7)DEBARMENT DETERMINATION-None. (8)VENDOR INFORMATION FORM-Included in the Appendix with documentation of WBE certification. LI !I i_.. - C Caliente TOWN OF FOUNTAIN HILLS.RSOQ,C52019 006 GC SERVICESEl 1 B. EXPERIENCE AND QUALIFICATIONS OF VENDOR (1) DETAILED DESCRIPTION OF EXPERIENCE Experience. Caliente Construction has been providing construction services through Job Order Contracts and multiple order contracts for over 25 years. We have successfully completed well over 9,000 projects under 20+ JOC/ IDIQ/Task Order contracts. Our JOC processes ore designed to meet the fast-paced nature of job orders by delivering reliable construction solutions for virtually any type of construction. 3 Projects delivered under our job order contracts include: repairs, equipment replacement,small and large tenant s improvements, mechanical and electrical upgrades, fueling conversions for vehicle maintenance facilities, new construction and limited scope horizontal construction. We hove provided services for city and county capitol I improvement projects, parks and recreation departments, educational and mission critical clients. Caliente con also assist with scoping projects through job scope walks or by providing design-assist. 1 Self-perform. Caliente also has a dedicated self-perform group to support our JOC construction management capabilities. Our self-perform group provides selective demolition, drywall and metal studs, carpentry,doors and • hordward, acoustical ceillings, and painting. With our self-perform group, we have greater control over the schedule - which is beneficial to fast-paced job orders. However, in order to ensure the Town of Fountain Hills gets the best overall `1 value, our self-perform group will submit a proposal for self-performance and Caliente will only use our internal group -J if it will provide the best value for the Town. II (2)SIMILAR PROJECTS a r ... ' . j?r :.. R' 2 ice_ ' ... 6 ;pi-, ii . .. 1 h,� , 4 I' --• a te ' '% .4.`,il x li <::.•;..r ,� ,x.,: x a «"- :. '' City of Tempe JOC - Kiwanis Park Fiesta City of Mesa JOC - West Fleet Service Center Playground Renovation . Tempe,AZ Roof Repairs . Mesa,AZ 11 The scope development and construction consisted of This project consisted of the removal and replacement removal and replacement of playground equipment at of roofing and decking over 4 boys. Scope included Fiesta Playground. New site lighting, drinking fountains removal of roof water materials to expose metal and sidewalks were installed.A new two-inch waterline decking, removal and replacement of gutter and il was brought in for the drinking fountains. Caliente corroded metal decking, installation of drainage lines coordinated with City of Tempe vendors for the for evaporative cooler units, and re-installation of roof rubberized play surfaces and canopies. All disturbed wafer proofing. turf was re-seeded. Construction Cost: $226.333 Construction Cost: $303,881 £ !I � ' TOWN OF FOUNTAIN HILLS-RSOO#CS20I9.006 GC SERVICES x• IN , as;MINVILlit. W 1 Mt .. 7....... ' ' '-------- aka FIRMA 4111111rH,wt.-77 \ ":: — — „ . r - ... . # w 0- a:t > ft City of Tempe JOC- Fire Training Skills Center Maricopa County General Construction 10C- ' Building Repairs . Tempe,AZ Gibson Lane Bridge Repairs . Phoenix,AZ `1 Multiple job orders for repair of structural concrete, Provide bridge repair engineering and design services. new construction of a vestibule and installation of Site prep, dirt work and concrete for new 8"X 36 LF X .1 storm drain. Work consisted of construction of masonry 6'Tall wall. Traffic control for rood closure. Provide 1 walls with a built-up roofing system,and concrete backfill between wall and canal. Prep and pave @ East ADA ramps to allow access to building, and structural side where excavation occurs. Remove and re-install repairs. bridge grates, including the hydrovac at the West side. Construction Cost: $489,682 Construction Cost: $74,376 t - - ...:.,-4:4A.,-•I , .^,' -,,':-.04-- '."..." - -11 _ „.,. 1 , :, mi 4- . lil ..4 _ - ik , .: v.- le5,-. -. .- -.-.-_7..--..-.4.aiztit___,, 4,1. , i I , . ,r''' 4.4 r _1 t„ - , e • J'l 1,,. ,1 4 '-it 11 jimiw.., . „,,:zt... \ — 11 i, - , . J Maricopa County Parks and Recreation 1OC - Maricopa County Parks and Recreation 1OC - Estrella Park Valve Repair . Goodyear,AZ Lake Pleasant 10-Lane Restrooms . Peoria,AZ Furnish and install (6) 1"Air Relief Valves with This project consisted of renovation to the existing 1 protective cages in existing lines to control pressure. men's and women's restroom facility. The work Test system, backfill, cleanup of site area. Locate, included: demolition of electrical, plumbing, partitions _ , furnish and install (4) 8"; (2) 6"; (2) 4'; and (1) 3" and accessories,floor tile, sow cut, masonry and VB&C Isolation Valves at designated locations. Remove entryway doors.There was malfunction of valves; _.r and dispose of ACP Pipe.Test system, backfill,cleanup Caliente responded immediately and hod the of site area. manufacturer's representatives come on-site to troubleshoot and remedy the problem. Construction Cost: $91,571 Construction Cost: $110,945 µI B. . h C I TOWN OF FOUNTAIN HILLS-RSOO#CS2019-006 GC SERVICES x 47'h 1 G'i I 'f. 4 F .19 6tir R ,E a.1` i • J.�40.4_ 1 City of Mesa JOC - Communications Call City of Buckeye JOC - Community Services --1 Center Generator Replacement . Mesa,AZ Building Renovations . Buckeye,AZ ..1 The removal of existing generators and install two(2) A complete renovation to a 3,281 SF office building, new 400Kw Caterpillar self-contained generators. including interior and exterior finishes (framing, ceiling, .- Provide, install, and integrate new service entrance flooring), restroom modifications,MEP upgrades,fire equipment into existing service. Install new 160kva sprinkler rework, new fire alarm system, new data UPS and UPS power distribution.Work was completed drops in entire building, and minor exterior additions in the Police& Fire Departments and 9-1-1 call center. and landscaping work. Construction Cost: $780,876 Construction Cost: $383,029 �1 a _. - - - _ ' - - - - - r r— �` * 1, 3 l- ft I It # Tt iWz . a �, 3 a 0 4d • a 3 I a or 4- # - 3 MCCCD JOC - Glendale Community College MCCCD JOC- Glendale Community College Gym Floor Replacement . Glendale,AZ Veteran Services Center. Glendale,AZ This project consisted of the repair and replacement This project consisted of the remodel of an existing m of the hardwood gym floor in a 8,100 SF gymnasium 1,600 SF single-story building and the construction due to water and sand damage and installation of new of a 2,500 SF addition.Work included installation of college logos onto the gym floor. a new mechanical system, underground plumbing, electrical upgrade, a new LED lighting system,and an Construction Cost: $50,000 addition to the existing fire alarm and sprinkler system. Also included was major drainage improvements and - the adding of a drywell and trench drains. Construction Cost: $949,872 Cc I TOWN OF FOUNTAIN HILLS-RSOO NCS2019.006 GC SERVICES 1 (2) REFERENCES ` (a)Maricopa County Community College District (MCCCD) (b) Contact Name: Randy Rossow,Architectural Project Manager MARICOPA (c) Company info: 2411 West 14th Street,Tempe,AZ 85281 COMMUNITY COLLEGES Phone: 480.731.8237// randy.rossow@domoil.maricopa.edu (d)Services Provided: JOC (e) Contract Start&Expiration Dates: 07/2018-07/2023;3rd consecutive contract (a)Maricopa County Parks and Recreation Department I (b) Contact Name: Brad Reed, Project Manager i I' (c) Company info: 41835 N. Castle Hot Springs Road, Morristown,AZ 85342 Phone: 806.790.7301 //bradreed@mail.maricopa.gov Maricopa County (d)Services Provided: JOC } ruL•lmfncnemNM (e) Contract Start&Expiration Dates: 07/2015-07/2020; 2nd consecutive contract (a)Maricopa County General Construction i- '1 (b) Contact Name: Charles"CTJones, Design &Construction Division Manager (c) Company info: 401 W.Jefferson Street, Phoenix,AZ 85003 Phone: 602.372.4120//chorlesjones@moil.maricopo.gov (d)Services Provided: JOC (e) Contract Start&Expiration Dates: 07/2010-07/2019;3rd consecutive contract (a) City of Tempe Public Works Department (b) Contact Name: Josh Warren, Senior Engineering Associate (c) Company Info: 31 E. 5th Street,Tempe,AZ 85281 Tempe Phone: 480.665.8542//joshua warren@tempe.gov .-) (d)Services Provided:JOC (e) Contract Start&Expiration Dotes: 02/2014-02/2019;2nd consecutive contract (a) City of Buckeye z3 (b) Contact Name: Steve Riley, Construction Project Manager BUCKEYE,AZ (c) Company Info: 530 E.Monroe Avenue, Buckeye,AZ 85326 Phone: 623.687.8442//sriley@buckeyeaz.gov (d)Services Provided: JOC (e) Contract Start&Expiration Dates: 2015-2019 - (3)LICENSING Caliente holds a current, valid license as a General Contractor with the state of Arizona issued by the Arizona rt Registrar of Contractors. Below is a list of Arizona licenses held by Caliente. License Number Classification Issuance Date Expiration Date 091625 B-01 Commercial 11/12/1991 10/31/2020 098769 B-Residential 08/25/1993 07/31/2020 164561 A General Engineering 04/13/2001 04/30/2019 i (4) REQUIRED ADDITIONAL DOCUMENTATION Caliente understands that the Town of Fountain Hills may conduct any investigation deemed necessary to determine the company's ability to perform the project, and that additional documentation may be requested for submittal within 72 fl hours (or as specified)to assist the Town in its evaluation. --, CCaliente , TOWN OF FOUNTAIN HILLS-RSOO#C5 201 9-006 GC SERVICES111 Cantante • C. KEY POSITIONS (1)KEY PERSONNEL+(2) ROLES&RESPONSIBILITIES -, Justin Miller ` k.w 4�:,,'' Jackie Lewis .2,_ Project Manager/Estimator "' t% " ( Project Engineer - Justin has been with Caliente i q,"g` Jackie has been in the construction ',,, for over five years and in the industry for nearly 5 years. She has construction industry for 16 years. provided construction management .-T 4' He is an accomplished project I .,� support on multiple JOC projects t manager/estimator and has already °- while at Caliente,and also ground- -, developed a diverse portfolio of JOC projects including up and tenant improvement projects for industrial 1 management of many city, county,and statewide JOC manufacturing and distribution facilities,data centers, projects. He will be performing the role of project and breweries with previous firms.As Project Engineer, manager/estimator,providing pre-construction services, Jackie will provide support to the PMs;assisting with .1 subcontract negotiation and procurement,scheduling, estimating,scheduling,subcontract negotiation and budget management and managing construction. procurement, project quality control and documentation, and working with the superintendent to ensure • Bachelor of Science: Forestry, Northern Arizona conformance to CDs. She is on effective, motivated b-1 University team player whose organizational skills have proven that • RSMeans/4Clicks project documentation will be accurate and the team • MSProject, Bluebeam kept well-informed. • Gordian Group Catalog/Pricing • OSHA 30-Hour Certification • Bachelor of Science: Construction Management(Heavy Industrial), (in progress)Arizona State University,AZ • CPR/First Aid Certified • Associate of Science:Sustainable Building Science, Rock Volley College, Rockford, IL 3 JOC Project Experience • Associate of Science: Building Construction j • Maricopo County Parks&Recreation JOC,Lake Management, Rock Volley College, Rockford, IL Pleasant Regional Park Repairs- $371K • ICC Building &Residential Code Certification 3 • Moricopo County Parks and Recreation JOC, • OSHA 30-Hour Certification, Forklift Licensing Hassayampa Park: PreFab Restroom Building-$424K; 3 RV Host Sites Wet Utilities - $105K JOC Project Experience • Maricopo County Parks&Recreation JOC, Usery 3 Mountain Regional Park Recreation Playground • MCCCD JOC: Glendale Community College North Upgrades- $84K Wittman Property Site Border Protection - $20K • City of Tempe JOC: Fire Medical Rescue Stations 1-6 • City of Tempe JOC: Fire Medical Rescue Stations 1-6 Renovations• $743K Renovations- $743K • City of Mesa JOC, Broadway Recreation Center • Maricopo County Parks and Recreation JOC: Estrella Renovations-$300K Park Valve Replacements- $82K • City of Mesa JOC,Communications Building HVAC& • Maricopo County Facilities JOC, Hassayampo Park: Electrical Upgrades- $771 K PreFob Restroom Building- $424K; RV Host Sites Wet Utilities- $105K -1 • City of Mesa JOC,Taylor Pool Demolition - $1 40K } • Maricopo County Parks and Recreation JOC, Lake -1 • City of Mesa JOC,Corson Pool Repairs - $370K Pleasant Pork: 3-Rail Fence Replacement- $179K; • Statewide JOC,Tolleson High School Restroom Ramada Paint @ CW, PL,WB- $51K; Ramada Paint @ Renovations - $176K SR- $35K • Statewide JOC,Wesiview High School Restroom • Moricopa County Parks and Recreation JOC: McDowell 1, Renovations- $75K Mountain Park Prefab Restroom Building -$224K • Arizona Statewide JOC, Kitchens,Cafes&Vendor • Maricopo County Parks and Recreation JOC: Usery Park '.' Kiosks Renovations- up to $100K Prefab Restroom Building -$128K • Arizona Statewide JOC, Lost Dutchman Regional Park • Maricopo County Parks and Recreation JOC: White Renovations- $479K Tank Mountain Park Prefab Shower Building- $134K , CUOMO C mn I TOWN OF FOUNTAIN HILLS-RSOO#CS2019.006 GC SERVICESIII Curt Burnley 'iti-.7 - -*.i,„4, Dan Kelly ( Superintendent y, .I Superintendent a' ,. Curt has more than 16 years of Dan hos over 36 years of .-t _ , ^4 experience as a superintendent. construction experience as a ' He has been with Caliente for superintendent and project manager. three years and brings an extensive He has been with Caliente for over portfolio of renovation construction two years. Dan is a well-rounded ., experience. Curt is known for his ability to work superintendent with the ability to manage any type effectively in occupied environments, maintaining or size of project. He has substantial experience 3 facility operations while consistently meeting the supervising JOC projects: tenant improvements and owner's schedule and budget goals.As Superintendent, new builds in occupied facilities with high public traffic, his objective is to achieve the project expectations environments.As Superintendent, Dan is responsible for on or before schedule by effectively coordinating coordination of the trades and ensuring that production subcontractors, managing safety and ensuring that levels meet schedule parameters and that quality and all workmanship is completed in compliance with the safety are maintained. He provides project logistics and applicable specifications and drawings. execution planning and is responsible for the schedule and schedule updates. • Small Business Management,Central Arizona College • OSHA 30-Hour, Fall Protection&CPR Certified • OSHA 30-Hour Certification,Fall Protection Training • Mold and Asbestos Abatement Training,2004 • CPR/First Aid Certified .. • ARC Flash NFPA 70e • ARC Flash NFPA 70e • Rule 310 Dust Control Comprehensive Certification • Rule 310 Dust Control Certification • Certified Confined Space '1 JOC Project Experience • Mold and Asbestos Abatement Training • MCCCD JOC,Mesa Community College Major& 3 Minor Monument Improvements- $175K JOC Project Experience • MCCCD JOC,Glendale Community College Gym • MCCCD JOC,Glendale Community College Veteran Floor Repairs-$50K Services Center Renovation- $999K 3 • Maricopa County Parks&Recreation JOC, Lake • MCCCD JOC,South Mountain Community College Pleasant Regional Park Repairs $371 K Engineering Fabrication Lob-$253K 3 • Maricopo County Facilities JOC, Hassoyampa Park • MCCCD JOC, Scottsdale Community College Center PreFob Restroom Building - $424K for Teaching&Learning Renovation - $168K • Maricopa County Parks&Recreation JOC,White Tank • MCCCD JOC, Rio Salodo College Southern Dental& 1 Regional Park&Entry Station Upgrades - $122K Science Kits Assembly Lab Relocation &TI - $178K �' • Maricopo County Parks&Recreation JOC,Cove Creek • MCCCD JOC,Glendale Community College Kitchen& E Regional Park Improvements (Multiple JOCs at Site) - Offices, Restrooms Remodel - $212K $105K+ • Washington High School Classroom&Auditorium • Maricopa County Parks& Recreation JOC, Estrella Remodel - $1.75M Mountain Regional Park Improvements (Multiple JOCs • City of Tempe JOC, Bridge Erosion Repairs at Various at Site) - $162K+ Locations- $49.8K • Arizona State Parks JOC,Lost Dutchman Regional Pork • Maricopa County JOC, East Courts Building 3rd Floor Improvements- $479K Renovation- $257K • City of Tempe JOC: Fire Medical Rescue Stations 1-6 Renovations-$743K • City of Mesa JOC, Communication Building HVAC& Electrical Upgrades - $771K c & TOWN OF FOUNTAIN HILLS-RSOO 0052019-006 GC SERVICES (3)SUBCONTRACTORS FOR CERTAIN WORK Caliente is not proposing specific contractors at this time. We maintain an extensive database of pre-qualified subcontractors with experience in virtually every trade scope, but believe subcontractors selected through a 1 qualifications process and/or a qualifications and price process and based on the specific scope of each job order will t provide the Town of Fountain Hills with the best value. Additionally, Caliente has a robust self-perform group who is capable of providing: selective demolition,drywall and metal studs,carpentry,doors and hardware, acoustical ceilings, and painting. However, Caliente will only self-perform if it will provide the best value for the Town. Our self-perform group submits a price proposal just os we would request from any other subcontractor. e "1 SUBCONTRACTORS SELECTION PLAN Subcontractor Selection. Caliente maintains a database of hundreds of pre-qualified subcontractors in all trades.We hove established relationships with many subcontractors with whom we have successfully worked with on multiple JOC projects. '_ Selection Process. Our selection process begins with defining the ®Q € 3 scope and developing bid packages as appropriate for each job order. ` ') Subcontractors will then be invited to participate in a select request for proposal (RFP). Bids will be solicited from o minimum of three pre-qualified, _ _ subcontractors.The RFP process ensures competitive pricing and quality are �� `` dual components of selection, and provides the best overall value. If unit lei maimmim prices are used we will typically invite several subcontractor to the scope — 4 walk and ask them to prepare o price proposal. The selection is made based on the qualified subcontractor who can perform the work at the unit l price that has been developed for the project. Caliente's project team qualifies all bids tendered; and all conforming 3 bids are submitted to the client for its review,with our recommendation for award. Some job orders may require Caliente to develop the job scope or 3 provide varying degrees of pre-construction services. In these instances, E , 'a A (�`f 'I ;r subcontractors may be asked to provide input on identification of existing i • conditions and assist with scope development.These subcontractors may be selected based solely on qualifications and asked to submit proposals. ... :r .1 Regardless of selection method,the Town of Fountain Hills must approve all 2018 Catgente Sub Trade FairL' subcontractor selections and all selections will be made based on quality J and price. Qualifications Criteria. Subcontractors must successfully complete a pre-qualification application prior to inclusion in Caliente's Subcontractor Database. Financials, bonding and insurance information, number of Pt 4, 2' L - rg, years in business, manpower,three-year EMR, and OSHA records must be + submitted with their application. We obtain a credit report and verify all • fe I'i information. rf TOWN OF FOUNTAIN HILLS COMMUNITY SERVICES DEPARTMENT CS2019-006 IV.Vendor Information By submitting an SOQ, the submitting Vendor certifies that it has reviewed the entire RFQ, including Appendix 1 and Appendix 2, if awarded the Agreement, agrees to be bound by all terms and conditions contained therein. Caliente Construction Inc. 86-0697201 VENDOR SUBMITTING SOQ FEDERAL TAX ID NUMBER Lorraine Bergman, President/CEOr;L l(a. tit �^ PRINTED NAME AND TITLE = AUTHORIZED SIGNA1URI f 485 W. Vaughn Street 480-894-5500 11 480-894-2323 ADDRESS TELEPHONE FAX# 1 j Tempe, AZ 85283 // , / q 4 j CITY STATE ZIP DATE WEB SITE: CalienteConstruction.com E-MAIL ADDRESS:Ibergman@calienteconstruction.corr ROC License Numbers and Classifications: B-01 Commercial #091625I/ B Residential#098769 A General Engineering #164561 SMALL, MINORITY, DISADVANTAGED AND WOMEN-OWNED BUSINESS ENTERPRISES (check appropriate item(s): Small Business Enterprise(SBE) Minority Business Enterprise(MBE) Disadvantaged Business Enterprise(DBE) Women-Owned Business Enterprise(WBE) Has the Vendor been certified by any jurisdiction in Arizona as a minority or woman-owned business enterprise? If yes,please provide details and documentation of the certification. Caliente Construction Inc. is a woman-owned company certified through the WBENC. Our certificate is attached on the following page. 0 U 9451 E4.3 iv LI '7 i 7 UL 1 Lo 40 I .44 c•D 0,- 6 1 Ls as '1 • -C 0_ g 0 S W. ' cp to I'1* co 0 1 C g ILet .1§ 0 = --, •-..: -g 1 §c., ) r.73 i • = rt: I .4 .DI - r4 iiii vs "0 wy C k . . In . e 1 r 1 i tt 1 g .1 ;Rind . C...) , ... •,,-., -.= u gi 11 -I 4 co• 72 i 1 k ..., . ... i -= 0 .., . 0 0 E '''' i..• -.. I -.I %Ili •,I1 0 2 C C i W r 1 er rillrQ 4.-1 Q LI W win 777,7 t ez r3 i 1 1c4ti .... v, .0 z. • - .. ›-, I-. tz 0 0 i is 1 1 co u-.0 - ., = -. . R M il°—' i E 0 . -z e: :A igg 11 7;.,— ,.....k $p< . u U ri F. P ' Ili i z z ft -= • - i i g P-: ,.. .--• j D 1g 2 1, iihat a) ..,.. • u , CO 01 4t 4-.0 > i K(7.1 0 0 0 3 Z 4 .-P N N 0) tj 1014 01) •.44 CO >0 a "• - Tr 3 •112,4 U E = -3 = .. -3 N- Zi WI..% ›,.t -• . = en 0 Z g§- P281 ....., . .i.... u -.... o c v., 0 .... ._ rise 1 P. : E I v — e = x o : 1 g Tic P l' 0 "5: 0 .,- .... iii Li I es — 2 t..) t c., C1110 c.) En . . 1 ....4 1..,. z .J G.) r 1 { kOt STATE OF ARIZONA 70, 141140 Office of the CORPORATION COMMISSION CERTIFICATE OF GOOD STANDING To all to whom these presents shall come,greeting: I, Ted Vogt,Executive Director of the Arizona Corporation Commission, do hereby certify that ***CALIENTE CONSTRUCTION,INC.*** a domestic corporation organized under the laws of the State of Arizona, did incorporate on October 23 1991. 1 further certify that according to the records of the Arizona Corporation Commission,as of the date set forth hereunder,the said corporation is not administratively dissolved for failure to comply with the provisions of the Arizona Business Corporation Act;and that its most recent Annual Report,subject to the provisions of A.R.S.sections 10-122, 10-123, 10- 125& 10-1622,has been delivered to the Arizona Corporation Commission for filing;and that the said corporation has not filed Articles of Dissolution as of the date of this certificate. This certificate relates only to the legal existence of the above named entity as of the date issued. This certificate is not to be construed as an endorsement,recommendation,or notice of approval of the entity's condition or business activities and practices. IN WITNESS WHEREOF,I have hereunto set my hand and affixed the official seal of the Arizona Corporation Commission. Done at Phoenix,the Capital,this 1st day of February,2018,A.D. CORP0 =v :�- y3 Ted Vogt, Executive Director vO- -=4' %1 1820743 �l_ � BY D1TAT DEUS O�v ��_ S*1912*‘' ( . Town of Fountain Hills RECEIPT 16705 East Avenue of the Fountains Account ID:5365 Please retain for Fountain Hills,AZ 85268 {480)816-5100 License Number your records BUSINESS LICENSE 7224 THIS LICENSE EXPIRES 10/31/2019 Business Name: CALIENTE CONSTRUCTION INC. Mailing Address: 485 W VAUGHN ST TEMPE AZ 85283 3 Physical Address: 485 WEST VAUGHN ST TEMPE AZ 85283 .eT AIN j! Nature of Business: CONSTRUCTION4. t�N Dale Issued: October 10,2018 than Is Anance Direct Total Paid: 50.00 F In accordance with Town of Fountain Hills,Arizona Town Code,Chapter 8 as added or amended, the person or firm is hereby authorized to conduct business in the Town of Fountain Hill.This License is NON-Transferable _s m, fl CALIENTE CONSTRUCTION, INC. Addendum Acknowledgment Form This signed form acknowledges receipt of the following addenda. TI Town of Fountain Hills: General Construction Services - CS2019-006 1 _ o ort kez-F onSes i/ iq f addendum number dated addendum number dated 1 addendum number dated .,x 3 addendum number dated addendum number dated Caliente Construction, Inc. 3 (firm) Lorraine Bergman, President/CEO (individ9aj) (dat l EXHIBIT B TO JOB ORDER MASTER AGREEMENT BETWEEN THE TOWN OF FOUNTAIN HILLS AND CALIENTE CONSTRUCTION, INC. [Scope of Work] See following page(s). Vendor may be asked to provide some or all of services of installation, demolition, removal and disposal of the following: a. Buildings & improvements b. Slabs/foundations c. Walls/flooring/roofing d. Debris e. Doors/windows f. Canopies/shades g. Ramps h. Steps i. Fences/gates j. Playground equipment and surfaces k. Sport fields,turf, bleachers and structures 1. Plumbing/sprinklers m. Lighting n.All wiring,plumbing, conduit o. Fixtures and equipment p. Park benches, ramadas and picnic tables q. Other construction-related projects and materials as needed EXHIBIT C TO JOB ORDER MASTER AGREEMENT BETWEEN THE TOWN OF FOUNTAIN HILLS AND CALIENTE CONSTRUCTION, INC. [Sample Job Order] .' AIN yci4ilb Az 1''tbat�Ao. TOWN OF FOUNTAIN HILLS, ARIZONA Community Services Department JOB ORDER Job Order No. Contract No. Project No. THIS JOB ORDER is made and entered into on the day of , 20 , by and between Town of Fountain Hills,an Arizona municipal corporation("Town")and the"Contractor"designated below. This Job Order is entered in to pursuant to and incorporates herein the terms and provisions of the Job Order Master Contract No. , dated , 20 , between Town and Contractor ("Master Contract"). Upon full execution of this Job Order,the Job Order,together with the Master Contract(including all of the Contract Documents as defined therein),shall be the Contract between the Parties for the construction work specified herein ("Work"). Town and Contractor agree as follows: TOWN: Town Project Manager: Telephone: Fax: E-mail: CONTRACTOR: {Name) {Address) Arizona ROC No.: Federal Tax ID No.: Contractor Representative: Telephone: Fax: E-mail: DESIGN PROFESSIONAL: {Name) {Address) Design Professional Representative: Telephone: Fax: E-mail: PROJECT DESCRIPTION: PROJECT SITE ADDRESS/LOCATION: SCOPE OF WORK AND PROJECT SCHEDULE/DURATION: Attached Exhibit A (Including any Preconstruction and/or Design Services under Article 17) CONTRACT PRICE FOR WORK: The Fixed Price of$ ; or Guaranteed Maximum Price/GMP(Open Book)of$ LIQUIDATED DAMAGES(IF ANY): [PM to Check any that apply] Substantial Completion Amount$ /day Final Completion Amount$ /day Pursuant to MAG § 108.9 CONTRACTOR'S MARK-UP AND PROJECT SCHEDULE OF VALUES Attached Exhibit B UNIQUE INSURANCE AND/OR BOND REQUIREMENTS(IF ANY): Attached Exhibit C UNIQUE PROJECT SPECIFIC CONDITIONS(IF ANY): Attached Exhibit D LIST OF PROJECT PLANS AND SPECIFICATIONS(IF ANY): Attached Exhibit E IN WITNESS WHEREOF, the parties hereto have executed this Job Order through their duly authorized representatives and bind their respective entities as of the effective date. "Town" TOWN OF FOUNTAIN HILLS, an Arizona municipal corporation Signature Name Title ATTEST: Signature Name Title "CONTRACTOR" 'Name] Signature Name Title EXHIBIT A—SCOPE OF WORK AND PROJECT SCHEDULE/DURATION 1. Scope of Work: 2. Schedule: EXHIBIT B—CONTRACTOR'S MARK-UP COEFFICIENTS AND PROJECT SCHEDULE OF VALUES {To be provided by Contractor for each Job Order in the following form) Self-Performed work(including any direct purchases or other miscellaneous costs to the JOC)— Mark-up Direct Cost of the Individual Project(Delivery Order)Value $0-$49,999 $50,000- $100,000- $200,000- $500,000- $1,000,000+ $99,999 $199,999 $499,999 $999,999 Coefficient <x.xx> <x.xx> <x.xx> <x.xx> <x.xx> <x.xx> Subcontracted Work—Mark-up Direct Cost of the Individual Project(Delivery Order)Value $0-$49,999 $50,000- $100,000- $200,000- $500,000- $1,000,000+ $99,999 $199,999 $499,999 $999,999 Coefficient <x.xx> <x.xx> <x.xx> <x.xx> <x.xx> <x.xx> [continued on next page] Project Schedule of Values (Sample) 1 GENERAL CONDITIONS SUB-CONTRACTOR OR SUPPLIER PROJECT MANAGER hours per week $0.00 FIELD SUPERVISION hours per week $0.00 TEMPORARY FACILITIES(attach a list of specific cost $0.00 breakdown) SITE SAFETY $0.00 EQUIPMENT RENTAL(attach a list of specific cost breakdown) $0.00 PERMITS $0.00 Sub Total-GENERAL CONDITIONS $0.00 SUB CONTRACTOR COSTS 2 SITE WORK $0.00 3 CONCRETE $0.00 4 MASONRY $0.00 5 METALS $0.00 6 WOOD&PLASTICS $0.00 7 THERMAL&MOISTURE PROT. $0.00 8 DOORS&WINDOWS $0.00 9 FINISHES $0.00 10 SPECIALTIES $0.00 11 EQUIPMENT $0.00 12 FURNISHINGS $0.00 13 SPECIAL CONSTRUCTION $0.00 14 CONVEYING SYSTEMS $0.00 15 MECHANICAL $0.00 16 ELECTRICAL $0.00 Sub Total-SUB CONTRACTOR COSTS $0.00 SCOPE OF SELF PERFORMED WORK (describe) LABOR COST for SELF-PERFORMED WORK: $0.00 MATERIALS COST for SELF-PERFORMED WORK $0.00 OTHER MISC COSTS: (describe) $0.00 $0.00 Sub Total-SELF-PERFORMED WORK AND $0.00 OTHER MISC COSTS ALLOWANCES OR CONTINGENCY AMOUNTS $0.00 (PROVIDE LIST) GRAND TOTAL $0.00 EXHIBIT C—UNIQUE INSURANCE AND/OR BOND REQUIREMENTS(IF ANY) (Provide any additional insurance requirements beyond the Standard Insurance Requirements, and/or bond requirements for the Project once approved by to confirm adequate insurance and bond coverages for this Project) EXHIBIT D—PROJECT SPECIFIC CONDITIONS (To be completed by PM from the specific Project requirements and specifications} EXHIBIT E—LIST OF PROJECT PLANS AND SPECIFICATIONS (IF ANY): (To be completed by PM if applicable) / 1 DATE(MM/DD/YYYY) ACORE) CERTIFICATE OF LIABILITY INSURANCE 3/15/2019 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME: Certificates INSURICA/Minard-Ames Insurance Services LLC PHONE Fac,No):602-273-0212 4646 E. Van Buren St.,#200 IA/C,No.Ext):602-273-1625 Phoenix AZ 85008 ADDRESS: certs@INSURICA.com INSURER(S)AFFORDING COVERAGE NAIC# INSURERA:Hartford Fire Insurance Company 19682 INSURED CALICONO2C INSURER B:Westfield Insurance Company 24112 ente Construction, Inc. 485 W. VaughnStreet INSURER C:Endurance American Insurance Co. 10641 485 Tempe AZ 85283 INSURERD:Twin City Fire Insurance Co. 29459 INSURER E: Pacific Insurance Company,Limited 10046 INSURER F: COVERAGES CERTIFICATE NUMBER:315434420 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADM SUBR POLICY EFF POLICY EXP W /Y LIMITS LTR INSD VD POLICY NUMBER (MM/DDYYY) (MM/DD/YYYY) A X COMMERCIAL GENERALLIABIUTY Y Y 59UEAZM8223 10/1/2018 10/1/2019 EACH OCCURRENCE $1,000,000 CLAIMS-MADE X OCCUR DAMAGE TO RENTED PREMISES(Ea occurrence) $300,000 X $5,000 PD Ded MED EXP(Any one person) $10,000 PERSONAL 8 ADV INJURY $1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $2,000,000 POLICY X FE-r X LOC PRODUCTS-COMP/OP AGG $2,000,000 OTHER: $ B AUTOMOBILE LIABILITY Y Y TRA4836368 10/1/2018 10/1/2019 COMacciBINdent)EDSINGLELIMIT $1,000,000 (Ea X ANY AUTO BODILY INJURY(Per person) $ OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE $ AUTOS ONLY AUTOS ONLY (Per accident) C UMBRELLA LIAB X OCCUR Y Y EXC30000166402 10/1/2018 10/1/2019 EACH OCCURRENCE $10,000,000 X EXCESS LIAB CLAIMS-MADE AGGREGATE $10,000,000 DED RETENTION$ $ D WORKERS COMPENSATION Y 59WEAZQ7545 10/1/2018 10/1/2019 X AND EMPLOYERS'LIABILITY Y/N STATUTE OTH- ER ANYPROPRIETOR/PARTNER/EXECUTIVE E.L.EACH ACCIDENT $1,000,000 OFFICER/MEMBEREXCLUDED? NIA (Mandatory In NH) E.L.DISEASE-EA EMPLOYEE $1,000,000 If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $1,000,000 E Professional Liability 59CPIZM5907 6/12/2018 6/12/2019 Prof-Claims Made $1,000,000 Self Insd Retention:$25,000 Prof-Aggregate $2,000,000 Pollution Liability Y Y Pollution SEE BELOW DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached if more space is required) POLLUTION LIABILITY LIMITS-Includes Mold Coverage:Each Pollution Condition:$5,000,000;Coverage Aggregate Limit:$10,000,000—Self-Insured Retention:$10,000. Certificate Holder is defined as additional insured with respects to the general,auto,excess and pollution liability if required or agreed to in a written contract subject to all provisions and limitations of the policy.General,Auto and Pollution Liability coverage is primary and non-contributory.A Waiver of subrogation in favor of Certificate Holder applies to the general,auto,excess and pollution liability and employers liability/workers compensation if required or agreed to in a written contract subject to all provisions and limitation of the policy.Per attached forms:HG0001 06/05;CA7077 10/13;CA7075 10/13;HS2450 12/14;CA0444 10/13;WC000313,WC040306;CL0005 10/15;CL2824 10/15. RE:Job Order Master Agreement/Contract No.2019-006P1. Additional Insured:The Town of Fountain Hills,its agents,representatives,officers,officials and employees.Waiver of subrogation in favor of the additional insured. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. Town of Fountain Hills 16705 E Avenue of the Fountains AUTHORIZED REPRESENTATIVE Fountain Hills AZ 85268 ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD Policy No: 59UEAZM8223 COMMERCIAL GENERAL LIABILITY COVERAGE FORM Various provisions in this policy restrict coverage. Read (2) The "bodily injury" or "property damage" occurs the entire policy carefully to determine rights, duties and during the policy period; and what is and is not covered. (3) Prior to the policy period, no insured listed Throughout this policy the words "you" and "your" refer to under Paragraph 1. of Section II — Who Is An the Named Insured shown in the Declarations, and any Insured and no "employee"authorized by you to other person or organization qualifying as a Named give or receive notice of an "occurrence" or Insured under this policy. The words "we", "us" and "our" claim, knew that the "bodily injury" or "property refer to the stock insurance company member of The damage" had occurred, in whole or in part. If Hartford providing this insurance. such a listed insured or authorized "employee" The word "insured" means any person or organization knew, prior to the policy period, that the "bodily qualifying as such under Section II—Who Is An Insured. injury" or"property damage" occurred, then any continuation, change or resumption of such Other words and phrases that appear in quotation marks "bodily injury" or "property damage" during or have special meaning. Refer to Section V—Definitions. after the policy period will be deemed to have SECTION I—COVERAGES been known prior to the policy period. COVERAGE A BODILY INJURY AND PROPERTY c. "Bodily injury" or"property damage" will be deemed DAMAGE LIABILITY to have been known to have occurred at the 1. Insuring Agreement earliest time when any insured listed under a. We will pay those sums that the insured becomes Paragraph 1. of Section II — Who Is An Insured or legally obligated to pay as damages because of any "employee" authorized by you to give or legal"bodilyly injury" or "propertyreceive notice of an"occurrence"or claim: damage to which this insurance applies. We will have the right and duty (1) Reports all, or any part, of the "bodily injury" or to defend the insured against any "suit" seeking "property damage"to us or any other insurer; those damages. However, we will have no duty to (2) Receives a written or verbal demand or claim defend the insured against any "suit" seeking for damages because of the "bodily injury" or damages for"bodily injury" or"property damage"to "property damage";or which this insurance does not apply. We may, at (3) Becomes aware by any other means that our discretion, investigate any "occurrence" and "bodily injury" or "property damage" has settle any claim or"suit"that may result. But: occurred or has begun to occur. (1) The amount we will pay for damages is limited d. Damages because of "bodily injury" include as described in Section III — Limits Of damages claimed by any person or organization for Insurance;and care, loss of services or death resulting at any time (2) Our right and duty to defend ends when we from the"bodily injury". have used up the applicable limit of insurance in e. Incidental Medical Malpractice the payment of judgments or settlements under Coverages A or B or medical expenses under (1) "Bodily injury" arising out of the rendering of or Coverage C. failure to render professional health care No other obligation or liability to pay sums or services as a physician, dentist, nurse, perform acts or services is covered unless explicitly shall b cya medicaldtechnician or paramedicyan shall be deemed to be caused by an provided for under Supplementary Payments — "occurrence", but only if: Coverages A and B. (a) The physician, dentist, nurse, emergency b. This insurance applies to "bodily injury" and medical technician or paramedic is "property damage"only if: employed by you to provide such services; (1) The "bodily injury" or "property damage" is and caused by an "occurrence" that takes place in (b) You are not engaged in the business or the"coverage territory"; occupation of providing such services. HG 00 01 06 05 Page 1 of 18 OO 2005 The Hartford (Includes copyrighted material of Insurance Services Office, Inc.with its permission.) have all your rights and duties under this Coverage 5. Nonowned Watercraft Part. With respect to watercraft you do not own that is less e. Unnamed Subsidiary than 51 feet long and is not being used to carry Any subsidiary, and subsidiary thereof, of yours persons for a charge, any person is an insured while which is a legally incorporated entity of which you operating such watercraft with your permission. Any own a financial interest of more than 50% of the other person or organization responsible for the voting stock on the effective date of the Coverage conduct of such person is also an insured, but only Part. with respect to liability arising out of the operation of the watercraft, and only if no other insurance of any The insurance afforded herein for any subsidiary kind is available to that person or organization for this not named in this Coverage Part as a named liability. insured does not apply to injury or damage with respect to which an insured under this Coverage However, no person or organization is an insured with Part is also an insured under another policy or respect to: would be an insured under such policy but for its a. "Bodily injury" to a co-"employee" of the person termination or the exhaustion of its limits of operating the watercraft;or insurance. b. "Property damage"to property owned by, rented to, 3. Newly Acquired or Formed Organization in the charge of or occupied by you or the employer Any organization you newly acquire or form, other than of any person who is an insured under this a partnership, joint venture or limited liability company, provision. and over which you maintain financial interest of more >6. Additional Insureds When Required By Written than 50°/a of the voting stock, will qualify as a Named Contract,Written Agreement Or Permit Insured if there is no other similar insurance available The following person(s) or organization(s) are an to that organization. However: additional insured when you have agreed, in a written a. Coverage under this provision is afforded only until contract, written agreement or because of a permit the 180th day after you acquire or form the issued by a state or political subdivision, that such organization or the end of the policy period, person or organization be added as an additional whichever is earlier; insured on your policy, provided the injury or damage b. Coverage A does not apply to "bodily injury" or occurs subsequent to the execution of the contract or "property damage" that occurred before you agreement. acquired or formed the organization;and A person or organization is an additional insured under c. Coverage B does not apply to "personal and this provision only for that period of time required by advertising injury" arising out of an offense the contract or agreement. committed before you acquired or formed the However, no such person or organization is an insured organization. under this provision if such person or organization is 4. Mobile Equipment included as an insured by an endorsement issued by us and made a part of this Coverage Part. With respect to "mobile equipment" registered in your name under any motor vehicle registration law, any a. Vendors person is an insured while driving such equipment Any person(s) or organization(s) (referred to below along a public highway with your permission. Any other as vendor), but only with respect to "bodily injury" person or organization responsible for the conduct of or "property damage" arising out of "your products" such person is also an insured, but only with respect to which are distributed or sold in the regular course liability arising out of the operation of the equipment, of the vendor's business and only if this Coverage and only if no other insurance of any kind is available Part provides coverage for "bodily injury" or to that person or organization for this liability. However, "property damage" included within the "products- no person or organization is an insured with respect to: completed operations hazard". a. "Bodily injury" to a co-"employee" of the person (1) The insurance afforded the vendor is subject to driving the equipment;or the following additional exclusions: b. "Property damage"to property owned by, rented to, This insurance does not apply to: in the charge of or occupied by you or the employer (a) "Bodily injury" or "property damage" for of any person who is an insured under this which the vendor is obligated to pay provision. damages by reason of the assumption of liability in a contract or agreement This exclusion does not apply to liability for damages that the vendor would have in the absence of the contract or agreement; Page 10 of 18 HG 00 01 06 05 (b) Any express warranty unauthorized by you; c. Lessors of Land or Premises (c) Any physical or chemical change in the Any person or organization from whom you lease product made intentionally by the vendor; land or premises, but only with respect to liability (d) Repackaging, except when unpacked solely arising out of the ownership, maintenance or use of for the purpose of inspection, demonstration, that part of the land or premises leased to you. testing, or the substitution of parts under With respect to the insurance afforded these instructions from the manufacturer, and then additional insureds the following additional repackaged in the original container; exclusions apply: (e) Any failure to make such inspections, This insurance does not apply to: adjustments, tests or servicing as the vendor 1. Any "occurrence" which takes place after you has agreed to make or normally undertakes cease to lease that land; or to make in the usual course of business, in connection with the distribution or sale of the 2. Structural alterations, new construction or products; demolition operations performed by or on behalf of such person or organization. (f) Demonstration, installation, servicing or d. Architects, Engineers or Surveyors repair operations, except such operations performed at the vendor's premises in Any architect, engineer, or surveyor, but only with connection with the sale of the product; respect to liability for "bodily injury", "property (g) Products which, after distribution or sale by damage" or "personal and advertising injury" you, have been labeled or relabeled or used caused, in whole or in part, by your acts or as a container, part or ingredient of any omissions or the acts or omissions of those acting other thing or substance by or for the on your behalf: vendor;or (1) In connection with your premises;or (h) "Bodily injury" or "property damage" arising (2) In the performance of your ongoing operations out of the sole negligence of the vendor for performed by you or on your behalf. its own acts or omissions or those of its With respect to the insurance afforded these employees or anyone else acting on its additional insureds, the following additional behalf. However, this exclusion does not exclusion applies: apply to: This insurance does not apply to "bodily injury", (i)The exceptions contained in Sub- "property damage" or "personal and advertising paragraphs(d)or(f);or injury" arising out of the rendering of or the failure (ii) Such inspections, adjustments, tests or to render any professional services by or for you, servicing as the vendor has agreed to including: make or normally undertakes to make in 1. The preparing, approving, or failing to prepare the usual course of business, in or approve, maps, shop drawings, opinions, connection with the distribution or sale of reports, surveys, field orders, change orders or the products. drawings and specifications; or (2) This insurance does not apply to any insured 2. Supervisory, inspection, architectural or person or organization, from whom you have engineering activities. acquired such products, or any ingredient, part e. Permits Issued By State Or Political or container, entering into, accompanying or Subdivisions containing such products. b. Lessors of Equipment Any state or political subdivision, but only with respect to operations performed by you or on your (1) Any person or organization from whom you behalf for which the state or political subdivision lease equipment; but only with respect to their has issued a permit. liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in With respect to the insurance afforded these whole or in part, by your maintenance, operation additional insureds, this insurance does not apply or use of equipment leased to you by such to: person or organization. (1) "Bodily injury", "property damage" or "personal (2) With respect to the insurance afforded to these and advertising injury" arising out of operations additional insureds this insurance does not performed for the state or municipality; or apply to any "occurrence" which takes place (2) "Bodily injury" or "property damage" included after the equipment lease expires. within the "products-completed operations hazard". y}9 HG 00 01 06 05 Page 11 of 18 — ›f. Any Other Party c. Persons or organizations making claims or bringing Any other person or organization who is not an "suits". insured under Paragraphs a. through e. above, but 2. General Aggregate Limit only with respect to liability for "bodily injury", The General Aggregate Limit is the most we will pay "property damage" or "personal and advertising for the sum of: injury caused, in whole or in part, by your acts or a. Medical expenses under Coverage C; omissions or the acts or omissions of those acting on your behalf: b. Damages under Coverage A, except damages > (1) In the performance of your ongoing operations; because of "bodily injury" or "property damage" included in the "products-completed operations (2) In connection with your premises owned by or hazard"; and rented to you; or c. Damages under Coverage B. (3) In connection with "your work" and included 3. Products-Completed Operations Aggregate Limit within the "products-completed operations hazard", but only if The Products-Completed Operations Aggregate Limit (a) The written contract or agreement requires is the most we will pay under Coverage A for damages you to provide such coverage to such because of "bodily injury" and "property damage" additional insured; and included in the "products-completed operations hazard". (b) This Coverage Part provides coverage for 4. Personal and Advertising Injury Limit "bodily injury" or"property damage" included within the "products-completed operations Subject to 2. above, the Personal and Advertising hazard". Injury Limit is the most we will pay under Coverage B With respect to the insurance afforded to these for the sum of all damages because of all "personal additional insureds, this insurance does not apply and advertising injury" sustained by any one person or to: organization. "Bodily injury", "property damage" or"personal and 5 Each Occurrence Limit advertising injury" arising out of the rendering of, or Subject to 2. or 3. above, whichever applies, the Each the failure to render, any professional architectural, Occurrence Limit is the most we will pay for the sum engineering or surveying services, including: of: (1) The preparing, approving, or failing to prepare a. Damages under Coverage A; and or approve, maps, shop drawings, opinions, b. Medical expenses under Coverage C reports, surveys, field orders, change orders or because of all "bodily injury" and "property damage" drawings and specifications;or arising out of any one "occurrence". (2) Supervisory, inspection, architectural or 6. Damage To Premises Rented To You Limit engineering activities. Subject to 5. above, the Damage To Premises Rented The limits of insurance that apply to additional insureds To You Limit is the most we will pay under Coverage A under this provision is described in Section III — Limits for damages because of"property damage"to any one Of Insurance. premises, while rented to you, or in the case of How this insurance applies when other insurance is damage by fire, lightning or explosion, while rented to available to the additional insured is described in the you or temporarily occupied by you with permission of Other Insurance Condition in Section IV — Commercial the owner. General Liability Conditions. In the case of damage by fire, lightning or explosion, No person or organization is an insured with respect to the the Damage to Premises Rented To You Limit applies conduct of any current or past partnership,joint venture or to all damage proximately caused by the same event, limited liability company that is not shown as a Named whether such damage results from fire, lightning or Insured in the Declarations. explosion or any combination of these. SECTION III—LIMITS OF INSURANCE 7. Medical Expense Limit 1. The Most We will Pay Subject to 5. above, the Medical Expense Limit is the The Limits of Insurance shown in the Declarations and most we will pay under Coverage C for all medical the rules below fix the most we will pay regardless of expenses because of "bodily injury" sustained by any the number of: one person. a. Insureds; 8. How Limits Apply To Additional Insureds b. Claims made or"suits"brought; or If you have agreed in a written contract or written agreement that another person or organization be Page 12 of 18 HG 00 01 06 05 added as an additional insured on your policy, the (3) Cooperate with us in the investigation or most we will pay on behalf of such additional insured is settlement of the claim or defense against the the lesser of: "suit"; and a. The limits of insurance specified in the written (4) Assist us, upon our request, in the enforcement of contract or written agreement; or any right against any person or organization which b. The Limits of Insurance shown in the Declarations. may be liable to the insured because of injury or Such amount shall be a part of and not in addition to damage to which this insurance may also apply. Limits of Insurance shown in the Declarations and d. Obligations At The Insureds Own Cost described in this Section. No insured will, except at that insured's own cost, The Limits of insurance of this Coverage Part apply voluntarily make a payment, assume any separately to each consecutive annual period and to any obligation, or incur any expense, other than for first remaining period of less than 12 months, starting with the aid,without our consent. beginning of the policy period shown in the Declarations, e. Additional Insureds Other Insurance unless the policy period is extended after issuance for an If we cover a claim or "suit" under this Coverage additional period of less than 12 months. In that case, the Part that may also be covered by other insurance additional period will be deemed part of the last preceding available to an additional insured, such additional period for purposes of determining the Limits of Insurance. insured must submit such claim or "suit" to the SECTION IV — COMMERCIAL GENERAL LIABILITY other insurer for defense and indemnity. CONDITIONS However, this provision does not apply to the 1. Bankruptcy extent that you have agreed in a written contract or Bankruptcy or insolvency of the insured or of the written agreement that this insurance is primary insured's estate will not relieve us of our obligations and non-contributory with the additional insured's under this Coverage Part. own insurance. 2. Duties In The Event Of Occurrence, Offense, Claim f. Knowledge Of An Occurrence, Offense, Claim Or Sult Or Suit a. Notice Of Occurrence Or Offense Paragraphs a. and b. apply to you or to any additional insured only when such "occurrence", You or any additional insured must see to it that we offense, claim or"suit"is known to: are notified as soon as practicable of an "occurrence" or an offense which may result in a (1) You or any additional insured that is an claim.To the extent possible, notice should include: individual; (1) How, when and where the "occurrence" or (2) Any partner, if you or an additional insured is a offense took place; partnership; (2) The names and addresses of any injured (3) Any manager, if you or an additional insured is a persons and witnesses;and limited liability company; (3) The nature and location of any injury or damage (4) Any "executive officer" or insurance manager, if arising out of the"occurrence"or offense. you or an additional insured is a corporation; b. Notice Of Claim (5) Any trustee, if you or an additional insured is a If a claim is made or "suit" is brought against any trust; or insured, you or any additional insured must: (6) Any elected or appointed official, if you or an additional insured is a political subdivision or (1) Immediately record the specifics of the claim or public entity. suit' and the date received;and This duty applies separately to you and any additional (2) Notify us as soon as practicable. insured. You or any additional insured must see to it that we 3. Legal Action Against Us receive written notice of the claim or "suit" as soon g as practicable. No person or organization has a right under this c. Assistance And Cooperation Of The Insured Coverage Part: a. To join us as a party or otherwise bring us into a You and any other involved insured must: "suit"asking for damages from an insured;or (1) Immediately send us copies of any demands, b. To sue us on this Coverage Part unless all of its notices, summonses or legal papers received in terms have been fully complied with. connection with the claim or"suit"; A person or organization may sue us to recover on an (2) Authorize us to obtain records and other agreed settlement or on a final judgment against an information; insured; but we will not be liable for damages that are not payable under the terms of this Coverage Part or HG 00 01 06 05 Page 13 of 18 that are in excess of the applicable limit of insurance. (7) When You Add Others As An Additional An agreed settlement means a settlement and release Insured To This Insurance of liability signed by us,the insured and the claimant or Any other insurance available to an additional the claimant's legal representative. insured. 4. Other Insurance However, the following provisions apply to other If other valid and collectible insurance is available to insurance available to any person or the insured for a loss we cover under Coverages A or organization who is an additional insured under B of this Coverage Part, our obligations are limited as this coverage part. follows: (a) Primary Insurance When Required By a. Primary Insurance Contract This insurance is primary except when b. below This insurance is primary if you have agreed applies. If other insurance is also primary, we will in a written contract or written agreement share with all that other insurance by the method that this insurance be primary. If other described in c. below. insurance is also primary, we will share with b. Excess insurance all that other insurance by the method described in c. below. This insurance is excess over any of the other insurance, whether primary, excess, contingent or (b) Primary And Non-Contributory To Other on any other basis: Insurance When Required By Contract (1) Your Work If you have agreed in a written contract, written agreement, or permit that this That is Fire, Extended Coverage, Builder's Risk, insurance is primary and non-contributory Installation Risk or similar coverage for "your with the additional insured's own insurance, work"; this insurance is primary and we will not (2) Premises Rented To You seek contribution from that other insurance. That is fire, lightning or explosion insurance for Paragraphs (a) and (b) do not apply to other premises rented to you or temporarily occupied insurance to which the additional insured has by you with permission of the owner; been added as an additional insured. (3) Tenant Liability When this insurance is excess, we will have no That is insurance purchased by you to cover duty under Coverages A or B to defend the insured your liability as a tenant for "property damage" against any"suit" if any other insurer has a duty to to premises rented to you or temporarily defend the insured against that "suit". If no other occupied by you with permission of the owner; insurer defends, we will undertake to do so, but we will be entitled to the insured's rights against all (4) Aircraft,Auto Or Watercraft those other insurers. If the loss arises out of the maintenance or use When this insurance is excess over other of aircraft, "autos"or watercraft to the extent not insurance,we will pay only our share of the amount subject to Exclusion g. of Section I —Coverage of the loss, if any,that exceeds the sum of: A—Bodily Injury And Property Damage Liability; (1) The total amount that all such other insurance (5) Property Damage to Borrowed Equipment Or would pay for the loss in the absence of this Use Of Elevators insurance;and If the loss arises out of "property damage" to (2) The total of all deductible and self-insured borrowed equipment or the use of elevators to amounts under all that other insurance. the extent not subject to Exclusion j. of Section I - Coverage A - Bodily Injury And Property We will share the remaining loss, if any, with any Damage Liability; other insurance that is not described in this Excess Insurance provision and was not bought specifically (6) When You Are Added As An Additional to apply in excess of the Limits of Insurance shown Insured To Other Insurance in the Declarations of this Coverage Part. Any other insurance available to you covering c. Method Of Sharing liability for damages arising out of the premises or operations, or products and completed If all of the other insurance permits contribution by operations, for which you have been added as equal shares,we will follow this method also. Under an additional insured by that insurance;or this approach each insurer contributes equal amounts until it has paid its applicable limit of insurance or none of the loss remains, whichever comes first. Page 14of18 HG00010605 If any of the other insurance does not permit insured will bring "suit"or transfer those rights to us contribution by equal shares, we will contribute by and help us enforce them. limits. Under this method, each insurer's share is >b. Waiver Of Rights Of Recovery (Waiver Of based on the ratio of its applicable limit of Subrogation) insurance to the total applicable limits of insurance of all insurers. If the insured has waived any rights of recovery against any person or organization for all or part of 5. Premium Audit any payment, including Supplementary Payments, a. We will compute all premiums for this Coverage we have made under this Coverage Part, we also Part in accordance with our rules and rates. waive that right, provided the insured waived their b. Premium shown in this Coverage Part as advance rights of recovery against such person or premium is a deposit premium only. At the close of organization in a contract, agreement or permit that each audit period we will compute the earned was executed prior to the injury or damage. premium for that period and send notice to the first 9. When We Do Not Renew Named Insured. The due date for audit and If we decide not to renew this Coverage Part, we will retrospective premiums is the date shown as the mail or deliver to the first Named Insured shown in the due date on the bill. If the sum of the advance and Declarations written notice of the nonrenewal not less audit premiums paid for the policy period is greater than 30 days before the expiration date. than the earned premium, we will return the excess If notice is mailed, proof of mailing will be sufficient to the first Named Insured. proof of notice. c. The first Named Insured must keep records of the SECTION V—DEFINITIONS information we need for premium computation, and send us copies at such times as we may request. 1. "Advertisement" means the widespread public 6. Representations dissemination of information or images that has the purpose of inducing the sale of goods, products or a. When You Accept This Policy services through: By accepting this policy, you agree: a. (1) Radio; (1) The statements in the Declarations are accurate (2) Television; and complete; (3) Billboard; (2) Those statements are based upon Magazine; representations you made to us; and {4} g (3) We have issued this policy in reliance upon your (5) Newspaper; or representations. b. Any other publication that is given widespread b. Unintentional Failure To Disclose Hazards public distribution. If unintentionally you should fail to disclose all However, "advertisement"does not include: hazards relating to the conduct of your business a. The design, printed material, information or images that exist at the inception date of this Coverage contained in, on or upon the packaging or labeling Part, we shall not deny coverage under this of any goods or products;or Coverage Part because of such failure. b. An interactive conversation between or among 7. Separation Of insureds persons through a computer network. Except with respect to the Limits of Insurance, and any 2. "Advertising idea" means any idea for an rights or duties specifically assigned in this Coverage "advertisement". Part to the first Named Insured,this insurance applies: 3. "Asbestos hazard" means an exposure or threat of a. As if each Named Insured were the only Named exposure to the actual or alleged properties of Insured; and asbestos and includes the mere presence of asbestos b. Separately to each insured against whom claim is in any form. made or"suit"is brought. 4. "Auto"means a land motor vehicle,trailer or semitrailer 8. Transfer Of Rights Of Recovery Against Others To designed for travel on public roads, including any Us attached machinery or equipment. But "auto" does not include"mobile equipment". a. Transfer of Rights Of Recovery 5. "Bodily injury" means physical: If the insured has rights to recover all or part of any payment, including Supplementary Payments, we a. Injury; have made under this Coverage Part, those rights b. Sickness; or are transferred to us. The insured must do nothing c. Disease after loss to impair them. At our request, the sustained by a person and, if arising out of the above, mental anguish or death at any time. HG 00 01 06 05 Page 15 of 18 Policy No: TRA4836368 COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WESTFIEL I) 7 / „AmLI SERIES BUSINESS AUTO ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM SCHEDULE The coverage provided by this endorsement is summarized below and is intended to provide a general coverage description only. For the details affecting each coverage, please refer to the terms and condi- tions in this endorsement. A. Who Is An Insured broadened: • Additional Insured by Contract, Agreement or Permit • Legally Incorporated Subsidiaries • Newly Acquired Organizations B. Supplementary Payments • Bail Bonds - $5000 • Loss of Earnings - $500 C. Fellow Employee Exclusion Amendment D. Coverage Extensions • Transportation Expenses • Personal Effects (Excess Basis) E. Additional Coverages • Expenses paid for returning a stolen covered auto • Fire Department Service Charge F. Airbag Coverage - Accidental Discharge G. Glass Repair- Waiver of Deductible H. Knowledge and Notice of an Accident, Claim or Suit I. Unintentional Failure To Disclose Hazards J. Worldwide Coverage K. Definitions • Bodily Injury Redefined In addition to the policy amendments contained in A. through K. listed above, the endorsements listed below will automatically be attached to your policy to complete the coverage provided by the Signature Series Business Auto Endorsement: • Audio, Visual and Data Electronic Equipment Coverage Added Limits - CA 99 60 • Auto Loan/Lease Gap Coverage- CA 20 71 • Drive Other Car Coverage - Broadened Coverage For Named Individuals - (Executive Officers/Spouses) - CA 99 10 • Employee Hired Autos - CA 20 54 • Employees As Insureds - CA 99 33 • Hired Auto Physical Damage (Refer to Auto Declarations page) • Rental Reimbursement Coverage - CA 99 23 • Waiver of Transfer of Rights of Recovery (Waiver of Subrogation) - CA 04 44 A. WHO IS AN INSURED BROADENED 50% of the voting stock on the ef- SECTION II - COVERED AUTOS LIABILITY fective date of this endorsement. COVERAGE, item A. Coverage, 1. Who Is An However, "insured" does not include Insured is amended to include the following any subsidiary that is an "insured" additional paragraphs: under any other liability policy or would be an "insured" under such a d. Any legally incorporated subsidiary policy but for its termination or the of yours in which you own more than exhaustion of its limit of insurance. CA 70 77 10 13 Page 1 of 3 Coverage under this provision is af- C. FELLOW EMPLOYEE EXCLUSION AMEND- forded only for the first 180 days af- MENT ter you acquire or form the SECTION II - COVERED AUTOS LIABILITY organization or until the end of the COVERAGE, item B. Exclusions, 5. Fellow policy period, whichever comes first. Employee does not apply if the "bodily injury" results from the use of a covered "auto" you e. Any organization you newly acquire own or hire. or form, other than a partnership or joint venture, and over which you D. COVERAGE EXTENSIONS maintain ownership or a majority in SECTION III - PHYSICAL DAMAGE COVER- terest. However, coverage under AGE, Item A. Coverage, 4. Coverage Exten- this provision: sions, a.Transportation Expenses is replaced (1) Does not apply if the organiza- with the following: tion you acquire or form is an a. Transportation Expenses "insured" under another auto li- ability policy or would be "in- We will pay up to $100 per day to a sured" under such a policy but maximum of $1,800 for transporta- for ts termination or the ex- tion expense incurred by you be- for ition of its limits of insur- cause of the total theft of a covered haance; "auto" of the private passenger type. We will pay only for those covered (2) Does not apply to "bodily injury" "autos" for which you carry either or "property damage" that oc Comprehensive or Specified Causes curred before you acquired or of Loss Coverage. We will pay for transportation expenses incurred formed the organization; and during the period beginning 48 hours (3) Is afforded only for the first 180 after the theft and ending, regardless days after you acquire or form of the policy's expiration, when the the organization or until the end covered "auto" is returned to use or we pay for its "loss". of the policy period, whichever comes first. The following is added to Item 4. Cover- age Extensions: f. Any person or organization with whom you agreed in writing in a c. Personal Effects contract, agreement or permit, to We will pay up to $500 for the "loss" provide insurance such as is af- of your personal effects that are forded under this policy. contained in a covered "auto" due to This provision only applies if the the total theft of the covered "auto." written contract or agreement has We will pay only for those personal been executed or permit has been effects that are contained in covered issued, prior to the "bodily injury"or "autos" for which you carry either "property damage". Comprehensive or Specified Causes Of Loss Coverage. B. SUPPLEMENTAL PAYMENTS Our payment for"loss"of or damage SECTION II - COVERED AUTOS LIABILITY to personal effects will apply only on an excess basis over other collect- COVERAGE, item A. Coverage, 2. Coverage ible insurance. Extensions,a. Supplementary Payments, sub- paragraphs (2) and (4) are deleted and re- E. ADDITIONAL COVERAGES placed with the following: SECTION III - PHYSICAL DAMAGE COVER- (2) Up to $5,000 for cost of bail COVER- AGE, A.Coverage, is amended to include the following additional coverage items: bonds (including bonds for re- lated traffic law violations) re- 5. We will pay the expense of returning a quired because of an "accident" stolen covered "auto"to you. we cover. We do not have to furnish these bonds. 6. Fire Department Service Charge When a fire department is called to save (4) All reasonable expenses in- or protect a covered "auto", its equip- curred by the "insured" at our ment, its contents or occupants from a request, including actual loss of Covered Cause Of Loss, we will pay up earnings up to $500 per day be- to $1,000 for your liability for Fire De- cause of time off from work. partment Service Charges: CA70771013 Page 2 of 3 (a) Assumed by contract or agreement mean that you have such know- prior to loss; or ledge, unless receipt of such documents is known to you, any (b) Required by local ordinance. of your executive officers or No deductible applies to this additional partners or your insurance coverage. manager. F. AIRBAG COVERAGE - ACCIDENTAL DIS- CHARGE HAZARDS SECTION III - PHYSICAL DAMAGE COVER- Under SECTION IV - BUSINESS AUTO CON- AGE, Item B. Exclusions, subparagraph 3.a. DITIONS, B. General Conditions, 2. is deleted and replaced with the following: Concealment, Misrepresentation Or Fraud is amended to include the following additional a. Wear and tear, freezing, mechanical paragraph: or electrical breakdown. If you unintentionally fail to disclose any Mechanical breakdown does not ap- hazards existing at the inception date of ply to the accidental discharge of an your policy, we will not deny coverage airbag. under this Coverage Part because of G. GLASS REPAIR -WAIVER OF DEDUCTIBLE such failure. SECTION III - PHYSICAL DAMAGE COVER- J. WORLDWIDE COVERAGE AGE, item D. Deductible the following para- Under SECTION IV - BUSINESS AUTO CON- graph is added: DITIONS, B. General Conditions, 7. Policy No deductible shall apply to glass dam- Period, Coverage Territory, subparagraph (5) age if the glass is repaired rather than is deleted and replaced with the following: replaced. (5) Anywhere in the world, if: H. KNOWLEDGE AND NOTICE OF AN ACCI- DENT,CLAIM OR SUIT (a) A covered "auto" of the private passenger type is leased, hired, SECTION IV-BUSINESS AUTO CONDITIONS, rented or borrowed without a Item A. Loss Conditions is amended as fol- driver for a period of 45 days or lows: less; and Subparagraph a. under Item 2. Duties In (b) The "insured's" responsibility to The Event Of Accident, Claim, Suit Or pay damages is determined in Loss, is amended to include the following a "suit" on the merits, in the paragraphs: United States of America, This requirement applies when the Puerto Rio or Canada or in a settlement we agree to. "accident," claim, "suit" or "loss" is first known to: (c) If, for such "autos" a "suit" is (1) You, if you are an individual; brought outside the territory de- scribed in 7.(1) through 7.(4) (2) A partner, if you are a partner- above, we will reimburse the ship; or insured for defense expenses incurred with our written con- (3) An executive officer or insur- sent, but we will make no pay- ance manager, if you are a cor- ment, nor will we reimburse the poration. insured for damages. Subparagraph b.(2) under 2. Duties In K. DEFINITIONS The Event Of Accident, Claim, Suit Or Under SECTION V - DEFINITIONS, Item C. is Loss is amended as follows: replaced by the following: (2) Immediately send us copies of any request, demand, order, C. "Bodily injury" means bodily injury, sick- notice, summons or legal paper ness or disease sustained by a person, received concerning the claim including mental anguish, mental injury or "suit." or death resulting from any of these. "Bodily injury" includes mental anguish Your employees may know of or other mental injury resulting from documents received concerning "bodily injury". a claim or "suit". This will not CA 7077 1013 Page 3 of 3 Policy No: TRA4836368 COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. PRIMARY AND NONCONTRIBUTORY INSURANCE This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply un- less modified by the endorsement. SECTION IV - BUSINESS AUTO CONDITIONS, B. General Conditions, 5. Other Insurance, item c. is re- placed by the following: c. Regardless of the provisions of Paragraph a. above, this Coverage Form's Covered Autos Li- ability Coverage is primary and we will not seek contribution from any other insurance for any liability assumed under an "insured contract" that requires liability to be assumed on a primary noncontributory basis. CA 70 75 10 13 Policy No: 59UEAZM8223 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CONTRACTORS BROAD FORM ENDORSEMENT This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART INDEX 1. Alienated Premises Coverage 1 2. Damage To Your Work 1 3 Contractors Limited Professional Liability 1 >4. Per Project and Per Location General Aggregate Limits Of Insurance 2 5. Motor Vehicle Laws 3 6. Medical Payments Coverage—Including Products-Completed Operations 3 7. Insured Contract—Construction Operations And Municipal Work 3 8. Injury To Employee's Reputation With Respect To Incidental Medical Malpractice 3 9. Bodily Injury Employee Suits 4 10. Consolidated Insurance (Wrap-Up) Programs 4 11. Access Or Disclosure Of Confidential Or Personal Information And Data-Related Liability 4 12. Contractual Liability Coverage For Personal And Advertising injury 5 13. Supplementary Payments 6 14. Two Or More Coverage Parts Or Policies Issued By Us 6 —> 15. Notice of Cancellation to Certificate Holders 6 1. ALIENATED PREMISES COVERAGE This exclusion does not apply if the damaged work Exclusion j. Damage To Property of Section I — or the work out of which the damage arises was Coverage A is amended as follows: performed on your behalf by a subcontractor. a. The following exception to the exclusion is This provision does not apply if exclusion I. deleted: Damage To Your Work has been otherwise modified by endorsement. Paragraph (2) of this exclusion does not apply 3. CONTRACTORS LIMITED PROFESSIONAL if the premises are "your work" and were LIABILITY never occupied, rented or held for rental by you. The following exclusion is added to Paragraph 2., b. This exception is replaced by the following: Exclusions of Section I - Coverage A - Bodily Injury And Property Damage Liability, and to Paragraph (2) of this exclusion does not apply Paragraph 2., Exclusions of Section I - if the premises are"your work". Coverage B - Personal And Advertising Injury 2. DAMAGE TO YOUR WORK Liability: Exclusion I. Damage To Your Work of Section I- This insurance does not apply to "bodily injury", Coverage A is replaced by the following: "property damage" or "personal and advertising I. Damage to Your Work injury" arising out of the rendering of or failure to render any professional services by you with "Property damage" to that particular part of respect to your providing engineering, architectural "your work" out of which damage arises and or surveying services in your capacity as an included in the "products-completed engineer,architect or surveyor. operations hazard" Form HS 24 50 12 14 Page 1 of 6 ©2014,The Hartford Professional services include: 2. The Per Project General Aggregate Limit (1) The preparing, approving, or failing to prepare or the Per Location General Aggregate or approve, maps, shop drawings, opinions, Limit, whichever applies, is the most we reports, surveys, field orders, change orders, will pay for the sum of all damages under or drawings and specifications; and Coverage A. except damages because of "bodily injury" or "property damage" (2) Supervisory or inspection activities performed included in the "products-completed as a part of any related architectural or operations hazard", and for medical engineering activities. expenses under Coverage C regardless This exclusion applies even if the claims against of the number of; any insured allege negligence or other wrongdoing a. Insureds; in the supervision, hiring, employment, training or monitoring of others by that insured, if the b. Claims made or"suits" brought; or "occurrence" which caused the "bodily injury" or c. Persons or organizations making "property damage", or the offense which caused claims or bringing"suits". the "personal and advertising injury", involved the 3. Any payments made under Coverage A rendering of or failure to render any professional for damages or under Coverage C for services by you with respect to your providing engineering, architectural or surveying services in medical expenses shall reduce the Per your capacity as an engineer, architect or Project General Aggregate Limit for that surveyor. "project, or the Per Location General Aggregate for that "location", whichever This exclusion does not apply to your operations in applies. Such payments shall not reduce connection with construction work performed by the General Aggregate Limit shown in the you or on your behalf. Declarations, the Per Project General However, this exception to the exclusion will not Aggregate Limit for any other "project", or apply if you are in the business or profession of the Per Location General Aggregate Limit providing the professional services described for any other"location". above independent from the construction work 4. The limits shown in the Declarations for performed by you or on your behalf. Each Occurrence, Damage To Premises In the event this insurance applies to any injury, Rented To You and Medical Expense damage, loss, cost or expense covered by continue to apply. However, instead of Professional Liability insurance issued by a being subject to the General Aggregate company unaffiliated with us, then the insurance Limit shown in the Declarations, such afforded under this Coverage Part is excess over limits will be subject to the applicable Per such other valid and collectible Professional Project General Aggregate Limit if Liability insurance (including any deductible or attributable only to ongoing operations at self-insured retention portion thereof), and any a single "project" or the Per Location other valid and collectible insurance available to General Aggregate if attributable only to the insured whether primary, excess,contingent or ongoing operations at a single"location". on any other basis. B. For all sums which the insured becomes 4. PER PROJECT AND PER LOCATION legally obligated to pay as damages caused GENERAL AGGREGATE LIMITS OF by "occurrences" under Section I - Coverage INSURANCE A and for all medical expenses caused by A. For all sums which the insured becomes accidents under Section I - Coverage C , legally obligated to pay as damages caused which cannot be attributed only to ongoing by"occurrences" under Section I -Coverage operations at a single "project" or a single A, and for all medical expenses caused by "location"; accidents under Section I - Coverage C, 1. Any payments made under Coverage A which can be attributed only to ongoing for damages or under Coverage C for operations at a single "project" or a single medical expenses shall reduce the "location"; amount available under the General 1. A separate Per Project General Aggregate Aggregate Limit or the Products Limit or a separate Per Location General Completed Operations Aggregate Limit, Aggregate Limit applies to each "project" whichever is applicable;and or"location", whichever is applicable. The 2. Such payments shall not reduce any Per Per Project General Aggregate Limit and Project General Aggregate Limit or any Per Location Aggregate Limit is equal to Per Location General Aggregate Limit. the amount of the General Aggregate Limit shown in the Declarations. Page 2 of 6 Form HS 24 50 12 14 C. When coverage for liability arising out of the liability, uninsured motorists, underinsured "products-completed operations hazard" is motorists, no-fault or other coverages required provided, any payments for damages because by any motor vehicle insurance law. We will of "bodily injury" or "property damage" provide the required limits for those included in the "products-completed coverages. operations hazard" will reduce the Products- 6. MEDICAL PAYMENTS COVERAGE — Completed Operations Aggregate Limit, and INCLUDING PRODUCTS-COMPLETED not reduce the General Aggregate Limit,or any OPERATIONS Per Project General Aggregate Limit or any Per Location General Aggregate Limit. Paragraph 1.a. of the Insuring Agreement — D. The provisions of Section III - Limits Of Coverage C is replaced by the following: Insurance not otherwise modified by this 1. Insuring Agreement endorsement shall continue to apply as a. We will pay medical expenses as stipulated. described below for "bodily injury" caused E. The following is added to Section V by an accident: Definitions: (1) On premises you own or rent; "Project" means a premises an insured does (2) On ways next to premises you own or not own or rent and where such insured rent; performs construction-related operations. Each "project" involving the same or (3) Because of your operations; or connecting lots, or premises whose (4) Included within the definition of the connection is separated by a street, roadway, "products-completed operations waterway or right-of-wayrailroad shall be hazard;" considered a single "project". If a "project" has provided that: been abandoned and then restarted, or if the (1) The accident takes place in the authorized contracting parties deviate from "coverage territory' and during the plans, blueprints, designs, specifications or timetables, the "project" shall be considered a policy period; single "project". "Project" does not include a (2) The expenses are incurred and premises that is a"location". reported to us within three years of "Location" means a premises an insured owns the date of the accident;and or rents and where such insured performs (3) The injured person submits to business operations other than construction- examination, at our expense, by related operations. Each "location" involving physicians of our choice as often as the same or connecting lots, or premises we reasonably require. whose connection is separated by a street, 7. INSURED CONTRACT — CONSTRUCTION roadway, waterway or right-of-way railroad OPERATIONS AND MUNICIPAL WORK shall be considered a single "location." "Location" does not include a premises that is Paragraph d. of the definition of"insured contract" a"project". in Section V- Definitions is deleted and replaced This provision does not apply if the Per Project and the by the following: Per Location General Aggregate Limit has been d. An obligation, as required by ordinance, to otherwise modified by endorsement. indemnify a municipality. 5. MOTOR VEHICLE LAWS 8. INJURY TO EMPLOYEE'S REPUTATION WITH The following are added to Section IV RESPECT TO INCIDENTAL MEDICAL Commercial General Liability Conditions: MALPRACTICE 1. When this Coverage Part is certified as proof A. The following is added to paragraph 1.e. of the of financial responsibility for the future under Insuring Agreement—Coverage A: the provisions of any motor vehicle financial (3) With respect to incidental medical responsibility law, the insurance provided by malpractice, "bodily injury" includes the coverage part for Bodily Injury Liability or damages claimed for injury to emotions or Property Damage Liability will comply with the reputation of an "employee" arising out of provisions of the law to the extent of the the rendering or failure to render coverage and limits of insurance required by professional health care services as a that law. physician, dentist, nurse, emergency 2. With respect to "mobile equipment" to which medical technician or paramedic services. this insurance applies, we will provide any Form HS 24 50 12 14 Page 3 of 6 B. The following exclusion is added to Coverage a project or premises covered by a "consolidated B-Personal and Advertising Injury: insurance (wrap-up) program" per 10.A., we will "Personal and advertising injury arising out of apply either the coverage terms of this policy, or the rendering or failure to render professional the coverage terms of the "consolidated insurance health care services as a physician, dentist, (wrap-up) program", whichever coverage terms nurse, emergency medical technician or are narrower. paramedic. To the extent that this insurance applies to any 9. BODILY INJURY EMPLOYEE SUITS "bodily injury" or "property damage" arising out of a project or premises covered by a "consolidated A. "Bodily injury" as listed in paragraph 2.a.(1) of Section II - Who Is An Insured, does not insurance (wrap-up) program", this policy shall be subject to audit for premium based on payroll or apply to 2.a.(1)(a)through 2.a.(1)(c). construction value associated with operations B. Part a. of Paragraph 4. Mobile Equipment in performed by the insured for the project or on the Section II - Who Is An Insured does not premises related to the "consolidated insurance apply. (wrap-up) program" pursuant to this policy's C. Part a. of Paragraph 5. Nonowned premium audit provisions. Watercraft in Section II -Who Is An Insured "Consolidated insurance (wrap-up) program" does not apply. means any agreement or arrangement under 10. CONSOLIDATED INSURANCE(WRAP-UP) which contractors working on a specified project PROGRAMS are insured under one or more CGL policies issued by a specified carrier for injury or damage The following exclusion is added to Section I arising out of operations conducted in connection Coverage A: with or necessary or incidental to the project. The term project as used in this subparagraph 10. 11. ACCESS OR DISCLOSURE OF CONFIDENTIAL means any construction project subject to a OR PERSONAL INFORMATION AND DATA- "consolidated insurance (wrap-up) program". RELATED LIABILITY This insurance does not apply to any"bodily injury"or A. Exclusion p_ of Section I — Coverage A — "property damage" arising out of any project or Bodily Injury And Property Damage Liability premises where an insured under this policy is also is replaced by the following: an insured under a commercial general liability(CGL) p, Access Or Disclosure Of Confidential policy included within a "consolidated insurance Or Personal Information And Data- (wrap-up) program." This exclusion applies even if the limits of insurance for such "consolidated Related Liability insurance (wrap-up) program" are exhausted or the Damages arising out of: CGL coverage afforded under the "consolidated (1) Any access to or disclosure of any insurance program" is narrower in scope than the person's or organization's confidential coverage provided by this policy. or personal information, including This exclusion does not apply to: patents, trade secrets, processing A. "Bodily injury" or "property damage" that methods, customer lists, financial commences after the "products-completed information, credit card information, operations hazard" coverage or any health information or any other type of completed operations extension provided by nonpublic information;or the "consolidated insurance (wrap-up) (2) the loss of, loss of use of, damage to, program" has ended or is no longer in effect. corruption of, inability to access, or B. "Bodily injury" or "property damage" when an inability to manipulate "electronic insured under this policy is also an insured data that does not result from under the "consolidated insurance (wrap-up) physical injury to tangible property. program", but is performing certain operations This exclusion applies even if damages that are not included in the "consolidated are claimed for notification costs, credit insurance (wrap-up) program" if the project or monitoring expenses, forensic expenses, premise subject to the "consolidated public relations expenses or any other is endorsed loss, cost or expense incurred by you or insurancetothis (wrap-up)icy, program" others arising out of that which is onto policy. C. "Bodily injury" or "property damage"for which described in Paragraph (1)or(2) above. you are solely an additional insured under the However, unless Paragraph (1) above "consolidated insurance(wrap-up)program". applies, this exclusion does not apply to liability for damages because of "bodily To the extent that this insurance applies to any injury' "bodily injury" or "property damage" arising out of 0 Page 4 of 6 Form HS 24 50 12 14 I B. The following is added to Paragraph 2. b. Loss of use of tangible property that is not Exclusions of Section 1 — Coverage B — physically injured. All such loss of use Personal and Advertising Injury : shall be deemed to occur at the time of 2. Exclusion the"occurrence"that caused it;or This insurance does not apply to: c. Loss of, loss of use of, damage to, corruption of, inability to access, or Access Or Disclosure Of Confidential inability to properly manipulate "electronic Or Personal Information data", resulting from physical injury to "Personal and advertising injury" arising tangible property. All such loss of out of any access to or disclosure of any "electronic data" shall be deemed to occur person's or organization's confidential or at the time of the "occurrence" that personal information, including patents, caused it. trade secrets, processing methods, For the purposes of this insurance, "electronic customer lists, financial information, credit data" is not tangible property. card information, health information or any 12. CONTRACTUAL LIABILITY COVERAGE other type of nonpublic information. FOR PERSONAL AND ADVERTISING This exclusion applies even if damages INJURY are claimed for notification costs, credit monitoring expenses, forensic expenses, A. Exclusion e. of Section I - Coverage B — public relations expenses or any other Personal And Advertising injury loss, cost or expense incurred by you or Liability is replaced by the following: others arising out of any access to or This insurance does not apply to: disclosure of any person's or organization's confidential or personal e. Contractual Liability information. "Personal and advertising injury" for which the insured has assumed C. The following paragraph is added to Section liability in a contract or III—Limits Of Insurance: agreement.This exclusion does not Subject to Paragraph 5. Each Occurrence apply to liability for damages: Limit,the most we will pay under Coverage A (1) That the insured would have in for "property damage" because of all loss of the absence of the contract or "electronic data" arising out of any one "occurrence" is $100,000, unless modified by Assumed agreement;orn a contract or endorsement. {2} agreement that is an "insured D. The following definition is added to Section V contract", provided the "personal -Definitions: and advertising injury" occurs "Electronic data" means information, facts or subsequent to the execution of programs: the contract or agreement. Solely a. Stored as or on; for the purposes of liability assumed in an "insured contract", b. Created or used on; or reasonable attorney fees and c. Transmitted to or from; necessary litigation expenses computer software, (including systems and incurred by or for a party other applications software) hard or floppy disks, than an insured are deemed to be CD-ROMS, tapes, drives, cells, data damages because of "personal processing devices or any other media which and advertising injury", provided: are used with electronically controlled (a) Liability to such party for, or equipment for the cost of, that party's E. For the purposes of the coverage provided by defense has also been this provision, the definition of "property assumed in the same damage" in Section V - Definitions is "insured contract";and replaced by the following: (b) Such attorney fees and "Property damage" means: litigation expenses are for defense of that party against a. Physical injury to tangible property, a civil or alternative dispute including all resulting loss of use of that resolution proceeding in property. All such loss of use shalt be which damages to which this deemed to occur at the time of the insurance applies are alleged. physical injury that caused it; Form HS 24 5012 14 Page 5 of 6 B. Subparagraph f. of the definition of 13. SUPPLEMENTARY PAYMENTS "insured contract" (Section V — In the Supplementary Payments—Coverages A replacedby following: and B provision: Definitions) is the f. That part of any other contract or The limit for the cost of bail bonds in increased to agreement pertaining to your business $2,500. (including an indemnification of a 14. TWO OR MORE COVERAGE PARTS OR municipality in connection with work performed for a municipality) under POLICIES ISSUED BY US which you assume the tort liability of If this policy and any other policy issued to an another party to pay for "bodily injury", insured by us or any affiliated company provides "property damage", or "personal and coverage that applies to the same claim or advertising injury" to a third person or damages, the maximum applicable limit(s) of organization. Tort liability means a liability or limit of insurance under all the policies liability that would be imposed by law will not exceed the highest applicable limit of in the absence of any contract or liability or limit of insurance under any one policy. agreement. Paragraph f. includes that This condition does not apply to any policy issued part of any contract or agreement that by us or an affiliated company specifically written indemnifies a railroad for "bodily to apply as excess insurance over this policy. injury", "property damage", or ) 15. NOTICE OF CANCELLATION TO CERTIFICATE "personal and advertising injury" HOLDER(S) arising out of construction or demolition operations, within 50 feet This policy is subject to the following additional of any railroad property and affecting Conditions: any railroad bridge or trestle, tracks, A. If this policy is cancelled by the Company, road-beds, tunnel, underpass or other than for nonpayment of premium, notice crossing. of such cancellation will be provided at least However, Paragraph f. does not thirty (30) days in advance of the cancellation include that part of any contract or effective date to the certificate holder(s) with agreement: mailing addresses on file with the agent of record or the Company. (1) That indemnifies an architect, engineer or surveyor for injury or B. If this policy is cancelled by the Company for damage arising out of: nonpayment of premium, or by the insured, notice of such cancellation will be provided (a) Preparing, approving, or within (10) days of the cancellation effective failing to prepare or approve, date to the certificate holder(s) with mailing maps, shop drawings, addresses on file with the agent of record or opinions, reports, surveys, the Company. field orders, change orders or drawings and specifications; If notice is mailed, proof of mailing to the last or known mailing address of the certificate holder(s) on file with the agent of record or the Company will (b) Giving directions or be sufficient proof of notice. instructions, or failing to give Any notification rights provided by this them, if that is the primary endorsement apply only to active certificate cause of the injury or holder(s) who were issued a certificate of damage; or insurance applicable to this policy's term. (2) Under which the insured, if an Failure to provide such notice to the certificate architect, engineer or surveyor, holder(s) will not amend or extend the date the assumes liability for an injury or cancellation becomes effective, nor will it negate damage arising out of the cancellation of the policy. Failure to send notice insured's rendering or failure to shall impose no liability of any kind upon the render professional services, Company or its agents or representatives. including those listed in (1) above and supervisory, inspection, architectural or engineering activities. Page 6 of 6 Form HS 24 50 12 14 POLICY NUMBER: TRA4836368 COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US (WAIVER OF SUBROGATION) This endorsement modifies insurance provided under the following: AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply un- less modified by the endorsement. This endorsement changes the policy effective on the inception date of the policy unless another date is indicated below. Named Insured: Caliente Construction, Inc. Endorsement Effective Date: 10/01/2018 SCHEDULE Name(s) Of Person(s) Or Organization(s): AUTOMATIC STATUS WHEN REQUIRED BY CONTRACT Information required to complete this Schedule, if not shown above, will be shown in the Declarations. The Transfer Of Rights Of Recovery Against Oth- ers To Us Condition does not apply to the person(s) or organization(s) shown in the Sched- ule, but only to the extent that subrogation is waived prior to the "accident" or the "loss" under a contract with that person or organization. ®Insurance Services Office,Inc.,2011 CA 04 44 10 13 THIS ENDORSEMENT CHANGES THE POUCY. PLEASE READ IT CAREFULLY. WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT Policy Number:59WEAZ07545 Endorsement Number: Effective Data: 1 010 1/20 1 8 Effective hour is the same as sM1ed on the information Page of the policy. Named insured and Address: Caliente Construction, Inc. 485 W.Vaughn Street Tempe,AZ 85283 We have tie right to recover our payments from anyone liable for an Injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. This agreement shall not operate dims t y or Indirectly 10 benefit anyone not named in the Schedule. SCHEDULE ANY PERSON OR ORGANI7ATtON FROM WHOM YOU ARE REQUIRED BY WRITTEN CONTRACT OR AGREEMENT TO OBTAIN THIS WAVER OF RIGHTS FROM US. Countersigned by Authorized Representative IForm WC 00 0313 Printed In U.S.A. I ,y- f ' THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY, WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT - CALIFORNIA Policy Number 59 NRA ZQ7545 Endorsement Number: 01 Effective Data: 10/01/203.8 Effective hour Is the same as stated on the Information Pegs of the policy. Named Insured end Address: CALIB TE CONSTRUCTION, INC. 485 N =MN ST T IPE, AZ 85283 We have the right to recover ow payments from anyone liable for an injury covered by this policy. We we not enforce our right against the person or organization named In the Schedule. (This agreement applies only b the extant that you perform work under a written contract that requires you 10 obtain this agreement from us.) You must m■hEo{n payroll monis accurately segregating the remunerelon of your Willimaiaa while engaged to the work described in the Schedule_ The additional premium for this endorsement deal be 9L of the California waiters' compensation premium otherwise due on such remuneration. SCHEDULE Person or Organization Job Description ANY PERSON OR ORGANIZATION FROM WHOM YOU ARE REQUIRED BY WRITTEN CONTRACT OR AGREEMENT TO OBTAIN THIS WAIVER OF RIGHTS FROM US Countersigned by Authorized Representative Form WC 04 03 00 (1) Printed In U.S.A. Process Date: Policy Expiration Date: 10/az/19 Policy No: 59CPIZM5907 b. To sue us on this Policy, unless all of its terms have been fully complied with. A person or organization may sue us to recover on an "agreed settlement" or on a final judgment against an "insured"; but we will not be liable for"professional loss", "protective loss", "pollution damages", "rectification expense", "pollution damages", "emergency mitigation expense" or "claim expense"that is not payable under the terms of this Policy or that is in excess of the applicable Limits of Insurance provided in SECTION IV — LIMITS OF INSURANCE and SELF INSURED RETENTIONS and shown in the Declarations or on an endorsement to this Policy. 13. Bankruptcy of an "Insured" Bankruptcy or insolvency of an "insured" or an "insured's" estate will not relieve us of our obligations under this Policy. 14. Authorization Clause Except as otherwise expressly provided in this policy, the first Named Insured will be the sole agent of and will act on behalf of "insureds" for all purposes as to the Policy, including but not limited to the payment or reimbursement of any applicable "self-insured retention", payment or return of premium, receipt and acceptance of any endorsement issued to this Policy, providing and receiving notice of cancellation, termination, or non-renewal, making any change to the Policy, and the exercise or declining to exercise any right under this Policy, including the purchase of any Coverage Parts available under this Policy or any supplemental "extended reporting period" available for Coverage Parts provided on a Claims Made and Reported basis. 15. Severability of Policy Provisions If any material provision or clause of this Policy is declared illegal or unenforceable by any court of competent jurisdiction or by statute and cannot be modified to be enforceable, that provision will immediately become null and void leaving the remainder of this Policy in full force and effect. 16. Headings The descriptions in the headings of this Policy are solely for convenience and form no part of the terms and conditions of the Policy. 17. Separation of Insureds Except with respect to SECTION II - EXCLUSIONS, Paragraph 12. Claims Between Insureds; SECTION IV — LIMITS OF INSURANCE AND SELF-INSURED RETENTION; SECTION V—CONDITIONS, Paragraph 10. Undisclosed Material Risk, and any rights or duties specifically assigned in this Policy to the first Named Insured, this insurance applies: a. As if each "insured"were the only"insured"; and b. Separately to each "insured"against whom a "claim" is made. 18. Other Insurance a. This insurance is excess over all applicable "self-insured retentions" and all other insurance available to an "insured" regardless of the type of such other insurance, and whether such other insurance is primary, pro rata, contributory, excess, contingent, self-insured or otherwise, unless such other insurance is written specifically excess of this Policy by reference to this Policy's number in such excess policy's schedule of underlying insurance. b. Notwithstanding SECTION V - CONDITIONS, Paragraph 18.a. above, this insurance is excess over any "design professional's insurance" whether such other insurance is primary, contributory, excess, contingent, self-insured or otherwise, and regardless of whether such "design professional's insurance"is written specifically excess of this Policy by reference to this Policy's number in such excess policy's schedule of underlying insurance. c. The coverage afforded under this Policy for an "additional insured" is primary to any other insurance available to such "additional insured"when required by written contract or written agreement between the "insured" and the "additional insured" executed prior to a "claim" or "pollution incident" involving such "additional insured". However, to the extent that the "additional insured" is named as an additional insured on another insurance policy that also provides primary coverage, we shall share with that other insurance as follows: Form CL 00 05 10 15 Page 17 of 24 1. If all of the other insurance permits contribution by equal shares, we will follow this method also. Under this approach, each insurer contributes equal amounts until it has paid its applicable limit of insurance or none of the loss remains, whichever comes first. 2. If any of the other insurance does not permit contribution by equal shares, we will contribute by limits. Under this method, each insurer's share is based on the ratio of its applicable limit of insurance to the total applicable limits of insurance of all insurers. d. An "insured" must submit all "claims", "professional incidents", "protective incidents", "pollution incidents" and "pollution injuries" for defense and indemnity to any other applicable or potentially applicable insurance. When any other insurance has a duty to defend a "claim", we will have no duty to pay "claim expense". If no such other insurance defends the "claim" and we have an obligation to pay "claim expense" under this insurance, we will have the right to control the defense of an "insured" with counsel of our mutual agreement as set forth in SECTION V—CONDITIONS, Paragraph 3. Defense of Claim. — › 19. Additional Insureds (Applicable to Coverage Parts D, F and G Only) This Policy extends coverage to "additional insureds" under COVERAGE D - CONSTRUCTION JOB SITE POLLUTION, COVERAGE F — CONSTRUCTION RELATED TRANSPORTATION POLLUTION, and COVERAGE G — NON-OWNED DISPOSAL SITE POLLUTION. Coverage for "additional insureds" is extended: a. Only when a Limit of Insurance for such Coverage Part is shown in the Declarations; and b. With respect to the "additional insured's" liability resulting solely from "covered operations" or"completed operations" at a "construction jobsite", "transportation" to or from a "construction jobsite", or disposal of waste or materials generated at a "construction jobsite" performed by an "insured" or by those acting on behalf of an "insured" other than the "additional insured"; and c. Only for the period of time required by the written contract or written agreement, or written permit or written license, between the "insured"and "additional insured". Coverage for "additional insureds" shall not exceed the lesser of the applicable Limit of Insurance available under this Policy or the Limit of Insurance required by written contract or written agreement, or written permit or written license, between the"insured"and the "additional insured." If coverage under this Policy is extended to an "additional insured" under this SECTION V - CONDITIONS, Paragraph 19., subject to all limitations set forth herein, the "additional insured" will be deemed an "insured" under this Policy. SECTION VI—EXTENDED REPORTING PERIODS(CLAIMS MADE AND REPORTED COVERAGES) This Section applies to any Coverage Part or endorsement to this Policy issued on a Claims Made and Reported basis. 1. Basic Extended Reporting Period We will provide a basic"extended reporting period", as described below, if: a. This Policy is canceled or not renewed by us for any reason other than nonpayment of premium, fraud or misrepresentation; or b. We renew or replace this Policy with insurance that does not apply to "claims", "protective indemnity claims", "professional incidents", "pollution incidents"or"pollution injury"that would be covered under this Policy. c. Subject to SECTION VI — EXTENDED REPORTING PERIODS, Paragraphs 1a. and lb. above, a basic "extended reporting period" is automatically provided without additional charge. This period starts with the end of the"policy period"and lasts for 90 days. The basic "extended reporting period" does not apply to "claims", "protective indemnity claims", "professional incidents", or"pollution incidents"that are covered under any subsequent insurance providing coverage to an "insured", or that would be covered by the subsequent insurance, except for exhaustion of limits. 2. Supplemental Extended Reporting Period We will provide a supplemental "extended reporting period" at the written request of the first Named Insured made no later than 60 days after the end of the "policy period." The supplemental "extended reporting period" will be provided by endorsement to this Policy for an additional premium charge. The endorsement shall set forth all terms and conditions applicable to the supplemental "extended reporting period". Page 18 of 24 Form CL 00 0510 15 POLICY NUMBER: 59CPIZM5907 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF SUBROGATION This endorsement modifies insurance provided under the following: CONTRACTORS PROFESSIONAL AND PROTECTIVE INDEMNITY PLUS (CPPI+) SECTION V-CONDITIONS, paragraph 11. Subrogation is deleted and replaced with the following: 11. Subrogation In the event of any payment under this Policy, an "insured" will execute and deliver all requested instruments and papers to us and take whatever other actions are reasonably necessary and requested by us to exercise our rights of subrogation. An "insured" will do nothing to waive or prejudice our rights of subrogation. We will have priority over an "insured" in allocation of any recovery, and any amounts recovered in excess of our total payment and our cost of recovery will be paid to the "insured". The Policy Aggregate Limit of Insurance will be reinstated by the amount recovered by us, less our cost of recovery. We waive our rights of subrogation under this Policy only to the extent such a waiver is required by written contract or written agreement executed by an "insured" prior to a "claim", "protective indemnity claim", "pollution incident", "professional incident", or"protective incident". All other terms and conditions remain unchanged. I Form CL 28 24 10 15 Page 1 of 1 ©2016, The Hartford