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2023-053 PO 20230345- Marquess & Associates Inc
� Purchase Order Ci JAI Tf ,VaIt Fiscal Year 2023 • Page: 1 of: 1 B City of Ashland0_ _v t =; .1 :_r_•i a-z0tw_ I ATTN: Accounts Payable Purchase L 20 E. Main 20230345 Ashland, OR 97520 Order# T Phone: 541/552-2010 O Email: payable@ashland.or.us V H C/O Information Technology Dep E MARQUESS &ASSOCIATES, INC. I 90 North Mountain Ave- N 1120 E JACKSON p Ashland, OR 97520 MEDFORD, OR 97501 Phone: 541/552-2400 O T Fax: 541/552-2435 R O r ii elal a k(a- M Jason We•ner - 3= r �aSCs`A7.-M = m 11 Ma4�e 06/14/2023 162FOB ASHLAND ORCit Accounts Pa able M[fl _ f __71k 6-1Ti ^ _a = Lr 4fdli (IM-.=0 ffo Data Center HVAC Investigation 1 Data Center HVAC Investigation 1.0 $8,000.00 $8,000.00 Goods and Services Agreement(Less than $35,000) Completion date: June 30, 2023 Project Account: Project Account: *************** GL SUMMARY*************** 024700-604100 $4,000.00 • 027500-604100 $4,000.00 -44 By: I ►► Date: -- — Authorized Signaa,e °�� ��_�� $8,000.00 FO #3 CITY OF A request ®r Purchase Or4SH LAN D REQUISITION Date of request: 06/13/2023 Required date for delivery: Vendor Name Marquess&Associates Inc. Address,City,State,Zip 1120 E.Jackson St.Medford,OR 97504 Contact Name&.Telephone Number Juan Moreira Email address \- j.moreira@marquess.com SOURGING )• ETHOD ❑ Exem,t fro I Competitive Bidding ❑ Invitation to Bid ❑ Emergency ❑ Reaso fo -xemption: • Date approved by Council: • ❑ Form#13,Written findings and Authorization ❑ AMC 2.'I _(Attach copy of council communication) 0 Written quote or proposal attached ig Writt- q ,'te or proposal attached _(If council approval required,attach copy of CC) ❑ S .11 Proc •,•ment ❑ Request for Proposal Cooperative Procurement Not. ceedin• '.5 01! pate approved by Council: IIIState of Oregon • Direct Award (Attach copy of council communication) Contract# N Verbal/Written bid(s)or proposal(s)'/ ' Request for Qualifications(Public Works) ❑ State of Washington 11,t- .pproved by Council: Contract# �' t® , ?tach copy of council communication) ❑ Other government agency contract Intermediate Procurement t .,/LI Sole Source Agency GOODS&SERVICES i ' ❑ Applicable Form(#5,6,7 or 8) Contract# Greater than '.5 000 and le- than .I 01110 ❑ Written quote or proposal attached 1 Intergovernmental Agreement ❑ (3)Written bids&sol station att.;! ed ❑ Form#4,Personal Services$5K to$75K Agency P-ERSON'ACSERVICES 9 a: g •,... Date approved by Council: ❑ Annual cost to City does not exceed$25,000. eater -.n$5;000 and-leshan_$75,000 Valid until: (Date)1 Agreement approved by Legal and approved/signed by 127-essihan.$35,000.by directappoi irden U Special Procurement City Administrator.AMC 2.50.070(4) • (3)Written proposals&solicitation attached ❑ Form#9,Request for Approval ❑ Annual cost to City exceeds$25,000,Council ❑ Form#4,Personal Services$5K to$75K ❑ Written quote or proposal attached approval required.(Attach copy of council communication) Date approved by Council:_ Valid until: Date • Description of SERVICES Data Center HVAC Investigation TOTAL COST $,8,000 00 .u. Item# Quantity Unit Description of MATERIALS Unit Price Total Cost 0 Per attached quotelproposal ,TOTAL.COST , Project Number Account Number 0 2 4 7 0 0.6 0 4 1 o o $4000 I , Account Number - Account Number 0 2 7 5 0 0- 6,0 4 1 0 0 $4000 , *Expenditure must be charged to the appropriate account numbers for the financials to accurately reflect the actual expenditures. . IT Director in collaboration with department to approve all hardware and software purchases: . J r A_,(Il3/23 IT Dir for Dat Support-Yes/No By signing this requisition form;l certify that the City's public contracting requirements have been satisfied. Employee: £ 645 yeze‘e-- Department Head: Lt (Equal to or greater than$5,000) Department Manager/Supervisor: City Manager: Gre terth . $35,000) Funds appropriated for current fiscal year: YES/NO !I\� , ,.fuiAah ire t r( qg9 o orgreaterthan$5, D6 Comments: 7 ( Form#3-Requisition 6' ' L .. A^. 2 J. b t`e t f.? *.} @'AN ; �: -,T.fie;,,' h .'.s.,'..'.','•,` .... ',,'14".,, '.,'-i - -. 1• ' ` M• _-' „ ' .- %0 y nr A• 1• ,,yt Kariann Olson . From: Scott Fleury i Sent:• , Wednesday,Jurie 14,2023'9:1Z AM ; • To: ' Kariann Olson Cc: ' Jason Wegner ' Subject RE:Sourcing method? ! Kari_ i . ' safe c..,_3‘.4,, .'sem `�?4 Jasoni ,a?dir�ectaward: rofes ions = ices contract withMarquess idorder to have them develop a more formal ' r • nee and associated specifications for the ,roject" ; ' " f Once that stage is complete we will update the ITB and do a formal solicitation for the construction phase of the project. • , - Thanks, :, ! Scott A. Fleury, P.E. Public Works Director ' ; City of Ashland; :public, Works` - ' : • ; . • , ' 20 East; Main Street; Ashland OR 97520 . ` , • . (541)'.552-2412 ,TTY 800-735-2900., Fax: (541) 488-6006 ' This email transmission is official business of the City ofAshland, and •it is subject to'. Oregon Public Records Law,for 'disclosure .•and retention. If you have received this' message in error; please contact .me at (541) 552-2412. .Thank you. r;: ' . • , From: Kariann Olson<kari.olson@ashland.or.us> , ' , Sent:Wednesday,'June 14,2023 9 : :01 AM I • To:Scott Fleury<scott.fleury@ashland:or.us> . ; ' Cc: Kariann Olson<kari.olson@ashland.or.us> i • Subject:Sourcing method ? r i Hello Scott, • Got a "Sourcing Method"for the"Data Center HVAC Investigation contract? Did you process a Request for , Qualifications or is it a'.Direct Award? ' 1 , I Please advise. Thank you. Kariann(Kari)Olson,Purchasing Specialist, ' , 1 „ # •I • City of Ashland • Purchasing Office . • 90 North Mountain Avenue,Ashland, Oregon 97520 541.488.5354 I TTY 800.735.2900 Kari.olson@ashland.or.us , . This email transmission is official business of the City of Ashland,and it is subject to Oregon Public Records Law for disclosure and • retention.If you have received this message in error,please contact me at 541.488.5354.. • • • • • 2 • Kariann Olson From: Kariann Olson Sent: Wednesday,June 14,2023 9:03 AM To: . Cobi Glick Cc: Kariann Olson - Subject': FW:Sourcing method? 1 FYI. . .email below. . .always need to check off appropriate sourcing method on requisition form. I can share information about the sourcing methods if you would like. Thank you. Kariann(Kari)Olson,Purchasing Specialist 9tfa i2 City of Ashland: Purchasing Office 90 North Mountain Avenue,Ashland, Oregon 97520 ( > 541.488.5354 I TTY 800.735.2900 • Kari.olson(@ashland.or.us This email transmission is official business of the City of Ashland,and it is subject to Oregon Public Records Law for disclosure and retention.If you have received this message in error,please contact me at 541.488.5354.. From: Kariann Olson<kari.olson@ashland.or.us> , Sent:Wednesday,June 14,2023 9:01 AM To:Scott Fleury<scott.fleury@ashland.or.us> - - - Cc: Kariann Olson<kari.olson@ashland.or.us> - ' Subject:Sourcing method ? Hello Scott, ' Got a "Sourcing Method"for the"Data Center HVAC Investigation"contract? Did you process a Request for Qualifications or is it a Direct Award? ' Please advise. Thank you. - Kariann (Kari)Olson,Purchasing Specialist 1 • lor o ,ci City of Ashland Purchasing Office . 90 North Mountain Avenue,Ashland,Oregon 97520 541.488.5354 I TTY 800.735.2900 Kari.Qlsonftashland.or_us . This email transmission is official business of the City of Ashland,and it is subject to Oregon Public Records Law for disclosure and retention.If you have received this message in error,please contact me at 541.488.5354.. • ti • • ' l 2 ' GOODS AND SERVICES AGREEMENT (LESS THAN $35,000) PROVIDER: Marquess &Associates Inc. CITY O.F PROVIDER'S CONTACT: Juan Moreira ASH LAN D 20 East Main Street ADDRESS: 1120 E. Jackson St. Medford, OR 97504 Ashland, Oregon 97520 Telephone: 541/488-5587 PHONE: Mobile(541) 821-7227 Office(541)772-7115 Fax: 541/488-6006 . • • This Goods and,Services Agreement (hereinafter `..`Agreement") is entered into by and between the City of Ashland, an Oregon municipal corporation (hereinafter "City") and Marquess & Associates Inc. (a domestic business corporation) ("hereinafter"Provider"),for a data center HVAC investigation. 1. PROVIDER'S OBLIGATIONS 1.1 Provide an engineering report based on review of existing HVAC systems and determine cooling room requirements for comparison to the existing system serving the IT data room as set forth in the "SUPPORTING DOCUMENTS" attached hereto and, by this reference, incorporated herein. Provider. expressly acknowledges that time is of the essence of any completion date set forth in the SUPPORTING DOCUMENTS,and that no waiver or extension of such deadline may be authorized except in the same manner as herein provided for authority to exceed the maximum compensation. The services defined and described in the "SUPPORTING DOCUMENTS" shall hereinafter be collectively referred to as "Work." . 1.2 Provider shall obtain and maintain during the term of this Agreement and until City's final acceptance of all Work received hereunder,a policy or policies of liability insurance including commercial general liability insurance with a combined single limit, or the equivalent, of not less than $2,000,000 (two million dollars)per occurrence for Bodily Injury and Property Damage. 1.2.1 The insurance required in this Article shall include the following coverages: • Comprehensive General or Commercial General Liability, including personal injury, • contractual liability,and products/completed operations coverage; and • Automobile Liability; and • Workers' Compensation. 1.2.2 Each policy of such insurance shall be on an "occurrence" and not a "claims made" form, and shall: • Name as additional insured "the City. of Ashland, Oregon, its officers, agents and employees" with respect to claims, arising out of the provision of Work under this Agreement; S • Apply to each named and additional named insured as though a separate policy had been. issued to each,provided that the policy limits shall not be increased thereby; • Apply as primary coverage for each additional named insured except to the extent that two or more such policies are intended to "layer" coverage and, taken together, they provide total coverage from the first dollar of liability; • Provider shall immediately notify the City of any change in insurance coverage Page 1'of 5: Goods and Services Agreement between the City of Ashland and Marquess&Associates Inc. • .P • I �q• • Provider shall supply an endorsement naming the City, its officers, employees and agents as additional insureds by the Effective Date of this Agreement; and • Be evidenced by a certificate or certificates of such insurance approved by the City. 1.3 Provider shall,at its own expense,maintain Worker's Compensation Insurance in compliance with ORS 656.017, which requires subject employers to provide workers' compensation coverage for all of its subject workers. 1.4 Provider agrees that no person shall, on the grounds of race, color, religion, creed, sex, marital status, familial status or domestic partnership, national origin, age, mental or physical disability, sexual orientation, gender identityor source of income, suffer discrimination in .the performance of this Agreement when employed by Provider. Provider agrees to comply with all applicable requirements of federal and state civil rights and rehabilitation statutes, rules and regulations. Further, Provider agrees not to discriminate against a disadvantaged business enterprise,minority-owned business,woman-owned business, a business that a service-disabled veteran owns or an emerging small business enterprise certified under ORS 200.055, in awarding subcontracts as required by ORS 279A.110. 1.5. In all solicitations either by competitive bidding or negotiation made by Provider for work to be performed under a subcontract, including procurements of materials or leases of equipment, each potential subcontractor or supplier shall be notified by the Providers of the Provider's obligations under this Agreement and Title VI of the Civil Rights Act of 1964 and other federal nondiscrimination laws. 1.6 Living Wage Requirements: If the amount of this Agreement is $24,050.68 or more, Provider is required to comply with Chapter 3.12 of the Ashland Municipal Code by paying a living wage, as defined in that chapter, to all employees performing Work under this Agreement and to any Subcontractor who performs 50% or more of the Work under this Agreement. Provider is also required to post the notice attached hereto as "Exhibit A"predominantly in areas where it will be seen by all employees. 1.7 Assignment: Provider shallnot assign this Agreerrient or subcontract any portion of the Work to be provided hereunder without the prior written consent of the City. Any attempted assignment or subcontract without written consent of the City shall be void. ,Provider shall be fully responsible for the acts or omissions of any assigns or subcontractors and of all persons employed by them,and the approval by the City of any assignment or subcontract shall not create any contractual relation between the assignee or subcontractor and the City. 2. CITY'S OBLIGATIONS 2.1 City shall pay Provider the sum of$8,000 as provided herein as full compensation for the Work as specified in the SUPPORTING DOCUMENTS.. 2.2 In no event shall Provider's total of all compensation and reimbursement under this Agreement exceed the sum of$8,000 without express, written approval from the City official whose signature appears below, or such official's successor in office. Provider expressly acknowledges that no other person has authority to order or authorize additional Work which would cause this maximum sum to be exceeded and that any authorization from the responsible official Must be in writing. Provider further acknowledges that any Work delivered or expenses incurred without authorization as provided herein is done at Provider's own risk and as a volunteer without expectation of compensation or reimbursement. Page 2 of 5: Goods and Services Agreement between the City of Ashland and Marquess&Associates Inc. 3. GENERAL PROVISIONS 3.1 This is a non-exclusive Agreement. City is not obligated to procure any specific amount of Work from Provider and is free to procure similar types of goods and services from other providers in its sole discretion. 3.2 Provider is an independent contractor and not an employee or agent of the City for any purpose. 3.3 Provider is not entitled to, and expressly waives all claims to City benefits such as health and disability insurance,paid leave, and retirement.. 3.4 This Agreement embodies the full and complete understanding of the parties respecting the subject matter hereof. It supersedes all prior agreements,negotiations,and representations between the parties, whether written or oral. 3.5 This Agreement may be amended only by written instrument executed with the same formalities as this Agreement. 3.6 The following laws of the State of Oregon are hereby incorporated by reference into this Agreement: ORS 279B.220,279B.230 and 279B.235. 3.7 This Agreement shall be governed by the laws of the State df Oregon without regard to conflict of laws principles. Exclusive venue for litigation of any action arising under this Agreement shall be in the Circuit Court of the State of Oregon for Jackson County unless exclusive jurisdiction is in federal-court, in which case exclusive venue shall be in the federal district,court for the district of Oregon. Each party expressly waives any and all rights to,maintain an action under this Agreement in any other venue, and expressly consents that, upon motion of the other party,'any case may be dismissed or its venue transferred, as appropriate, so as to effectuate this choice ofivenue. 3.8 Provider shall defend,save,hold harmless and indemnify.the City and its officers,employees and agents from and against any and all claims, suits, actions, losses, damages, liabilities, costs, arid expenses of any nature resulting from, arising out of, or relating to the activities of Provider or its officers, employees, contractors, or agents under this Agreement. 3.9 Neither party to this Agreement shall hold the other responsible for damages or delay in performance caused by acts of God,strikes, lockouts,accidents,or other events beyond the control of the other or the other's officers, employees or agents. 3.10 If any provision of this Agreement is found by a court of competent jurisdiction to be unenforceable, such provision shall not affect the other provisions, but such unenforceable provision shall be deemed modified to the extent necessary to,render it enforceable, preserving to the fullest extent permitted the • intent of Provider and the City set forth in this Agreement. 3.11 Deliveries will be F.O.B destination. Provider shall pay all,transportation and handling charges for the Goods.Provider is responsible and liable for loss or damage until final inspection and acceptance of the Goods by the City. Provider remains liable for latent defects,fraud, and;.warranties. 3.12 The City may inspect and test the Goods. The City may reject non-conforming Goods and require Provider to correct them without charge or deliver them at a reduced price, as negotiated. If Provider . does not cure any defects within a reasonable time, the City may reject the Goods and cancel this Page 3 of 5: Goods and Services Agreement between the City of Ashland and Marquess&Associates Inc. , . I r Agreement in whole or in part. This paragraph does not affect or limit the City's rights, including its rights under the Uniform Commercial Code, ORS Chapter 72 (UCC). 3.13 Provider represents and warrants that the Goods are new, current, and fully warranted by the manufacturer. Delivered Goods will comply with SUPPORTING DOCUMENTS and be free from defects in labor, material and manufacture.Provider shall transfer all warranties to the City. 4. SUPPORTING DOCUMENTS 4.1 The following documents are, by this reference, expressly incorporated in this Agreement, and are collectively referred to in this Agreement as the"SUPPORTING.DOCUMENTS:" • The Provider's complete written proposal dated May 24,2023. 4.2 This Agreement and the SUPPORTING DOCUMENTS shall be construed to be . mutually complimentary and supplementary wherever possible. In the event of a conflict which cannot be so resolved, the provisions of this Agreement itself shall control over any conflicting provisions in any of the SUPPORTING DOCUMENTS. In the event of conflict between provisions of two of the SUPPORTING DOCUMENTS,the several supporting documents shall be given precedence in the order listed in Article 4.1. 5. REMEDIES 5.1 In the event Provider is in default of this Agreement, City may, at its option, pursue any or all of the remedies available to it under this Agreement and at law or in equity, including, but not limited to: 5.1.1 Termination of this Agreement; 5.1.2 Withholding all monies due for the Work that Provider has failed to deliver within any scheduled completion dates or any Work that have been delivered inadequately or defectively; 5.1.3 Initiation of an action or proceeding for damages, specific performance, or declaratory or injunctive relief; 5.1.4 These remedies are cumulative to the extent the remedies are not inconsistent,and City may pursue any remedy or remedies singly,.collectively, successively or in any order whatsoever. 5.2 In no event shall City be liable to Provider for any expenses related to termination of this Agreement or for anticipated profits. If previous amounts paid to Provider exceed the amount due,Provider shall pay. immediately any excess to City upon written demand provided. 6. TERM AND TERMINATION 6.1 Term This Agreement shall be effective from the date of execution on behalf of the City as set forth below (the"Effective Date"), and shall continue in full force and effect until June 30,2023 unless sooner terminated as provided in Subsection 6.2. 6.2 Termination 6.2.1 The City and Provider may terminate this Agreement by mutual agreement at any time. 6.2.2 The City may, upon not less than thirty (30) days' prior written notice, terminate this Agreement for any reason deemed appropriate in its sole discretion. . . 6.2.3 Either party may terminate this Agreement, with cause, by not less than fourteen (14) days' prior written notice if the cause is.not cured within that fourteen (14) day period after written notice. Such termination is in addition to and not in lieu of any other remedy at law or equity. 7. NOTICE Page 4 of 5: Goods and Services Agreement between the City of Ashland and Marquess&Associates Inc. • Whenever notice is required or permitted to be given under this Agreement, such notice shall be given in writing to the other party by personal delivery, by sending via a-reputable commercial overnight courier, or by mailing using registered or certified United States mail, return receipt requested, postage prepaid, to the address set forth below: • If to the City: - City of Ashland—Department of Innovation and Technology, - Attn: Jason Wegner 20 E.Main Street • Ashland, Oregon 97520 Phone: (541) 552-2417 With a copy to: City of Ashland—Legal Department 20 E. Main Street Ashland, OR 97520 Phone:.(541) 488-5350 If to Provider: Marquess &Associates Inc. • Attn: Juan Moreira 1120 E.Jackson St. Medford, OR 97504 • 8. WAIVER OF BREACH One.or more waivers or failures to object by either party to the other's breach of any provision,term,condition, or covenant contained in this Agreement shall not be construed as a waiver of any subsequent breach,whether or not of the same nature. 9. PROVIDER'S COMPLIANCE WITH TAX LAWS • - 9.1 Provider represents and warrants to the City that: 9.1.1 Provider shall, throughout the term of this Agreement, including any extensions hereof, comply with: (i) All tax laws of the State of Oregon, including•but not limited to ORS 305.620 and ORS chapters 316, 317, and 318; (ii) Any tax provisions imposed by a political subdivision of the State of Oregon applicable to Provider; and (iii) Any rules, regulations, charter provisions, or ordinances that implement or enforce any of the foregoing tax laws or provisions. 9.1.2 Provider, for a period of no fewer than six(6) calendar years preceding the Effective Date of this Agreement, has faithfully complied with: • (i) All tax laws of the State of Oregon, including but not limited to ORS 305.620 and ORS chapters 316, 317, and 318; - (ii) Any tax provisions imposed by a political subdivision of the State of Oregon applicable to Provider; and (iii) Any rules, regulations, charter provisions, or ordinances that implement or enforce any of the foregoing tax laws or provisions. • 9.2 Provider's failure to comply with the tax laws of the State of Oregon and all applicable tax laws of any political subdivision of the State of Oregon shall constitute a material breach of this Agreement. Further, Page 5 of 5: Goods and Services Agreement between the City of Ashland and Marquess&Associates Inc. • any violation of Provider's warranty, as set forth in this Article 9, shall constitute a material breach of this Agreement. Any material breach of this Agreement shall entitle the City to terminate this Agreement and to seek damages and any other relief available under this Agreement,at law,or in equity. • IN WITNESS'WHEREOF the parties have caused this Agreement to be signed in their respective names by their duly authorized representatives as of the dates set forth,below. CITY OF ASHLAND:--rrMarquess & Associates Inc. (PROVIDER): By:Jason W er(MayZ5,2023 15:10 PDT) By: Juan Moreira(May 202316:24 PDT) Signature Signature • Jason Wegner Juan Moreira Printed Name Printed Name • Director of Innovation and Technology Principal Engineer Title Title May 25, 2023 May 31, 2023 Date Date • • (W-9 is to be submitted with this signed Agreement) • Purchase Order No. . • • • • • • • • • • • • • • • • • • Page 6 of 5: Goods and Services Agreement between the City of Ashland and Marquess&Associates Inc. • • EXHIBIT A • • • • CITY OF ASHLAND, OREGON • City of Ashland • .• LIVING ALL employers described WAG E below must comply with City of Ashland laws regulating 'ilftwage. $17.0 per hour, effeative June 3012022. TherLilting Wage is adjusted Annually every eAll June 30 by the.Consumer Price Index, Employees must be paid a Onion Of the business Of of healthcare,retirement, living wage: their employer,if the ' 01K,and IRS eligible employer has ten or more . cafeteria plans(includMg employees,and has received chikloare)benefits to the teke Far ahatj' under .financial assistance for the emplgyeens amount of wages. il S Vi4 inject business the sendice paniractbatween their City of Ashland over > Note: For temporary anil ,employer and the City of ,Aahlarul if the contract $24,050.68; part time employees,the does not apply exceeds$24,450.fig or more. > If thei.r emplor is the City Of to the first 1040 hours worked > For all hours worked in a Ashland,including the Parks in any calendar year. For and RecreatidnDepartmert mare details,pleases month iflhe employee • Ashland Municipal Code • Spends 50%Or more of the - > In calculating the living wage, Sedan 3:12.020: employees&be in that month-o working oha project employers may add the value ar For additional information: Call the Astland-City Managers Office at 541486002 or write to the pity Manager, City.Elall,20 East Main Street,Ashland,OR 97520,or viit the City'S website et-WWW.aShland.cr.us. Notice fa Employers: this notice mistbe posted in areas where it can be seen bY all employees. CAT ), Or ASHLAND • Page 7 Of 5: Goods and Services Agreement between the City of Ashland and Marquess&Associates Inc. • f • YOU RBRIT ESSIONA'LEN.GINIBERIENG TEAivISINCE]9S7. 1\A-161R1.) ['S41-772-7]15 F 541-779-4079 1120 EAST JACKSON PO BOX 490 MEDFORD,OR 97501 & ASSOCIATES INC 'EMAIL:;infoemarquess.com WEB:www.marquess.com May 24, 2023 • Jason Wegner GISP, Director City of Ashland Department of Innovation and Technology 20 East Main Street, Ashland, Oregon 97520 RE: Ashland City Data Center:HVAC Investigation ` • MAI.Proposal Number: P23-9084 • Dear Jason; . Thank you for requesting our engineering services to support your team with a full HVAC system investigation of the Ashland City's Data Center. DESCRIPTION OF PROJECT The existing Ashland City Data Center has been experiencing cooling equipment issues related to undersized equipment and poor airflow design. An investigation of the existing mechanical system and equipment is necessary to develop a full report. The work scope and deliverable requirements are to be in accordance with an email sent by Scott Fleury sent April 25, 2023, and follow up emails, including the PDF of the schematic floor plan and the existing building layout.. Creation of construction documents and Construction Administration and bidding-phase services are currently not being provided. MAI ENGINEERS SCOPE OF WORK 1. MAI Engineers will be performing an investigation of the existing site, utilities,structure, ` HVAC equipment, ductwork, and electrical system for preparation of the report. 2. Determine the IT room cooling requirements for comparison to the existing system capacities and future HVAC equipment requirements. 3. Complete engineering report will be provide at the conclusion of the investigation that will outline the results and recommendation for moving forward. 4. Fees, include consultation meetings necessary with you and the client, and data gathering visits to the site, as required for the preparation of report. 5. Work specifically excluded is as follows: • a) Additional Services beyond those specified above. This includes MEP system design, architectural floor plan creation, MEP plan creation, construction services, • submittal review, cost estimates, specification preparations, and project administration. b) Determining occupantexiting and egress pathways;determining the requirements and locations of fire and smoke barriers. c) Determining building envelope energy conservation requirements including COMcheck compliance forms for the envelope energyconservation sections of the OEESC. d) Creation of Construction Documents and Specifications e) All Construction Administration Services. f) MEP and Structural design services, site visits, construction document preparations, submittal review, and.specifications can be prepared upon a request to move forward with next phase of the project. The fee for these engineering services will be prepared upon completion of phase I and an owner representatives request to continue with phase II. DELIVERABLE SCHEDULE To be agreed upon by the owner representative and engineer. FEES We propose to provide the requested engineering services outlined above for the following individualized fee: Mechanical Investigation and Complete Engineering Report- TOTAL FEES: $8,000.00 The above fees do not include reimbursable expenses for printing, plotting and processing, permits and fees, mileage, etc. The above fee is for a single engineering investigation of the HVAC serving the Ashland City Data Center. If you; the Owner, Contractor, or a governing municipality or agency makes a change, which for its proper execution involves additional services and/or expenses, changes to the drawings/specifications, or causes changes in methods or procedures of handling the work, or, in the eventyou,the Owner, or the Contractor delays the work causing additional hours or becomes delinquent or insolvent, then we shall be equitably paid for such additional services and expenses. All changes shall be documented and shown on the monthly billing as additional services. TERMS AND CONDITIONS: a) All additional work which isoutside the scope of-Services as described shall be paid for at the hourly rates set by the engineering firm. b) As compensation for services rendered, a billing will besent by the 25th day of each month showing the percentage of work completed on the project. Payments of the billings must be made by the 20th of the following month. Late payments will be subject to a service charge of 1.5% per month on theunpaid balance. In the event work is stopped on this project, the hourlyrate shall determine the engineering fee. . i • c) You shall pro,ide a schedule, agreeable to us, of all required design submittal dates,at the beginning of the project: Work will commence upon receipt of a signed contract and a notice to proceed. The point of contact/project manager is Juan Moreira and all correspondence shall go through him. d) Marquess & Associates, Inc, (MAI) reserves the right to negotiate the schedule for engineering design services that is agreeable to both MAI and the client. Submittal dates shall be coordinated and agreed to upon receipt of the client's approval to proceed.Work shall commence upon receipt of a signed contract and a notice to proceed. e) In the event suit or action is instituted to enforce this agreement'or any terms hereof, or in the event of any appeal from suit, action or,proceeding, the prevailing party shall be entitled to such sums as the court may adjudge reasonable as attorney's fees in such suit, action, or appeal.. f) This letter is written as an Engineering Services Agreement and an acceptance line is provided for your signature. Please return one signed copy for our. files. Work will commence upon receipt of a signed contract. g) This proposal, if not agreed to or confirmed within 10 business day/s from the date of receipt will become invalid and must be renegotiated, h) To get your project on our schedule, please provide your approval to proceed at your earliest convenience. Sincerely, MARQUESS &ASSOCIATES, INC. . Digd`ellysigned by Juan Moretra !' DN E=)moreva@marquess.com, r.-,cN-Juan Momtre,O-=Marquess& ' Pssoclales Inc L=Medford, Juan Morera s Oregeq �s Reason:I'am the author of Ibis documantl t„,,, pate-2023.052413:22A6-07'00' Juan Moreira, P.E. Mechanical Principle AUTHORIZATION f fir- May 25, 2023 • Approved by: Jason w er(May s,202315:10 PDT) Date 1 ,aco IY CERTIFICATE OF LIABILITY INSURANCE DATE � -•- 6/13/2023 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. , IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed: If SUBROGATION IS WAIVED,subject to the terms and conditions'of the,policy, certain policies may require an endorsement. A statement on this certificate does not'confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME: Allison Barga AssuredPartners Design Professionals Insurance Services, LLC , PHONE 360-626-2007 FAX ,No):360-626-2007 19689 7th Ave NE, Ste 183, PMB#369 (A/C.No.Ext): Poulsbo WA 98370 • ADDRESS: allison.barga@assuredpartners.com INSURER(S)AFFORDING COVERAGE NAIC# License#:6003745,INSURER A:Travelers Property Casualty Company of America 25674 INSURED 2738 INSURER e:The Travelers Indemnity Company of Connecticut 25682 Marquess&Associates Inc • INSURER C:Travelers Casualty and Surety Company 19038 P.O. Box 490 Medford OR 97504 INSURER D:The Travelers Indemnity Company 25658 INSURER E: Underwriters at Lloyd's,London 32727 ' INSURER F: 1 . ' COVERAGES CERTIFICATE NUMBER:1901524926 •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 CONTRACTOR 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 ADDL SUBR, POLICY EFF. POLICY EXP LTR TYPE OF INSURANCE INSD WVD I POLICY NUMBER (MM/DD/YYYY) (MM/DD/YYYY) LIMITS D X COMMERCIAL GENERAL LIABILITY Iii 6808N053272 7/26/2022 7/26/2023 EACH OCCURRENCE $2,000,000 DAMAGE TO CLAIMS-MADE X OCCUR PREMISES Ea occurrence) $1,000,000 ' MED EXP(Any one person) $5,000 'PERSONAL&ADV INJURY $2,000,000 GEN'L AGGREGATE LIMIT APPLIES ER: GENERAL AGGREGATE $4,000,000 POLICY X 28: • LOC PRODUCTS-COMP/OPAGG $4,000,000 • OTHER: $ B AUTOMOBILE LIABILITY BAOS053114 7/26/2022 7/26/2023 COMBINED SINGLE LIMIT $1,000,000 (Ea accident) X ANY AUTO I BODILY INJURY(Per person) $ i OWNED SCHEDULED 1 AUTOS ONLY AUTOS BODILY INJURY(Per accident) $ HIRED NON-OWNED PROPERTY DAMAGE $ AUTOS ONLY AUTOS ONLY (Per accident) $ A X UMBRELLA LIAB X OCCUR • CUP8N053978 7/26/2022 7/26/2023 EACH OCCURRENCE ' $6,000,000 ' EXCESS LIAB CLAIMS-MADE • AGGREGATE $6,000,000 DED X RETENTION$16,06/1 . • O WORKERS COMPENSATION UB8N081916 .7/26/2022 7/26/2023 X STATUTE ET• H AND EMPLOYERS'LIABILITY ! Y/N - - -- -- ANYPROPRIETOR/PARTNER/EXECUTIVEN/A • E.L.EACH ACCIDENT $1,000,000 OFFICER/MEMBEREXCLUDED? -- (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 Prof Liability:Claims Made Form ' AE223206 7/26/2022 7/26/2023 $2,000,000 Per Claim • $4,000,000 Aggregate DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) ' • The certificate holder is an additional insured per the attached. • •1 CERTIFICATE HOLDER , • t 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. • City of Ashland i 20 East Main Street • AUTHORIZED REPRESENTATIVE Ashland OR 971 .520 ai4 94t ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD I COMMERCIAL AUTO ' THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. AUTO COVERAGE PLUS ENDORSEMENT • This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM GENERAL DESCRIPTION OF COVERAGE —This endorsement broadens coverage. However, coverage for any injury, damage or medical expenses described in any of the provisions of this endorsement may beexcluded or limited by another endorsement to the Coverage Part, and these coverage broadening provisions do not apply to the extent that coverage is excluded or limited by such an endorsement. The following listing is a general cover- age description only. Limitations and exclusions may apply to these coverages. Read all the provisions of this en- dorsement and the rest of your policy carefully to determine rights, duties, and what is and is not covered. A. BLANKET ADDITIONAL INSURED H. AUDIO, VISUAL AND DATA ELECTRONIC B. EMPLOYEE HIRED AUTO EQUIPMENT—INCREASED LIMIT C. EMPLOYEES AS INSURED I. WAIVER OF DEDUCTIBLE—GLASS D. SUPPLEMENTARY PAYMENTS — INCREASED J. PERSONAL PROPERTY LIMITS K. AIRBAGS E. TRAILERS—INCREASED LOAD CAPACITY L. AUTO LOAN LEASE GAP F. HIRED AUTO PHYSICAL DAMAGE M. BLANKET WAIVER OF SUBROGATION G. PHYSICAL DAMAGE — TRANSPORTATION EXPENSES—INCREASED LIMIT A. BLANKET ADDITIONAL INSURED performing duties related to the conduct of The following is added to Paragraph A.1., Who Is your business. An Insured, of SECTION II —COVERED AUTOS 2. The following replaces Paragraph b. in B.5., LIABILITY COVERAGE: Other Insurance, of SECTION IV — BUSI- Any person or organization who is required under NESS AUTO CONDITIONS: a written contract or agreement-between you and b. For Hired Auto Physical Damage Cover- that person or organization, that is signed and age, the following are deemed to be cov- executed 'by you before the "bodily injury" or ered "autos"you own: • "property damage" occurs and that is in effect (1) Any covered "auto" you lease, hire, during the policy period, to be named as an addi- tional insured is an "insured" for Covered Autos rent or borrow; and Liability Coverage, but only for damages to which (2) Any covered "auto" hired or rented by this insurance applies and only to the extent that your "employee" under a contract in person or organization qualifies as an "insured" an "employee's" name, with your under the Who Is An Insured provision contained permission, while performing duties in Section II. related to the conduct of your busi- B. EMPLOYEE HIRED AUTO ness. 1. The following is added to Paragraph A.1., However, any "auto"that is leased, hired, Who Is An Insured, of SECTION II — COV- rented or borrowed with a driver is not a ERED AUTOS LIABILITY COVERAGE: covered "auto". An "employee" of yours is an "insured" while C. EMPLOYEES AS INSURED operating a covered "auto" hired or rented The following is added to Paragraph A.1., Who Is under a contract or agreement in an em- An Insured, of SECTION II—COVERED AUTOS ployee's" name, with your permission, while LIABILITY COVERAGE: • CA T4 20 02 15 ©2015 The Travelers Indemnity Company.All rights reserved. Page 1 of 3 Includes copyrighted material of Insurance Services Office,Inc.with its permission. , y COMMERCIAL_AUTO • Any "employee" of yours is an "insured" while us- (2) An adjustment for depreciation and physical • ing a covered "auto"you don't own, hire or borrow condition will be made in determining actual in your business or your personal affairs. cash value in the event of a total "loss". D. SUPPLEMENTARY PAYMENTS — INCREASED (3) If; a repair or replacement results in better ' LIMITS than like kind or quality,we will not pay for the 1. The following replaces Paragraph A.2.a.(2) of amount of betterment. SECTION II—COVERED AUTOS LIABILITY (4) A deductible equal to the highest Physical COVERAGE: Damage deductible applicable to any owned • • (2) Up to $3,000 for cost of bail bonds (in- covered "auto". cluding bonds for related traffic law viola- (5) This Coverage Extension does not apply to: tions) required because of an "accident" (a) Any "auto" that is hired, rented or bor- we cover. We do not have to furnish , rowed with a driver; or • these bonds. (b) Any "auto" that is hired, rented or bor- 2. The following replaces Paragraph A.2.a.(4) of SECTION II—COVERED AUTOS LIABILITY rowed from your"employee". COVERAGE: G. PHYSICAL DAMAGE — TRANSPORTATION EXPENSES—INCREASED LIMIT (4) All reasonable expenses incurred by. the "insured" at our request, including actual The following replaces the first sentence in Para- loss of earnings up to $500 a day be- graph A.4.a., Transportation Expenses, of cause of time off from work. SECTION III — PHYSICAL DAMAGE .COVER- AGE:i E. TRAILERS—INCREASED LOAD CAPACITY TheWe will pay up to $50 per day to a maximum of following replaces Paragraph'C.1. of SEC- I—COVERED AUTOS: $1,500 for temporary transportation expense in- TIONcurred by you because of the total theft of a cov- 1. "Trailers" with a load capacity of 3,000 ered "auto" of the private passenger type. pounds or less designed primarily for travel H. AUDIO, VISUAL AND DATA ELECTRONIC on public roads. EQUIPMENT-INCREASED LIMIT F. HIRED AUTO PHYSICAL DAMAGE Paragraph C.1.b. of SECTION III —.PHYSICAL The following is added to Paragraph A.4., Cover- DAMAGE COVERAGE is deleted. age'Extensions, of SECTION III — PHYSICAL I. WAIVER OF DEDUCTIBLE—GLASS. DAMAGE COVERAGE: The.following is added to Paragraph D., Deducti- Hired Auto Physical Damage Coverage. . ble, of SECTION III — PHYSICAL DAMAGE If hired "autos" are covered "autos" for Covered COVERAGE: Autos Liability Coverage but not covered "autos" No deductible for a covered "auto" will apply to for Physical Damage Coverage, and this policy glassldamage if the glass is repaired rather than also provides Physical Damage Coverage for an replaced. • owned "auto", then the Physical Damage Cover- J. PERSONAL PROPERTY age is extended to "autos"that you hire, rent or • The following is added to Paragraph A.4., Cover- borrow subject to the following: age Extensions, of SECTION III — PHYSICAL (1) The most we will pay for "loss" to any one DAMAGE COVERAGE: "auto" that you hire, rent or borrow is the Personal Property Coverage' lesser of: We will pay up to $400 for "loss" to wearing ap- (a) $50,000; • pare) and other personal property which is: (b) The actual cash value of the damaged or .' (1) Owned by an "insured"; and stolen property as of the time of the (2) In or on your covered "auto". "loss"; or This coverage only applies in the event of a total (c) The cost of repairing or replacing the theft of your covered "auto". damaged or stolen property with other No deductibles apply to Personal Property cover- • property of like kind and quality. age. Page 2 of 3 ©2015 The Travelers Indemnity Company.All rights reserved. CA T4 20 02 15 Includes copyrighted material of Insurance Services Office,Inc.with its permission. • 1 • COMMERCIAL AUTO K. AIRBAGS (2) Any: The following is added to Paragraph B.3., Exclu- (a) Overdue lease or loan payments at the sions, of SECTION III — PHYSICAL DAMAGE time of the "loss"; COVERAGE: (b) Financial penalties imposed under a Exclusion 3.a. does not apply to "loss" to one or lease for excessive use, abnormal wear more airbags in a covered "auto" you own that in- and tear or high mileage; flate due to a cause other than a cause of "loss" set forth in Paragraphs A.1.b. and A.1.c., but (c) Security deposits not returned by the les- only: sor; a. If that "auto" is a covered "auto" for Compre- (d) Costs for extended warranties, Credit Life hensive Coverage under this policy; Insurance, Health, Accident or Disability b. The airbags are not covered under any war- Insurance purchased with the loan or ranty; and lease; and c. The airbags were not intentionally inflated. (e) Carry-over balances from previous loans or leases. We will pay up to a maximum of $1,000 for any M. BLANKET WAIVER OF SUBROGATION one "loss". L. AUTO LOAN LEASE GAP The following replaces Paragraph A.5., Transfer Of Rights Of Recovery Against Others To Us, The following is added to Paragraph A.4., Cover- of SECTION IV — BUSINESS AUTO CONDI- age Extensions, of SECTION III — PHYSICAL TIONS: DAMAGE COVERAGE: Auto Loan Lease Gap Coverage for Private 5. Transfer Of Rights Of Recovery Against Passenger Type Vehicles Others To Us In the event of a total "loss"to a covered "auto" of Wewaive any right of recovery we may have the private passenger type shown in the Schedule against any person or organization to the ex- or Declarations for which Physical Damage Coy- 'tent required of you by a written contract exe- erage is provided, we will pay any unpaid amount cuted prior to any "accident" or "loss", pro- due on the lease or loan for such covered "auto" vided that the "accident"or"loss"arises out of less the following: the operations contemplated by such con- (1) The amount paid under the Physical Damage tract. The waiver applies only to the'person or Coverage Section of the policy for that"auto"; organization designated in such contract. and • • CA T4 20 02 15 ©2015 The Travelers Indemnity Company.All rights reserved. Page 3 of 3 Includes copyrighted material of Insurance Services Office,Inc.with its permission. UMBRELLA 2. We have no duty to defend any insured applicable limit of insurance. If we do not against any"suit": pay part of the judgment for any reason a. Seeking damages to which this insurance other than it is more than the applicable does nota I limit of insurance, we will not pay any apply; or interest that accrues on that portion of the b. If any other insurer has a duty to defend. i judgment. 3. When we have the duty to defend,we may, at With respect to a claim we investigate or our discretion, investigate and settle any claim settle, or "suit" against an insured we defend or "suit". In all other cases, we may, at our under COVERAGE A — EXCESS FOLLOW- discretion, participate in the investigation, FORM LIABILITY, these payments will not ' defense and settlement of any claim or "suit" reduce the applicable limits of insurance, but for damages to which this insurance may only if the applicable "underlying insurance" apply. If we exercise such right to participate, provides for such payments in addition to its all expenses we incur in doing so will not limits of insurance. With respect to a claim we reduce the applicable limits of insurance. investigate or settle, or "suit" against an 4. Our duty to defend ends when we have used insured we defend under COVERAGE B — up the applicable limit of insurance in the UMBRELLA LIABILITY, these payments will payment of judgments or settlements, or not reduce the applicable limits of insurance. defense expenses if such expenses are within SECTION II—WHO IS AN INSURED the limits of insurance of this policy. , A. COVERAGE A — EXCESS FOLLOW-FORM 5. We will pay, with respect to a claim we LIABILITY investigate or settle, or "suit" against an insured we defend: With respect to Coverage A, the following persons a. All expenses we incur. • and organizations qualify as insureds: b. The cost of: 1. The Named Insured shown in the Declarations; and (1) Bail bonds required because of 2. Any other person or organization qualifying as accidents or traffic law violations an insured in the "underlying insurance". If arising out of the use of any vehicle to which this insurance applies; or you have agreed to provide insurance for that person or organization in a written contract or (2) Appeal bonds and bonds to release agreement: attachments; a. The limits of insurance afforded to such but only for bond amounts within the person or organization will be: applicable limit of insurance.We do not have to furnish these bonds. (1) The amount by which the minimum limits of insurance you agreed to c. All reasonable expenses incurred by the provide such person or organization insured at our request to assist us in the in that written contract or agreement investigation or defense of such claim or exceed the total limits of insurance of "suit", including actual loss of earnings up all applicable "underlying insurance"; to $1,000 a day because of time off from or work. d. All court costs taxed against the insured (2) The limits of insurance of this policy; in the"suit". However, these payments do whichever is less; and not include attorneys' fees or attorneys' b. Coverage under this policy does not apply expenses taxed against the insured. to such person or organization if the e. Prejudgment interest awarded against the minimum limits of insurance you agreed insured on that partof the judgment we to provide such person or organization in pay. If we make an offer to pay the that written contract or agreement are applicable limit of insurance, we will not wholly within the total limits of .insurance pay any prejudgment interest based on of all available applicable "underlying that period of time after the offer. insurance". f. All interest that accrues on the full amount • B. COVERAGE B—UMBRELLA LIABILITY of any judgment after entry of the With respect to Coverage B: judgment and before we have paid, • offered to pay or deposited in court the 1. The Named Insured shown in the part of the judgment that is within the Declarations is an insured. 2. If you are: Page 4 of 22 ©2016 The Travelers Indemnity Company.All rights reserved. EU.00 01 07 16 • UMBRELLA , a. An individual, your spouse is also an as a consequence of Paragraph insured, but only with respect to the (1)(a) above; conduct of a business of which you are (c) For which there is any obligation the sole owner. to share damages with or repay b. A partnership or joint venture, your someone else who must pay damages because of the injury members, your partners and their spouses are also insureds, but only with described in Paragraph (1)(a) or respect to the conduct of your business. (b) above; or c. A limited liability company, your members (d) Arising out of his or her providing are also insureds, but only with respect to or failing to provide professional the conduct of your business. Your health care services. managers are also insureds, but only with Unless you are in the business or respect to their duties as your managers. occupation of providing professional health care services, Paragraphs d. An organization other than a partnership, (1)(a), (b), (c) and (d) above do not joint venture or limited liability company, apply to "bodily injury" arising out of your "officers" .and directors are also providing or failing to provide first aid insureds, but only with respect to their or "Good Samaritan services" by any duties as your "officers" or directors. Your of your "employees" or "volunteer stockholders are also insureds, but only workers" other than an employed or with respect to their liability as volunteer doctor.- Any such stockholders. "employees" or "volunteer workers" e. A trust, your trustees are also insureds, providing or failing to provide first aid but only with respect to their duties as or "Good Samaritan services" during trustees. their work hours for you will be deemed to be acting within the scope • 3. Each of the following is also an insured: of their employment by you or a. Your "volunteer workers" only while performing duties related to the conduct of your business. performing duties related to the conduct of your business, or your "employees", (2) "Property damage"to property: other than either your "officers" (if you are (a) Owned, occupied or used by; or an organization other than a partnership, (b) Rented to, in the care, custody or joint venture or limited liability company) control of, or over which physical or your managers (if you are a limited control is being exercised for any liability company), but only for acts within purpose by; the scope of their employment by you or while performing duties related to the you, any of your "employees" or conduct of your business. However, none "volunteer workers", any of your of these "employees" or "volunteer partners or members (if you are a workers"are insureds for: partnership or joint venture), or any of your members (if you are a limited (1) "Bodily injury" or"personal injury": liability company). (a) To you, to your partners or b. Any person (other than your "employee" members (if you are a partnership or "volunteer worker"), or any or joint venture), to your members organization, while acting as your real (if you are a limited liability estate manager. company), to a co"employee" • c. Any person or organization having proper while in the course of his or her temporary custody of your property if you employment or performing duties die, but only: related to the conduct of your (1) With respect to liability arising out of business, or to your other the maintenance or use of that • "volunteer workers" while property; and performing duties related. to the conduct of your business; (2) Until your legal representative has been appointed. (b) To the spouse, child, parent, d. Your legal representative if you die, but brother or sister of that co- only with respect to duties as such. That "employee" or "volunteer worker" EU 00 01 07 16 ©2016 The Travelers Indemnity Company.All rights reserved. Page 5 of 22 • • UMBRELLA representative will have all your rights and 2. Any organization, other than a partnership, duties under this insurance. joint venture or limited liability company, of 4. Any organization, other than a partnership, which you are the sole owner, or in which you joint venture or limited liability company, of maintain an ownership interest of more than which you are the sole owner, or in which you 50%, on the. first day of the policy period. No • maintain an ownership interest of more than such organization is an insured or will qualify 50%, on the first day of the policy period is an as a Named Insured for "crisis management • insured and will qualify as a Named Insured. service expenses" arising out of a "crisis No such organization is an insured or will management event" that first commences qualify as a Named Insured for "bodily injury" after the date, if any, during the policy period, or "property damage" that occurred, or that you no longer maintain an ownership "personal injury" or "advertising injury" caused interest of more than 50% in such by an offense committed after the date, if any, organization. during the policy period, that you no longer 3. Any organization you newly acquire or form, maintain an ownership interest of more than other than a partnership, joint venture or 50% in such organization. ` limited liability company, and of which you are 5. Any organization you newly acquire or form, the sole owner, or in which you maintain an other than a partnership, joint venture or ownership interest of more than 50%, if there limited liability company, and of which you are is no other similar insurance available to that the sole owner, or in which you maintain an organization: However: ownership interest of more than 50%, is an insured and will qualify as a Named Insured if aJ Coverage under this provision is afforded there is no other similar insurance available to only until the 180th day after you acquire that organization. However: or form the organization or the end of the a. Coverage under this provision is afforded policyperiod, whichever is earlier; and only until the 180`" day after you acquire b. Coverage for such organization does not or form the organization or the end of the apply to "crisis management service policy period, whichever is earlier; and expenses" arising out of a "crisis b. Coverage for such organization does not management event" that occurred before apply to: you acquired or formed the organization, even if an "executive officer" only first (1) "Bodily injury" or "property damage" becomes aware of an "event" or that occurred; or "occurrence" that leads to such "crisis (2) "Personal injury" or "advertising management event" after the date you injury" arising out of an offense acquired or formed the organization. committed; No person or organization is an insured or will before you acquired or formed the qualify as a Named Insured with respect to the organization. . conduct of any current or past partnership, joint venture or limited liability company that is not No person or organization is an insured or will shown as a Named Insured in the Declarations. qualify as a Named Insured with respect to the conduct of any current or past partnership, joint SECTION III—LIMITS OF INSURANCE venture or limited liability company that is not A. The Limits of Insurance shown in the Declarations shown as a Named Insured in the Declarations. and the rules below fix the most we will pay for the This paragraph does not apply to any such amounts described below to which this insurance partnership, joint venture or limited liability applies regardless of the number of: . company that otherwise qualifies as an insured under Paragraph B. of SECTION II —WHO IS AN 1. Insureds; INSURED. 2. Claims made or"suits" brought; C. COVERAGE C — CRISIS MANAGEMENT 3. Number of vehicles involved; SERVICE EXPENSES 4. Persons or organizations making claims or With respect to Coverage C, the following persons ' bringing "suits"; or and organizations are insureds and will qualify as 5. Coverages provided under this insurance. Named Insureds: • As indicated in Paragraph D.1. of SECTION I - 1. The Named Insured shown in the COVERAGES, for any "suit" for which we have Declarations. the right and duty to defend the insured under Coverage A, defense expenses will be within the Page 6 of 22 ©2016 The Travelers Indemnity Company.All rights reserved. EU 00 01 07 16 • rr. Ark TRAVELERS J WORKERS COMPENSATION AND H06 ONE FORE, 06183 SQUARE HARTFORD, CT EMPLOYERS LIABILITY POLICY ENDORSEMENT WC 00 0313(00)-01 ,POLICY NUMBER: UB8N081916 WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) This agreement shall not operate directly or indirectly to benefit any one not named in the Schedule. SCHEDULE DESIGNATED PERSON: DESIGNATED ORGANIZATION: ANY. PERSON OR ORGANIZATION FOR WHICH THE INSURED HAS AGREED BY WRITTEN CONTRACT EXECUTED PRIOR TO LOSS TO FURNISH THIS WAIVER. DATE OF ISSUE: 07/2612022 ST ASSIGN: + v 6808N053272 1 - - Marquess&Associates COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET ADDITIONAL INSURED (ARCHITECTS, ENGINEERS AND SURVEYORS) This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART 1. The following is added to SECTION II —WHO IS h. This insurance does not apply •to "bodily AN INSURED: injury or"property damage" caused by "your Any person or organization that you agree in a work" and included in the "products- "written contract requiring insurance"to include as completed operations hazard" unless the an additional insured on this Coverage Part, but: . "written contract requiring insurance" specifically requires you to provide such . a. Only with respect to liability for"bodily injury", coverage for that additional insured, and then "property damage"or"personal injury"; and the insurance provided to the additional b. If, and only to the extent that, the injury or insured applies only to such "bodily injury" or damage is caused by acts or omissions of "property damage"that occurs before the end • you or your subcontractor in the performance of'the period of time for which the "written • of "your work" to which the "written contract contract requiring insurance" requires you to requiring insurance" applies, or in connection provide such coverage or the end of the with premises owned by or rented to you. policy period,whichever is earlier. The person or organization does not qualify as an 2. The following is added to Paragraph 4.a. of • additional insured: SECTION IV — COMMERCIAL GENERAL c. With respect to- the independent acts or LIABILITY CONDITIONS: ' omissions of such person or organization; or The insurance provided to the additional insured d. For "bodily injury", "property damage" or is excess over any valid and collectible other "personal injury" for which such person or, insurance,whether primary, excess, contingent or • organization has assumed liability in a on any other basis, that is available to the additional insured for a loss we cover. However, if contract or agreement. you specifically agree in the "written contract The insurance provided to such additional insured requiring insurance" that this insurance provided • is limited as follows: to the additional insured under this Coverage Part must apply on a primary basis or a primary and e. This insurance does not apply on any basis to non-contributory basis, this insurance is primary any person or organization for which to other insurance available to the additional coverage as an additional insured specifically insured which covers that person or organizations is added by another endorsement to this as a named insured for such loss, and we will not Coverage Part. share with the other insurance, provided that: f. This insurance does not apply to the (1) The "bodily injury" or. "property damage" for rendering •of or failure to render any which coverage is sought occurs; and "professional services". g (2) The "personal injury" for which coverage is g. In the event that the Limits of Insurance of the sought arises Coverage Part shown in the Declarations out of an offense committed; exceed the limits of liability required by the after you have signed that "written contract • "written contract requiring insurance", the requiring insurance". But this insurance provided insurance provided to the additional insured to the additional insured still is excess over valid shall be limited to the limits of liability required and collectible other insurance, whether primary, by that "written contract requiring insurance". excess, contingent or on any other basis, that is This endorsement does not increase the available to the additional insured when that limits of insurance described in Section III — person or organization is an additional insured Limits Of Insurance. under any other insurance. • CG D3 81 09 15 ©2015 The Travelers Indemnity Company.All rights reserved. Page 1 of 2 Includes the copyrighted material of Insurance Services Office,Inc.,with its permission • r r -. COMMERCIAL GENERAL LIABILITY 3. The following is added to Paragraph 8., Transfer • 4. The following definition is added to the Of Rights Of Recovery Against Others To Us, DEFINITIONS Section: of SECTION IV — COMMERCIAL GENERAL • "Written contract requiring insurance" means that LIABILITY CONDITIONS: part of any written contract under which you are We waive any right of recovery we may have required to include a person or organization as an against any person or organization because of . additional insured on this Coverage Part, • payments we make for "bodily injury", "property provided that the "bodily injury" and "property damage" or "personal injury" arising out of "your damage" occurs and the "personal injury" is work" performed by you, or on your behalf, done caused by an offense committed: • under a"written contract requiring insurance"with • that person or organization. We waive this right a. After you have signed that written contract; only where you have agreed to do so as part of b. While that part of the written contract'is in the "written contract requiring insurance" with . . effect; and such person or organization signed by you before, and in effect when, the "bodily injury" or c. Before the end of the policy period. "property damage"occurs, or the"personal injury" offense is committed. • • • • • • • Page 2 of 2 ©2015 The Travelers Indemnity Company.All rights reserved. CG D3 81 09 15 Includes the copyrighted material of Insurance Services Office,Inc.,with its permission