Exhibit 1: Second Amendment — Alameda City Council, June 3, 2025

07/18/23
AMEND.AGR

SECOND AMENDMENT TO AGREEMENT

This SECOND Amendment to the Agreement (“Second Amendment”) is entered into this _____ day of __________, 2025, by and between the CITY OF ALAMEDA, a municipal corporation ( "the City") and ELS, dba ELS Architecture and Urban Design, a California corporation whose address is 2040 Addison St, Berkeley CA 94704, (hereinafter " Provider"), is made with reference to the following:

RECITALS:

A. On July 16, 2024, an agreement was entered into by and between the City and Provider (“Agreement") in an amount not to exceed $503,687.50, for the design of the Alameda Aquatic Center.

B. On December 19, 2024, the Agreement was amended between the City and Provider (“First Amendment”) with additional compensation not to exceed $1,009,434.00 for services to be rendered after June 1, 2024 and with a total aggregate compensation not to exceed $1,513,121.50.

C. The City has requested Provider to provide additional services at an additional cost and Provider is willing to do on the terms and conditions in this Second Amendment.

NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows:

1. Paragraph 2, SCOPE OF WORK, of the Agreement is modified to read as follows:

Provider shall provide all necessary work at its own cost and expense, to furnish all labor, tools, equipment, materials, except as otherwise specified, and to do all necessary work included in Exhibit A-1,2 as requested. The Provider acknowledges that the work plan included in Exhibit A- 1,2 is tentative and does not commit the City to request Provider to perform all tasks included therein.]

2. Paragraph 3, COMPENSATION TO PROVIDER, is modified to read as follows:

a. By the 7
th day of each month, Provider shall submit to the City an invoice for the total amount of work done the previous month. Pricing and accounting of charges are to be according to the fee schedule as set forth in Exhibit A-1,2 and incorporated herein by this reference. Extra work must be approved in writing by the City Manager or his/her designee prior to performance and shall be paid on a Time and Material basis as set forth in Exhibit A-1,2.

b. Provider shall be compensated for the services performed in accordance with the Agreement and the First Amendment consistent with the terms of those Agreement and First Amendment. Provider shall also be compensated for the services described in Exhibit A -1,2 performed after the date of this Second Amendment. Compensation for services performed pursuant Docusign Envelope ID: F2B47768-5C1E-4D71-A892-3D20BFB00810 EXHIBIT 1
07/18/23
AMEND.AGR
to the Second Agreement shall not exceed $1,761,715 and total compensation for the Agreement, First Amendment and Second Amendment shall not exceed $3,274,836.50.

4. Except as expressly modified herein, all other terms and covenants set forth in the Agreement shall remain the same and shall be in full force and effect.

Signatures on following page
Docusign Envelope ID: F2B47768-5C1E-4D71-A892-3D20BFB00810 07/18/23
AMEND.AGR
IN WITNESS WHEREOF, the parties hereto have caused this modification of Agreement to be executed on the day and year first above written.

ELS dba ELS Architecture and Urban Design CITY OF ALAMEDA A California Corporation A Municipal Corporation

______________________________ ___________________________ Clarence Mamuyac Jennifer Ott
CEO City Manager

RECOMMENDED FOR APPROVAL:
_____________________________
Gerald Navarro
CFO
___________________
Justin Long
Recreation and Park Director

APPROVED AS TO FORM:

City Attorney

____________________
Michael Roush
Special Counsel

Docusign Envelope ID: F2B47768-5C1E-4D71-A892-3D20BFB00810

A
AC Additional Service Request No. 02- Off-Site Improvements The following proposed scope and schedule changes include:

OFF-SITE IMPROVEMENTS DESIGN
Provide design and documentation to cover Recommendations #1, 7, and 9 noted in the “Alameda Aquatic Center Project – Transportation Impact Analysis” prepared by Fehr & Peers dated March 7.

Documents attached: Detailed description of services.

For the scope and schedule changes noted above, following is a breakdown of our request for additional fees by the design team.

ADDITIONAL SERVICE FEES REQUESTED:

E
LS
William Gordon 4 hours x $250/hr $1,000
Lauren Wynveen 4 hours x $165/hr $660
ELS Total Fee for Additional Scope $1,660
BKF $16,480
Consultant’s Total Fee for Additional Scope $16,480
Total Additional Service Fees Requested $18,140
If the City of Alameda is agreeable to the above, please sign below and return a signed copy to our office. This memorandum will serve as an amendment to our agreement, which will increase our total contract dollar amount by $18,140.00 (Eighteen Thousand, One Hundred Forty Dollars and Zero Cents) to cover Additional Service items described above.

Date April 17, 2025
To Justin Long, Director Alameda Recreation and Parks Department F
rom William Gordon
Project Alameda Aquatic Center
Subject Request for Additional Service Fees- Off-Site Improvements EXHIBIT A-1,2
Docusign Envelope ID: F2B47768-5C1E-4D71-A892-3D20BFB00810

Thank you in advance for your consideration. Should you have any questions, please do not hesitate to contact me.

APPROVED

_________________________________________________________________ Justin Long, City of Alameda

End of AAC Additional Service Request No. 02- Off-Site Improvements Docusign Envelope ID: F2B47768-5C1E-4D71-A892-3D20BFB00810

BKF ENGINEERS
1646 N. California Blvd., Suite 400, Walnut Creek, CA 94596 | 925.940.2200 April 14, 2025
BKF No. C20240076-10

William Gordon
ELS Architecture and Urban Design
2040 Addison Street
Berkeley, CA 94704
Transmitted Via Email:
[email protected]
Subject: Additional Service Request #03 – Off-Site Design Alameda Aquatic Center
Dear Mr. William Gordon:

Per your request, we have prepared this additional service request that addresses work outside the limits of our current contractual scope of work. Below I have identified each item with the approximate level of effort needed to address the additional tasks.

I. ADDITIONAL SCOPE OF SERVICES
TASK 1: OFF-SITE DESIGN

1. Coordination: Based on the recommendation in the “Alameda Aquatic Center Project – Transportation Impact Analysis” prepared by Fehr & Peers dated March 7, 2025, BKF will work with the design team to incorporate Recommendations #1, 7, and 9 as shown i n Figure 8 Atlantic Avenue Conceptual Improvements .
a. Recommendation #1 – Stripe a 100-foot westbound left-turn lane with a 60-foot taper along Atlantic at the Project driveway.
b. Recommendation #7 – Install R26(S) (CA) “No Stopping Anytime” signs and paint red curb on both sides of Atlantic Avenue along Project frontage to prohibit vehicles from using the existing Class II bicycle facilities for pickups and drop-offs.
c. Recommendation #9 – Install the following at the proposed crosswalk across Atlantic Avenue between the Marina Village Research Park and the Project Driveways:
i. High-visibility crosswalk markings.
ii. Rectangular Rapid-Flashing Beacons (RRFBs) on both sides of the crosswalk. iii. A raised center median between the Marina Village Research Park and the Project driveways.

2. Scope: BKF will prepare drawings if the mid-block crossin g with a rectangular rapid flashing beacon (RRDB) system according to the City of Alameda Standards, as well as the cut sheet provided for Model R920-E manufactured by Carmanah (see attached). It is anticipated that the system will utilize solar power and will therefore not require an electrical service from Alameda Power.

3. Stormwater Treatment: For new and replaced impervious surfaces in the pu blic right of way, the project team will utilize an in-lieu treatment appr oach for stormwater treatment. This will consolidat e the footprint of stormwater treatment while meeting the County C3 requirements.

4. Submittals: BKF will provide a 50% submittal for internal revi ew by the project owner and City Staff.

BKF will next provide a 95% submittal as the permitting set. The first response to City comments will be considered the 100% submittal.

Docusign Envelope ID: F2B47768-5C1E-4D71-A892-3D20BFB00810 April 14, 2025

Page 2 of 2 ends

II. COMPENSATION
BKF proposes to provide the services on a lump sum basis. We will invoice for our services on a percent complete basis per task summarized as follows:

Task Description Fee
1 Off-Site Design – Atlantic Ave $16,480
$16,480

Please contact me at 925-940-2253 if you have any questions regarding the additional scope items or if we need to meet to review them.

Respectfully,
BKF Engineers

Christine Gurske, PE, Assoc. DBIA Eric Swanson, PE DBIA Project Manager Associate Principal

Authorized to proceed per the terms described herein:

ELS Architecture & Urban Design

Print Name Signature

Title Date

Docusign Envelope ID: F2B47768-5C1E-4D71-A892-3D20BFB00810 A
Stripe high-visibility
crosswalk
Stripe 100' le/f_t
turn pocket
and 60' taper
Install R26(S) (CA)
"No Stopping Anytime"
signs and paint red curb
on both sides of Atlantic
Avenue along the
Project frontage
Construct raised median
Install RRFB
Atlantic Avenue Conceptual Improvements
Figure 8
Site Plan Source: ELS Architecture + Urban Design, Feb. 14, 2025 Not to Scale
OTHER SCOPE ITEMS:
- STORMWATER TREATMENT APPROACH WILL BE

TREATMENT IN LIEU OF THE TOTAL

NEW/REPLACED IMPERVIOUS AREA IN THE
PUBLIC RIGHT OF WAY.

REPLACE EAST CURB

RAMPS AT DRIVEWAY

FOR NEW CROSSWALK

NOT ANTICIPATED

IMPROVEMENTS AT THE

EXISTING CROSSWALK OR

THE WEST CURB RAMP
Docusign Envelope ID: F2B47768-5C1E-4D71-A892-3D20BFB00810

1.844.412.8395 | [email protected]
R920-E
Solar-Powered Rectangular Rapid Flashing Beacon Data Sheet Rectangular rapid flashing beacons (RRFBs)
improve pedestrian safety by increasing
yield rates to 72-96% at crosswalks:

DMeets 11th Ed. MUTCD (Chapter 4L) and
MUTCDC Canada Standards and is Buy America/
BABA compliant
DCompact and lightweight solar engine
DAudible pushbutton activation with all ADA
compliance features
DSolar Power Report™ (SPR) prepared for every
location to ensure battery longevity
Superior Design and T echnology
The R920-E utilizes a self-contained solar engine
integrating the Energy Management System (EMS) with
an on-board user interface, housed in a compact enclosure together with the batteries and solar panel. MUTCD interim approval IA-21 flash pattern and multiple configurations enable the R920-E to handle all crosswalk applications.

Easy Installation
With its highly efficient and compact design, installation is quick and uncomplicated, dramatically reducing
installation costs. Retrofitting can be done where
existing sign bases are used to enhance existing marked crosswalks in minutes, and new installations can be
completed without the cost of larger poles, new bases,
and trenching.

Advanced User Interface
The R920-E comes with an on-board user interface for
quick configuration and status monitoring. It allows for simple in-the-field adjustment of flash pattern, duration, intensity, ambient auto adjust, night dimming, and many more. Settings are automatically sent wirelessly to all units in the system.

Reliable
Every solar-powered model is solar-sized by location to ensure year-after-year operation. Carmanah includes
a Solar Power Report to prove sustainability over a
12-month period.

COM P L I ANT
MUTCD
compliant
Buy America
compliant
Solar-sized for
every location
5-year limited
warranty
Docusign Envelope ID: F2B47768-5C1E-4D71-A892-3D20BFB00810 R920-E
Solar-Powered Rectangular Rapid Flashing Beacon Data Sheet

1.844.412.8395 | [email protected] | carmanah.com

LIGHT BAR CONFIGURATION
Uni-directional Configuration Bi-directional Configuration

IN-THE-FIELD AIMING
Rotate the light bar towards the
incoming vehicle lane, independent
of the wire hole location.

On-Board User
Interface (OBUI)
Adjustable system settings with auto-scrolling LED display on our latest EMS System test, status, and fault detection: battery, solar, button, beacon, radio, day/night
Flash patterns meet MUTCD 11th Ed. (4L.03) Standards
Input: momentary for pushbutton activation, normally open switch, normally closed switch, dusk-to-dawn operation
Flash duration: 5 sec. to 1 hr.

Intensity setting: 20 to 1400 mA for multiple RRFBs, circular beacons, or LED enhanced signs
Nighttime dimming: 10 to 100% of daytime intensity
Ambient Auto Adjust: increases intensity during bright daytime Automatic Light Control: reduces intensity if the battery is extremely low Temperature correction: yellow beacons
Calendar: internal time clock function
Radio settings: enable/disable, selectable channel from 1 to 14 Output: enabled when beacons flashing daytime and nighttime, or nighttime only
Activation counts and data reporting via OBUI or optional USB connection Beacon
Communication
Encrypted, wireless radio with 2.4 GHz mesh technology
Wireless update of settings from any unit to all systems on the same radio channel
User-selectable multiple channels to group different beacons and ensure a robust wireless signal
Communicates with all other Gen III radio-enabled systems including our R820-E, -F, and -G circular beacons
Instantaneous wireless activation: <150 ms
Wireless range: 1000 ft (305 m)
Integrated, vandal-resistant antenna
Energy Collection
15 W high-efficiency photovoltaic solar panel
45 deg tilt for optimal energy collection
Maximum Power Point Tracking with Temperature Compensation (MPPT-TC) battery charger for optimal energy collection in all solar and battery conditions Energy Storage
12 V 14 Ahr. battery system
Replaceable, recyclable, sealed, maintenance-free, best-in-class AGM batteries offer the widest temperature range and longest life Battery design life: +5 yrs.

Tool-less battery change with quick connect terminals and strapping for easy installation
Solar Engine
Construction
Weatherproof, gasketed enclosure with vents for ambient air transfer (NEMA 3R)
Lockable, hinged lid for access to on-board user interface and batteries Corrosion-resistant aluminum with stainless steel hardware Raw aluminum finish or yellow, black, or green powder coated Prewired to minimize installation time
High-efficiency optics and EMS = the most compact, lightweight system 19 lb (8.6 kg) including batteries, excluding beacons and pushbutton Environmental
-35 to 165° F (-37 to 74° C) system operating temperature -40 to 140° F (-40 to 60° C) battery operating temperature 150 mph (241 kph) wind speed as per AASHTO LTS-6
Activation
Pushbutton: ADA-compliant, piezo-driven with visual LED and two-tone audible confirmation
Audible pushbutton station: ADA-compliant, piezo-driven with visual LED and customizable voice message confirmation
Warranty 5-year limited warranty, 1-year limited on batteries Customize Build an RRFB online

SYSTEM SPECIFICATIONS

BEACON SPECIFICATIONS
Optical
Configurable to MUTCD 11th Ed. (Chapter 4S) Standard
Purpose-built light bar optics = maximum efficiency and no stray light Exceeds SAE J595 class 1 intensity by 2.5 to 3x when used as recommended Meets SAE J578 chromaticity
3 in (76 mm) x 7 in (178 mm) clear, UV-rated polycarbonate lens with yellow LEDs
High-power LEDs: +90% lumen maintenance (L90) based on IES LM-80 Side-emitting pedestrian confirmation LEDs
Independent, stainless steel mounting brackets make back-to-back installation simple and enable in-field aiming for maximum effectiveness Yellow, black, or green powder coated light bar covers
Specifications subject to local environmental conditions, and may be subject to change.

All Carmanah products are manufactured in facilities that are certified to ISO quality standards. “Carmanah” and Carmanah logo are trademarks of Carmanah Technologies Corp. © 2024, Carmanah Technologies Corp.

Document: Carmanah_DATA_R920-E_RevV

SOLAR ENGINE DIMENSIONS
Bottom ViewSide View

14.6”
(37.1 cm)

13.5”
(34.2 cm)

4.0”
(10.2 cm)

2.0”- 2.5” Perforated
Square Pole Mount

2.38” - 2.88” Diameter
Round Pole Mount

3.5” - 4.5” Diameter
Round Pole Mount
Side Pole
Mount

SOLAR ENGINE MOUNTING
Docusign Envelope ID: F2B47768-5C1E-4D71-A892-3D20BFB00810 March 10, 2025
Mr. Justin Long, Director
Alameda Recreation and Parks Department
City of Alameda
2226 Santa Clara Avenue
Alameda, CA 94501
Subject: Proposal for Extension of Professional Design Services for the Alameda Aquatic Center to include: Construction Documents, Bid and Permit and Construction Administration Phases Dear Mr. Long:

ELS Architecture and Urban Design (ELS) is pleased to submit our proposed fees to provide extended professional architectural and engineering services for the Alameda Aquatic Center. This proposal includes our assumptions; our lump sum, not-to-exceed fee amount; our description of reimbursable expenses; our list of potential additional services; and our list of exclusions and provisions.

This effort largely aligns with the services described under the original Design-Build contract with Blach Construction. However, now that the project will follow a Design/Bid/Build delivery format, ELS will be responsible for providing services previously under Blach’s domain. Those services under ELS and included in this proposal are services for: mechanical, electrical (lighting design and photometrics), plumbing, and low voltage engineering infrastructure (conduits, boxes and plates for telephone/data, AV, security, fire alarm, and we assume that the city will contract directly with vendor to design, engineer and install low voltage systems based upon the base infrastructure design that will be provided under our proposed services), building envelope modeling, cost estimating, and supplemental construction administration services.

We are also including services for baseline all-electric design. This will include heat pump technology but not solar energy collection infrastructure (whether photovoltaic or photovoltaic/thermal panels), as the investment will not fit within the current project budget. During the recent collaboration sessions between ELS, ARPD, and Alameda Municipal Power (AMP), we are optimistic about adding some combination of solar energy and microgrid infrastructure as part of a demonstration project sponsored by AMP. Should the AMP demonstration project move forward, we will gladly prepare an additional services proposal upon request.

BACKGROUND
Since the Stop Work Notice to Blach Construction on June 3, 2024, for work defined under the Blach Design- Build Agreement, ELS was directly engaged by the City of Alameda (City) to continue the Conceptual Design Phase and an extended Community Engagement effort that included an additional workshop on August 3, 2024, and associated pre- and post-workshop activities and tasks.

On September 17, 2024, the Alameda City Council approved the Final Concept Design required the project to operate as an all-electric facility. All-electric operations will eliminate greenhouse gas emissions, bringing the project into alignment with the City’s Climate Action and Resiliency Plan. The City Council’s approval was based upon a Community Engagement effort that included input from 1,400+ Alameda residents via four different public meetings and multiple online and in-person surveys.

Also on September 17, 2024, the City approved an extension of ELS’ professional design services to complete the Schematic Design Phase. ELS has finished the Schematic Design effort, which began on October 9, 2024, and was completed in early December, 2024.

On December 19, 2024, and following the completion of the Schematic Design Phase, our contract with the City was amended to provide services for the Design Development Phase, which is approximately 50% complete, and targeted for 100% completion by April 11, 2025. To keep the project on track and to meet the project EXHIBIT A-1,2
Docusign Envelope ID: F2B47768-5C1E-4D71-A892-3D20BFB00810 Mr. Justin Long
March 10, 2025

Page 2 of 4 ends

schedule for permitting and bidding this coming fall, we will need to advance to the Construction Documents Phase immediately upon completion of the Design Development Phase on April 11, 2025.

Since the city has moved to a Design/Bid/Build format, in lieu of Design-Build; pursuant to the city’s request, we have prepared this proposal for extending our current Design Development Phase effort to include the final phases of design, which include Construction Documents, Bidding and Permitting and Construction Administration.

ASSUMPTIONS

PROJECT SCOPE
Following completion of the Design Development Phase, ELS will execute the following traditional design phases as defined by the American Institute of Architects when the Owner has hired a PM for Bid, Permit and Construction Administration Phases:
 Construction Documents Phase
 Concurrent Bid and Permit Phases (ELS is supporting the efforts of Griffin Structures, the City’s PM)  Construction Administration Phase (ELS is supporting the efforts of Griffin Structures, the City’s PM)  Project Closeout (ELS is supporting the efforts of Griffin Structures, the City’s PM)

PROJECT BUDGET
$35,500,000
Revised from $30,000,000 to allow for the inclusion of:
a. soils improvements to mitigate liquefaction and water table issues; b. design, engineering and construction to deliver an aquatic center that uses all-electric operations; and c. cost escalation of construction following the City’s establishment of a $30MM budget, pre-2024.

As mentioned, the City and ELS are exploring the potential of a collaborative partnership with AMP to transform the aquatic center into a demonstration/STEAM-oriented demonstration site for the benefit of AMP’s customer base. Scope for this effort will be covered under a separate ELS proposal.

DESIGN SCHEDULE
Following the completion of Schematic Design, we anticipate the following schedule:
 Design Development In progress - 04/11/2025
o Planning Commission 05/2025
Considers recommendation to City Council to
certify the amended MND and approve the project
o City Council 05/2025
Considers certification of the amended MND and
approving the project
 Construction Documents 04/14/2025 - 08/15/2025
 Bid and Permit 08/18/2025 - 10/03/2025
Docusign Envelope ID: F2B47768-5C1E-4D71-A892-3D20BFB00810 Mr. Justin Long
March 10, 2025

Page 3 of 4 ends

 Contract Negotiations/City Council Approval
of Construction Contract 10/03/2025 - 10/31/2025
 Construction Administration 11/03/2025 - 07/01/2027

CONSULTANT TEAM
To deliver the above scope of work, we propose to continue with our current consultant team as follows:

BKF Civil
SWA Landscape Architecture
Aquatic Design Group Pools
Forell/Ellsesser Structural
Guttman & Blaevoet Mechanical, Electrical, Plumbing, Lighting, Low Voltage Mack 5 Cost
Edson Design Furnishings
Muller Design Kitchen/Food Service/Snack Bar
SGH Waterproofing
Specifications West Specifications

PROFESSIONAL DESIGN FEES
We are proposing a Not-to-Exceed Lump Sum Fee, for Basic Services, to be invoiced monthly, on a percentage complete basis. The Basic Services Lump Sum amount is $1,743,575.00 (ONE MILLION, SEVEN-HUNDRED, FORTY-THREE THOUSAND AND FIVE HUNDRED AND SEVENTY-FIVE DOLLARS AND ZERO CENTS). Reimbursable expenses are in addition to our Basic Services Lump Sum Fee.

Please see our Fee Matrix, Exhibit B, for a breakdown of fees by discipline.

REIMBURSABLE EXPENSES
Reimbursable expenses shall be billed at cost times 1.1 and shall include actual expenditures made in the interest of the project, in the following categories:

1. Outside consultants and consultants not identified in our qualifications.

2. Expense of transportation and living expenses in connection with out-of-town travel.

3. Reproduction and photography.

4. Postage, shipping, and delivery.

5. Fees paid for securing approval of authorities having jurisdiction over the project.

6. Professional renderings and models as requested by the Client.

ADDITIONAL SERVICES

1. Project scope in addition to that described above.

2. Project scope exceeding a project cost of $35.5MM.

3. Work and scope to be performed by any consultants not included in this proposal.

4. Site and improvements that exceed the project budget as stated above.

5. Work area beyond the Project Limits defined in attached Exhibit A, including analysis of offsite utility capacity, upsizing utility capacity, or bringing utilities to the site.

6. Expedited Schedule, including fast-tracked, multiple early bid and construction packages.

7. Except for the mid-May presentation to the Planning and Architectural Review Board, negotiating entitlement agreements, variances with city agencies, and design review approval submittals and presentations are to be provided as an additional service.

8. LEED or WELL documentation and certification effort.

9. Preparing phased construction documents that require the issuance of separate multiple packages.

10. Providing professional renderings or models, and ELS effort required to coordinate with special rendering or model-making consultants.

Docusign Envelope ID: F2B47768-5C1E-4D71-A892-3D20BFB00810 Mr. Justin Long
March 10, 2025

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11. Building code variances or modifications, if required, will be provided as an additional service.

12. Preparing Project Record Drawings, As-Built Drawings and/or As-Built BIM documentation.

EXCLUSIONS/PROVISION
The following items of work are excluded from our services:

1. Removal of hazardous materials, including any related documentation work, as these services are not covered by our professional practice insurance policy.

2. Site, boundary, utility, and topographic survey, as these services are not covered by our professional practice insurance policy.

3. Geotechnical analysis and soils report (including recommendations for liquefaction and water table mitigations) as these services are not covered by our professional practice insurance policy.

4. Obtaining and paying for construction permits.

5. ADA and/or access compliance survey of existing conditions.

6. Joint trench design.

7. Special pool foundations or pool piping foundations.

8. Daylighting study.

9. Acoustic study
Unless otherwise provided, ELS and its Consultants shall have no responsibility for the discovery, presences, handling, removal, or disposal of, or exposure of persons to, hazardous materials in any form at the Project site, including but not limited to asbestos, asbestos products, polychlorinated biphenyl (PCB), or other toxic substances.

We look forward to participating in these steps of your process. Should you have any questions, or require any additional information regarding our fees, please do not hesitate to contact me at [email protected] or 510.684.1159.

Respectfully Submitted,

ELS ARCHITECTURE AND URBAN DESIGN
Clarence D. Mamuyac, Jr., FAIA, LEED AP BD+C, NCARB
President and CEO/Principal-in-Charge
Attachment:

EXHIBIT A – City Council Approved Final Concept (Provided with previous proposal for Design Development Phase)
EXHIBIT B – ELS Fee Matrix
EXHIBIT C – Rate and Expense Schedule (Provided with previous proposal for Design Development Phase) Docusign Envelope ID: F2B47768-5C1E-4D71-A892-3D20BFB00810

ALAMEDA AQUATIC CENTER - DESIGN/BID/BUILD DELIVERY
FEE MATRIX - Exhibit B
10-Mar-25

DISCIPLINE
Construction Bid & Permit CA Phase III
Documents & Closeout Subtotal
30% 5% 20%
ELS - Total 315,614.00$ 14,692.00$ 455,000.00$ 785,306.00$ ELS - All-Electric 40,000.00$ 2,000.00$ 12,500.00$ 54,500.00$ ELS + Jan Edson FF&E 18,000.00$ -$ 2,000.00$ 20,000.00$ ELS - Total 373,614.00$ 16,692.00$ 469,500.00$ 859,806.00$ Structural - F|E 79,000.00$ 5,000.00$ 47,000.00$ 131,000.00$ Landscape Architecture - SWA 55,752.00$ 7,378.00$ 32,494.00$ 95,624.00$ Civil Engineering - BKF 70,300.00$ 16,700.00$ 30,200.00$ 117,200.00$ HVAC 39,360.00$ 11,040.00$ 37,000.00$ 87,400.00$ Plumbing 19,760.00$ 5,200.00$ 18,200.00$ 43,160.00$ Electrical 34,390.00$ 10,000.00$ 35,420.00$ 79,810.00$ Lighting 12,000.00$ 3,000.00$ 13,720.00$ 28,720.00$ Low Voltage 11,200.00$ 1,120.00$ 8,960.00$ 21,280.00$ Building Performance Modeling 4,520.00$ -$ 10,940.00 $ 15,460.00$ All-Electric 25,000.00$ -$ 5,000.00$ 30,000.00$ MEP - Guttmann & Blaevoet 146,230.00$ 30,360.00$ 129,240.00$ 305,830.00$ Basic Services 132,470.00$ 4,960.00$ 12,650.00$ 150,080.00$ Pool Decks 5,740.00$ 245.00$ 1,070.00$ 7,055.00$ Aquatics Consulting - ADG 138,210.00$ 5,205.00$ 13,720.00$ 157,135.00$ Food Service - Muller Design 11,300.00$ 525.00$ 155.00$ 11,980.00$ Waterproofing 10,000.00$ -$ -$ 10,000.00$
Cost Estimate - Mack 5 35,000.00$ -$ -$ 35,000.00$ Wind Study- CPP -$ -$ -$ -$
Specifications- Specifications West 20,000.00$ -$ -$ 20,000.00$ SUB TOTAL (CONSULTANTS ONLY) 565,792.00$ 65,168.00$ 252,809.00$ 883,769.00$ SUB TOTAL (ELS + CONSULTANTS) 939,406.00$ 81,860.00$ 722,309.00$ 1,743,575.00$

A/E FEES
Docusign Envelope ID: F2B47768-5C1E-4D71-A892-3D20BFB00810

ANY PROPRIETOR/PARTNER/EXECUTIVE
OFFICER/MEMBER EXCLUDED?

INSR ADDL SUBR

LTR INSD WVD

PRODUCER CONTACT
NAME:

FAXPHONE
(A/C, No):(A/C, No, Ext):

E-MAIL
ADDRESS:

INSURER A :

INSURED INSURER B :

INSURER C :

INSURER D :

INSURER E :

INSURER F :

POLICY NUMBER POLICY EFF POLICY EXPTYPE OF INSURANCE LIMITS(MM/DD/YYYY) (MM/DD/YYYY)

AUTOMOBILE LIABILITY

UMBRELLA LIAB

EXCESS LIAB

WORKERS COMPENSATION

AND EMPLOYERS' LIABILITY
DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required)

PRO-POLICY LOC PRODUCTS - COMP/OP AGGJECT
OTHER: $

COMBINED SINGLE LIMIT
$(Ea accident)
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)
$

OCCUR EACH OCCURRENCE
CLAIMS-MADE AGGREGATE $
DED RETENTION $

PER OTH-

STATUTE ER
E.L. EACH ACCIDENT
E.L. DISEASE - EA EMPLOYEE $
If yes, describe under
E.L. DISEASE - POLICY LIMITDESCRIPTION OF OPERATIONS below INSURER(S) AFFORDING COVERAGE NAIC #

COMMERCIAL GENERAL LIABILITY
Y / N
N / A
(Mandatory in NH)

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE

THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS.

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.

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).

COVERAGES CERTIFICATE NUMBER: REVISION NUMBER:

CERTIFICATE HOLDER CANCELLATION
© 1988-2015 ACORD CORPORATION. All rights reserved.ACORD 25 (2016/03)

CERTIFICATE OF LIABILITY INSURANCE

DATE (MM/DD/YYYY)
$
$
$
$
$
The ACORD name and logo are registered marks of ACORD
9/25/2024
License # 0E67768
(925) 249-7958
13056
ELS dba: ELS Architecture and Urban Design
2040 Addison Street
Berkeley, CA 94704
19437
A 1,000,000
PSB0001596 10/1/2024 10/1/2025 1,000,000
10,000
1,000,000
2,000,000
2,000,000
1,000,000A
PSA0002551 10/1/2024 10/1/2025
4,000,000A
PSE0001380 10/1/2024 10/1/2025 4,000,000
A
PSW0002642 10/1/2024 10/1/2025 1,000,000
1,000,000
1,000,000
B Professional Liab. 031565618 6/10/2024 Per Claim 5,000,000 B Professional Liab. 031565618 6/10/2024 6/10/2025 Aggregate 5,000,000 All operations of the Named Insured, including the aforementioned project.

General Liability: Please see Additional Insured endorsement attached; such coverage is Primary and Non-contributory, with Waiver of Subrogation included, as required per written contract.

NOTE: No company owned vehicles. Aforementioned General Liability includes coverage for Hired & Non-Owned Auto Liability.

Workers' Compensation: Please see Waiver of Subrogation endorsement, as required by written contract.

GENERAL LIABILITY/AUTO LIABILITY ADDITIONAL INSURED INCLUDE THE FOLLOWING PERSON(S) OR ORGANIZATION(S): City of Alameda, its City Council, boards, commissions, officials, employees, and volunteers, as required per written contract City of Alameda
2263 Santa Clara Avenue
Alameda, CA 94501
ELS0000-01 MICHAELA
IOA Insurance Services
3875 Hopyard Road
Suite 200
Pleasanton, CA 94588
Andrea Michael
[email protected]
RLI Insurance Company
Lexington Insurance Company
X
6/10/2025
X
X
X
X X
X
X
Docusign Envelope ID: F2B47768-5C1E-4D71-A892-3D20BFB00810 5/12/2025
EXHIBIT -3
PolicyNumber: RLI InsuranceCompany
Named Insured:

PPB3130212 Page 1 of 1
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

RLIPack® FOR PROFESSIONALS

SCHEDULED ADDITIONAL INSURED ENDORSEMENT
This endorsement modifies insurance provided under the following:

BUSINESSOWNERSCOVERAGEFORM – SECTION II –LIABILITY
Schedule
1 . S E C T I O NI IC .W h oI sA nI n s u r e dis amended to include as an additional insured the person or
organization shown in the schedule above, but only
with respect to liability for "bodily injury", "property damage" or "personal and advertising injury"
caused in whole or in part by you or those acting on
your behalf:
a. Intheperformanceof your ongoingoperations;
b. In connection with premises owned by or rented
to you; or
c. In connection with “your work” and included
within the “product-completed operations
hazard”.

2. The insurance provided to the additional insured by
this endorsement is limited as follows:
a. This insurance does not apply to the rendering
of or failure to render any "professional
services".
b. This endorsement does not increase any of the
limits of insurance stated in D. Liability And
Medical Expenses Limits of Insurance .

3. The following is added toSECTION III H.2. Other
Insurance – COMMON POLICY CONDITIONS
(BUT APPLICABLE ONLY TO SECTION II –

LIABILITY)
However, if you specifically agree in a contract or
agreement that the insurance provided to an
additional insured under this policy must apply on a
primary basis, or a primary and non-contributory
basis, this insurance is primary to other insurance
that is available to such additional insured which
covers such additional insured as a named insured,
and we will not share with that other insurance,
providedthat:
a. The "bodily injury" or "property damage" for
which coverage is sought occurs after you have
enteredintothat contract or agreement;or
b. The "personal and advertising injury" for which
coverage is sought arises out of an offense
committed after you have entered into that
contract or agreement.

4. The following is added toSECTION III K.2 Transfer
of Rights of Recovery Against Others to Us –

COMMON POLICY CONDITIONS (BUT
APPLICABLE TO SECTION I – PROPERTY AND
SECTION II – LIABILITY)
We waive any rights of recovery we may have
against any person or organization because of
payments we make for "bodily injury", "property
damage" or "personal and advertising injury" arising
out of "your work" performed by you, or on your
behalf, under a contract or agreement with that
person or organization. We waive these rights only
where you have agreed to do so as part of a
contract or agreement with such person or
organization entered into by you before the "bodily
injury" or "property damage" occurs, or the "personal
and advertising injury" offense is committed.

ALL OTHER TERMS AND CONDITIONS OF THIS POLICY REMAIN UNCHANGED.

PSB0001596
ELS Architecture and Urban Design
Name of Person(s) or Organization(s):

City of Alameda, its City Council, boards, commissions, officials, employees, and volunteers, as required per written contract Docusign Envelope ID: F2B47768-5C1E-4D71-A892-3D20BFB00810 Docusign Envelope ID: F2B47768-5C1E-4D71-A892-3D20BFB00810 ANY PROPRIETOR/PARTNER/EXECUTIVEOFFICER/MEMBER EXCLUDED?

INSR ADDLSUBRLTR INSDWVD
PRODUCER CONTACTNAME: FAXPHONE(A/C, No):(A/C, No, Ext):E-MAILADDRESS:INSURER A :INSURED INSURER B :INSURER C :INSURER D :INSURER E :INSURER F :

POLICY NUMBERPOLICY EFFPOLICY EXPTYPE OF INSURANCELIMITS(MM/DD/YYYY)(MM/DD/YYYY)

AUTOMOBILE LIABILITY

UMBRELLA LIABEXCESS LIABWORKERS COMPENSATIONAND EMPLOYERS' LIABILITY DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required)

AUTHORIZED REPRESENTATIVE
EACH OCCURRENCE$DAMAGE TO RENTEDCLAIMS-MADEOCCUR $PREMISES (Ea occurrence)MED EXP (Any one person)$PERSONAL & ADV INJURY$GEN'L AGGREGATE LIMIT APPLIES PER:GENERAL AGGREGATE$PRO-POLICYLOC PRODUCTS - COMP/OP AGGJECT OTHER: $COMBINED SINGLE LIMIT$(Ea accident)ANY AUTO BODILY INJURY (Per person)$OWNEDSCHEDULEDBODILY INJURY (Per accident)$AUTOS ONLYAUTOSHIREDNON-OWNEDPROPERTY DAMAGE$AUTOS ONLYAUTOS ONLY(Per accident)$OCCUR EACH OCCURRENCECLAIMS-MADEAGGREGATE$DEDRETENTION$ PEROTH-STATUTEERE.L. EACH ACCIDENTE.L. DISEASE - EA EMPLOYEE$If yes, describe underE.L. DISEASE - POLICY LIMITDESCRIPTION OF OPERATIONS below INSURER(S) AFFORDING COVERAGENAIC #

COMMERCIAL GENERAL LIABILITY
Y / NN / A(Mandatory in NH)
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORETHE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED INACCORDANCE WITH THE POLICY PROVISIONS.

THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIODINDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THISCERTIFICATE 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.

THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THISCERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIESBELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZEDREPRESENTATIVE 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 onthis certificate does not confer rights to the certificate holder in lieu of such endorsement(s).

COVERAGESCERTIFICATE NUMBER:REVISION NUMBER:

CERTIFICATE HOLDERCANCELLATION
© 1988-2015 ACORD CORPORATION. All rights reserved.ACORD 25 (2016/03)

CERTIFICATE OF LIABILITY INSURANCEDATE (MM/DD/YYYY)
$
$$$$
The ACORD name and logo are registered marks of ACORD
9/25/2024
License # 0E67768(925) 249-795813056ELS Architecture and Urban Design2040 Addison StreetBerkeley, CA 9470419437 A 1,000,000PSB000159610/1/202410/1/20251,000,00010,0001,000,0002,000,0002,000,0001,000,000A PSA000255110/1/202410/1/20254,000,000A PSE000138010/1/202410/1/20254,000,000A PSW000264210/1/202410/1/20251,000,0001,000,0001,000,000BProfessional Liab.0315656186/10/2024Per Claim5,000,000BProfessional Liab.0315656186/10/20246/10/2025Aggregate5,000,000All operations of the Named Insured.

City of Alameda950 West Mall Square, Suite 110,Alameda, CA 94501 ELS0000-01MICHAELA
IOA Insurance Services3875 Hopyard RoadSuite 200Pleasanton, CA 94588Andrea [email protected] Insurance CompanyLexington Insurance Company X6/10/2025

X XXX XX X
Docusign Envelope ID: F2B47768-5C1E-4D71-A892-3D20BFB00810 5/12/2025

ANY PROPRIETOR/PARTNER/EXECUTIVEOFFICER/MEMBER EXCLUDED?

INSR ADDLSUBRLTR INSDWVD
PRODUCER CONTACTNAME: FAXPHONE(A/C, No):(A/C, No, Ext):E-MAILADDRESS:INSURER A :INSURED INSURER B :INSURER C :INSURER D :INSURER E :INSURER F :

POLICY NUMBERPOLICY EFFPOLICY EXPTYPE OF INSURANCELIMITS(MM/DD/YYYY)(MM/DD/YYYY)

AUTOMOBILE LIABILITY

COVERAGESCERTIFICATE NUMBER:REVISION NUMBER:

CERTIFICATE HOLDERCANCELLATION
© 1988-2015 ACORD CORPORATION. All rights reserved.ACORD 25 (2016/03)

CERTIFICATE OF LIABILITY INSURANCEDATE (MM/DD/YYYY)
$
$$$$
The ACORD name and logo are registered marks of ACORD
9/25/2024
License # 0E67768(925) 249-795813056ELS dba: ELS Architecture and Urban Design2040 Addison StreetBerkeley, CA 9470419437 A 1,000,000PSB000159610/1/202410/1/20251,000,00010,0001,000,0002,000,0002,000,0001,000,000A PSA000255110/1/202410/1/20254,000,000A PSE000138010/1/202410/1/20254,000,000A PSW000264210/1/202410/1/20251,000,0001,000,0001,000,000BProfessional Liab.0315656186/10/2024Per Claim5,000,000BProfessional Liab.0315656186/10/20246/10/2025Aggregate5,000,000Alameda Aquatic CenterAll operations of the Named Insured, including the aformentioned project.General Liability: Please see Additional Insured Endorsement attached; such coverage is Primary and Non-contributory, with Waiver of Subrogation included,as required by written contract.NOTE: No company owned vehicles. Aforementioned General Liability includes coverage for Hired & Non-Owned Auto Liability.Workers' Compensation: Waiver of Subrogation is included as per attached Waiver of Subrogation Endorsement, as required by written contract.Excess Liability is a follow form over General Liability, Auto Liability, and Employers' Liability (Workers' Compensation).SEE ATTACHED ACORD 101 City of AlamedaDepartment of Recreation and Park2263 Santa Clara AvenueAlameda, CA 94501 ELS0000-01MICHAELA
IOA Insurance Services3875 Hopyard RoadSuite 200Pleasanton, CA 94588Andrea [email protected] Insurance CompanyLexington Insurance Company X6/10/2025

X XXX XX X
Docusign Envelope ID: F2B47768-5C1E-4D71-A892-3D20BFB00810 5/12/2025

FORM NUMBER:

EFFECTIVE DATE:

The ACORD name and logo are registered marks of ACORD

ADDITIONAL REMARKS

ADDITIONAL REMARKS SCHEDULE
FORM TITLE:

Page of

THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, ACORD 101 (2008/01)
AGENCY CUSTOMER ID:LOC #:

AGENCY NAMED INSUREDPOLICY NUMBERCARRIER NAIC CODE
© 2008 ACORD CORPORATION. All rights reserved.

IOA Insurance Services
ELS0000-01
SEE PAGE 1
1 SEE PAGE 1ACORD 25Certificate of Liability Insurance
License # 0E677681
SEE P 1ELS dba: ELS Architecture and Urban Design2040 Addison StreetBerkeley, CA 94704SEE PAGE 1 MICHAELA1
Description of Operations/Locations/Vehicles:GENERAL LIABILITY/AUTO LIABILITY ADDITIONAL INSURED INCLUDE THE FOLLOWING PERSON(S) OR ORGANIZATION(S): City of Alameda, its City Council, boards, commissions, officials, employees, and volunteers, as required per written contract Docusign Envelope ID: F2B47768-5C1E-4D71-A892-3D20BFB00810 PolicyNumber: RLI InsuranceCompany
Named Insured:

PPB3130212 Page 1 of 1
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

RLIPack® FOR PROFESSIONALS

SCHEDULED ADDITIONAL INSURED ENDORSEMENT
This endorsement modifies insurance provided under the following:

3. The following is added toSECTION III H.2. Other
Insurance – COMMON POLICY CONDITIONS
(BUT APPLICABLE ONLY TO SECTION II –

4. The following is added toSECTION III K.2 Transfer
of Rights of Recovery Against Others to Us –

ALL OTHER TERMS AND CONDITIONS OF THIS POLICY REMAIN UNCHANGED.

PSB0001596
ELS Architecture and Urban Design
Name of Person(s) or Organization(s):

City of Alameda, its City Council, boards, commissions, officials, employees, and volunteers, as required per written contract Docusign Envelope ID: F2B47768-5C1E-4D71-A892-3D20BFB00810

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Docusign Envelope ID: F2B47768-5C1E-4D71-A892-3D20BFB00810 Docusign Envelope ID: F2B47768-5C1E-4D71-A892-3D20BFB00810 From: Justin Long
To: Irene Jung
Subject: FW: New Amendment
Date: Wednesday, December 4, 2024 4:26:39 PM
Attached this email to the ELS agreement as Lisa Cooper indicated.

Justin

From: Clarence Mamuyac <[email protected]>
Sent: Wednesday, December 4, 2024 4:25 PM
To: Justin Long <[email protected]>
Subject: [EXTERNAL] Re: New Amendment

Go for it! Done!!

Sent from my iPhone
On Dec 4, 2024, at 4:22 PM, Justin Long <[email protected] > wrote:

Clarence,

We modified the agreement for the new design development phase. To save time we used the original signatures form. Attached is the new agreement.

Please verify if you are ok with use using the existing signature page.

Justin
<Exhibit 2 - ELS Amendment.pdf>
Docusign Envelope ID: F2B47768-5C1E-4D71-A892-3D20BFB00810 IL N 018 01 22
IL N 018 01 22 © Insurance Services Office, Inc., 2021 Page 1 of 1

CALIFORNIA FRAUD STATEMENT
For your protection, California law requires the following to appear on this form: Any person who knowingly presents false or fraudulent information to obtain or amend insurance coverage or to make a claim for the payment of a loss is guilty of a crime and may be subject to fines and confinement in state prison.

Docusign Envelope ID: F2B47768-5C1E-4D71-A892-3D20BFB00810 Policy Number:

PPK 2131 12 19

NOTICE TO OUR INSURED AND THEIR AGENTS

OF OUR CLAIM NOTIFICATION PROCEDURE

As part of our continuing effort to provide you with the best service available,

ALL CLAIMS, OCCURRENCES, INCIDENTS, LAWSUITS
under this policy are to be reported immediately to:

RLI Insurance Company
P.O. Box 3961
9025 N. Lindbergh Drive
Peoria, IL 61612-3961

Phone: (877) 863-5095
Fax: (877) 863-4352
Email: [email protected]

ALL LOSSES must be reported in the usual manner as well, to your AGENT or BROKER.

Below is a “cut-out” card to keep in your wallet or with your business papers.

We pledge to continue upgrading our services to our valued policyholders.

Sincerely,

Robert S. Handzel
Vice President, Chief Claim Officer

CUT ALONG DOTTED LINE
Insured: ____________________________________________
Policy No: _________________
RLI Insurance Company
P.O. Box 3961
9025 N. Lindbergh Drive
Peoria, IL 61612-3961
Phone: (877) 863-5095
Fax: (877) 863-4352
Email: [email protected]
Keep this card with you or in a safe place.

PSE0001380
ELS
PSE0001380
Docusign Envelope ID: F2B47768-5C1E-4D71-A892-3D20BFB00810 ThisPolicyholderNoticedoesnotprovidecoveragenorcanitbeconstruedtoreplaceanyprovisionsofyourpolicy.Pleasereadyourpolicycarefullytodetermineyourrights,duties,andwhatisandwhatisnotcoveredbyyourpolicy.ThisNoticeshouldonlybeusedtoprovideinformationconcerningthepossibleimpactofyourinsurancecoverageasitrelatestodirectivesissued by OFAC.PLEASE READ THIS NOTICE CAREFULLY.OFACadministersandenforceseconomicandtradesanctionsandplacesrestrictionsoncertaintransactions.OFACactspursuanttoExecutiveOrdersofthePresidentoftheUnitedStatesandspecificlegislation.OFAChasidentifiedandnamednumerousforeignagents,frontorganizations,terrorists,terroristorganizations,andnarcoticstraffickers,amongothers,as“SpeciallyDesignatedNationalsandBlockedPersons.”ThecompletelistcanbefoundontheUnited States Treasury website – http://www.treas.gov/ofac.Varioustradeoreconomicsanctionsandotherlawsorregulationsprohibitusfromprovidinginsuranceincertaincircumstances.InaccordancewithOFACregulations,ifitisdeterminedthatyouoranyotherinsured,oranypersonorentityclaimingthebenefitsofthisinsurancehasviolatedU.S.sanctionslaworisaSpeciallyDesignatedNationalandBlockedPerson,asidentifiedbyOFAC,thisinsurancecontractisconsideredablockedorfrozencontractandwillbeconsiderednullandvoid.Whenaninsurancepolicyisconsideredtobeablockedorfrozencontract,allprovisionsofthisinsurancewillbeimmediatelysubjecttoOFAC,andneitherpaymentsnorpremiumrefundsmaybemadewithoutauthorizationfromOFAC.Otherlimitations on the premiums and payments may also apply.

NOTICE TO POLICYHOLDERSPeoria, Illinois 61615Policy Number:

UW 20342 (03/12)Page 1 of 1
REGARDING THE UNITED STATES TREASURY DEPARTMENT – OFFICE OF FOREIGN ASSETS CONTROL (OFAC) RLI Insurance Company
PSE0001380
Docusign Envelope ID: F2B47768-5C1E-4D71-A892-3D20BFB00810

IMPORTANT NOTICE TO POLICYHOLDERS

TERRORISM RISK INSURANCE ACT, AS AMENDED

Under the Terrorism Risk Insurance Act, as amended (the " Act"), we must make coverage for " certified acts of terrorism " available in the policies we offer. We notified you at the time of offer and purchase of the policy to which this Notice is attached that this coverage was available and we gave you the right to reject our offer of such terrorism coverage. If you elected to purchase the coverage, the premium charged for such coverage is shown on the Declarations page of the policy. If you elected to reject the coverage we have not charged your policy for terrorism coverage and have attached a terrorism exclusion to your policy.

PLEASE NOTE: IF YOU REJECTED THE OFFER OF FEDERAL TERRORISM INSURANCE

COVERAGE, THAT REJECTION DOES NOT APPLY TO THE LIMITED EXTENT THAT

RELEVANT STATE LAW REQUIRES COVERAGE FOR FIRE LOSSES RESULTING FROM CERTIFIED ACTS OF TERRORISM UNDER THE ACT.

You should know that where coverage is provided by this policy for losses resulting from certified acts of
terrorism, such losses may be partially reimbursed by the United States government under a formula established by federal law. Under this formula, the United States government generally reimburses 85% through 2015; 84% beginning on January 1, 2016; 83% beginning on January 1, 2017; 82% beginning January 1, 2018; 81% beginning January 1, 2019 and 80% beginning January 1, 2020 of covered terrorism loss
es exceeding the statutorily established deductible paid by the insurance company providing the coverage.

You should also know that the Act contains a $100 billion cap that limits U.S. Government reimbursement as well as insurers' liability for losses resulting from certified acts of terrorism when the amount of such loss
es in any one calendar year exceeds $100 billion. If the aggregate insured losses for all insurers exceed $100 billion, your coverage may be reduced.

Specific coverage terms for terrorism, including limitations and exclusions, are more fully described in e
ndorsements attached to the policy. Your policy may contain an exclusion for losses that are not e
ligible for federal reinsurance under the Act.

Definitions:

"Certified act of terrorism ," as defined in Section 102(1) of the Act, means an act that is certified by the Secretary of the Treasury – in consultation with the Secretary of Homeland Security, and the Attorney General of the United States – to be an act of terrorism; to be a violent act or an act that is dangerous to human life, property, or infrastructure; to have resulted in damage within the United States, or outside the United
States in the case of certain air carriers or vessels or the premises of a United States mission; and to have been committed by an individual or individuals as part of an effort to coerce the civilian population of the United States or to influence the policy or affect the conduct of the United States Government by coercion.

RIL 2133B (01/15) Page 1 of 1
PSE0001380
RLI Insurance Company
Policy Number:

Docusign Envelope ID: F2B47768-5C1E-4D71-A892-3D20BFB00810 RLIPack® EXCESS LIABILITY

DECLARATIONS
RLI Insurance Company
9025 N. Lindbergh Drive - Peoria, Illinois 61615
POLICY NO: PSE0001380 PRODUCER: 68072
IOA Insurance Services (68072)
1855 W State Rd 434
Longwood, FL 32750
ITEM 1. NAMED INSURED AND MAILING ADDRESS
ELS
dba: ELS Architecture and Urban Design
2040 Addison Street
Berkeley, CA 94704
ITEM 2. POLICY PERIOD (Mo./Day/Yr.)
FROM 10/01/2024 TO
10/01/2025 12:01 A.M. Standard Time at your mailing address shown above.

ITEM 3. LIMITS OF LIABILITY
$ 4,000,000 Each Occurrence
$ N/A Each Occurrence Auto Sublimit
$ 4,000,000 General Aggregate
$ 4,000,000 Products-Completed Operations Aggregate
TEM 4. SCHEDULE OF UNDERLYING INSURANCE
See PPU 110
Rate: $ Premium Basis:

ITEM 5. PREMIUM
Non-Auditable X
Flat Rate: $
Auditable
Advance Premium: $
Estimated Exposure:

Audit Period (annual unless noted):

Policy Minimum: $
Terrorism Charge: $
Total Premium Due: $
ITEM 6. FORMS AND ENDORSEMENTS ATTACHED AND MADE A PART OF THIS POLICY AT ISSUE See endorsement RIL 2150
Countersigned by
_ _
Authorized Representative
PPU 100 09 19 Page 1 of 1
Docusign Envelope ID: F2B47768-5C1E-4D71-A892-3D20BFB00810 ALL OTHER TERMS AND CONDITIONS OF THIS POLICY REMAIN UNCHANGED.

PPU 110 04 23 Page 1 of 1 Policy Number: PSE0001380 RLI Insurance Company THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

RLIPack® SCHEDULE OF UNDERLYING INSURANCE
This endorsement modifies insurance provided under the following:

COMMERCIAL EXCESS LIABILITY COVERAGE FORM
Item 4. of the declarations is amended to include:

Type of Coverage Carrier Eff. Date Exp. Date Limits
General Liability
Only the Type of
Coverage identified in
this Schedule of
Underlying Insurance
by Carrier, policy
number and applicable
Limits are to be
included.

RLI Insurance
Company
10/01/2024 10/01/2025
Occurrence $ 1,000,000
Aggregate $ 2,000,000
Employee Benefits
Liability
Only the Type of
Coverage identified in
this Schedule of
Underlying Insurance
by Carrier, policy
number and applicable
Limits are to be
included.

RLI Insurance
Company
10/01/2024 10/01/2025
Each Employee $1,000,000
Aggregate $1,000,000
Employers’ Liability
Only the Type of
Coverage identified in
this Schedule of
Underlying Insurance
by Carrier, policy
number and applicable
Limits are to be
included.

RLI Insurance
Company
10/01/2024 10/01/2025
Each Accident: Statutory Limits or $1,000,000
,whichever is greater
Disease Each Employee: Statutory Limits or
$1,000,000 ,whichever is greater
Disease Policy Limit: Statutory Limits or
$1,000,000 ,whichever is greater
Business Auto Liability
Only the Type of
Coverage identified in
this Schedule of
Underlying Insurance
by Carrier, policy
RLI Insurance
Company
10/01/2024 10/01/2025

Each Accident $1,000,000
Docusign Envelope ID: F2B47768-5C1E-4D71-A892-3D20BFB00810 ALL OTHER TERMS AND CONDITIONS OF THIS POLICY REMAIN UNCHANGED.

PPU 110 04 23 Page 1 of 1 number and applicable
Limits are to be
included.

Docusign Envelope ID: F2B47768-5C1E-4D71-A892-3D20BFB00810 RIL 2150 (08/08) Page 1
Policy Number: PSE0001380
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

APPLICABLE FORMS & ENDORSEMENTS

FORMS AND ENDORSEMENTS LISTED BELOW APPLY TO AND ARE MADE PART OF THIS POLICY AT TIME OF ISSUE.

Form Number Form Title
PPU101 07 17 RLIPACK COMMERCIAL EXCESS LIABILITY COVERAGE FORM PPK2108 05 11 RLIPACK NOTICE OF CANCELLATION OR NONRENEWAL -

DESIGNATED PERSON OR ORGANIZATION
PPU300 06 10 RLIPACK ASBESTOS EXCLUSION
PPU301 06 10 RLIPACK SILICA EXCLUSION
PPU302 03 20 RLIPACK FOR DESIGN PROFESSIONALS PROFESSIONAL SERVICES

EXCLUSION
PPU303 06 10 RLIPACK LEAD EXCLUSION
PPU304 06 10 RLIPACK FOR DESIGN PROFESSIONALS EXCESS LIABILITY

ENHANCEMENT
PPU305 06 10 RLIPACK DISCRIMINATION EXCLUSION
PPU306 06 10 RLIPACK EMPLOYMENT PRACTICES LIABILITY EXCLUSION PPU307 06 10 RLIPACK DAMAGES TO PREMISES RENTED TO YOU EXCLUSION PPU308 09 11 RLIPACK UNINSURED/UNDERINSURED MOTORISTS EXCLUSION PPU310 01 15 RLIPACK CAP ON LOSSES FROM CERTIFIED ACTS OF TERRORISM PPU343 01 24 PUNITIVE DAMAGE EXCLUSION
RIL2143 11 13 CONDITIONAL EXCLUSION OF TERRORISM (RELATING TO

DISPOSITION OF FEDERAL TERRORISM RISK INSURANCE ACT)
ILF0001 04 22 SIGNATURE PAGE
ALL OTHER TERMS AND CONDITIONS OF THIS POLICY REMAIN UNCHANGED.

Docusign Envelope ID: F2B47768-5C1E-4D71-A892-3D20BFB00810 Policy Number: RLI Insurance Company

PPU 101 07 17 Page 1 of 6

RLIPack® COMMERCIAL EXCESS LIABILITY COVERAGE FORM
(Occurrence Form)

Various provisions in this policy restrict coverage. Read the entire policy carefully to determine rights, duties and what is and is not covered.

Throughout this policy the words "you" and "your" refer to the "Named Insured" shown in the Declarations. The
words "we," "us" and "our" refer to the Company providing this insurance.

The word "insured" means any person or organization
qualifying as an insured person under the terms of the
underlying insurance.

Other words and phrases that appear in bold print have
special meaning. Refer to SECTION II – DEFINITIONS.

In consideration of the payment of premium, in reliance upon the statements in the Declarations and Schedule of Underlying Insurance which are made a part of this policy, and subject to the terms, conditions and exclusions of this policy we agree with you as follows:

SECTION I – INSURING AGREEMENT
A. Coverage
Subject to the other provisions of this policy, we will pay on behalf of the i nsured the insured's ultimate
net loss if such loss results from an occurrence
insured by underlying insurance . However, the
insurance afforded by this policy shall apply: (a) only in excess of the underlying insurance; (b) only after
the underlying in surance has been exhausted by
payment of the limits of liability of such insurance; and (c) only if caused by an occurrence which takes place
during the policy period and in the coverage territory
as defined in the underlying insurance . If the
underlying insu rance does not pay a loss, for
reasons other than exhaustion of an aggregate limit of
liability, then we shall not pay such loss.

This policy, except where provisions to the con trary
appear herein, is subject to all of the condi tions,
agreements, exclusi ons, endorsements and
limitations of and shall follow the underlying insurance in all respects.

B. Defense And Expense Of Claims And Suits

1. We shall not be obligated to assume charge of or
participate in the settlement or defense of any
claim made, or s uit brought, or pro ceedings
instituted against the insured. How ever, we shall
have the right and opportunity to be associated
with the insured in the de fense of any claim, suit
or proceeding which, in our opinion, may create

liability under the terms of this policy. If we
assume such right and opportunity, we shall not
continue to defend or participate in the defense of
any claim or suit after the applicable limit of
liability of this policy has been exhausted.

2. We shall not pay any expenses except as follows:
a. If the insured is legally liable for interest which
accrues on a judgment after the entry of the
judgment and before we have paid, offered to
pay, or deposited in court the amount of the
judgment to which this policy applies, then we
will pay the in terest on the amount of the
judgment to which this policy applies.
b. If an expense is incurred directly by us and
solely at our discretion, then we will pay such
expense.
c. If a payment for damages is made under this
policy, then we will pay relate d pre judgment
interest for which the insured is legally liable,
provided:
(1) The underlying insurance pays pre-
judgment interest; and
(2) Our share of prejudgment interest shall
not exceed the proportion that payment
for damages under this policy bears to
the to tal damages determined by final
judgment or settlement.

3. Subject to all of the foregoing:
a. If the defense expense payments are in -
cluded within the limit of liability of the
underlying insurance by the terms of that
policy, then any such expense pay ment we
make shall reduce the limit of liability of this
policy.
b. If the underlying insurance does not include
defense expense payments within its limit of
liability by the terms of that pol icy, then any
such expense payment we make shall not
reduce the limit of liability of this policy.

C. Limits Of Liability

1. The limit of liability stated in the Declarations as applicable to each occurrence shall be the total
limit of our liability for all ultimate net loss
sustained by any one person or as the result of
any one occurrence as applied to the appropriate
coverage.

2. Subject to the limit of liability for each occurrence:

PSE0001380
Docusign Envelope ID: F2B47768-5C1E-4D71-A892-3D20BFB00810 PPU 101 07 17 Page 2 of 6

a. The limit of liability stated in the Decla rations
as general aggregate is the most we will pay
during each policy period for all ultimate net
loss, except ultimate net loss because of
injury and damage included in the products -
completed oper ations hazard or for covered
claims involving automobile liability; and
b. The limit of liability stated in the Decla rations
as products -completed opera tions aggregate
is the most we will pay during each policy
period for all ultimate net loss because of
injury and damage included in the products -
completed operations hazard.

3. This insurance shall apply only as excess of the
underlying insurance limits of liability shown in
the Declarations. However, if the limit of liability of the underlying insurance shown in the
Declarations has been reduced or exhausted
because of payments for an occurrence which
took place during our policy period, then this
policy shall apply as excess of such reduced limit
of liability of the underlying insurance.

SECTION II – DEFINITIONS
A. Ultimate net loss means all sums actually paid, or
which the insured is legally obligated to pay, as
damages in settlement or satisfaction of claims or
suits for which insurance is afforded under this policy, after proper deduction for all recoveries or salvage.

Ultimate net loss shall include defense expense
payments made by the insurer of the underlying
insurance, provided that such expenses a re included
within the limit of insurance of the underlying
insurance by the terms of that policy.

B. Underlying insurance means the policy or policies of insurance in the Schedule of Underlying Insurance.

SECTION III – EXCLUSIONS
Regardless of whether or not such coverage is afforded
by any underlying insurance, this policy does not apply:

A. Pollution

1. Advertising injury, bodily injury, personal injury or property damage arising out of the actual, alleged
or threatened discharge, dispersal, seepage,
migration, release or escape of pollutants:
a. That are, or that are contained in any property
that is:
(1) Being moved from the place where such
property or pollutants are ac cepted by an
insured for movement into or onto an
automobile;
(2) Being transported or towed by an
automobile;
(3) Otherwise in the course of transit by or on
behalf of an insured;

(4) Being stored, disposed of, treated or
processed in or upon an automobile; or
(5) Being moved from an automobile to the
place where such property or pol lutants
are finally delivered, disposed of or
abandoned by an insured;
b. At or from any premises, site or location
which is or was at any time, owned or
occupied by, or rented or loaned to, any
insured;
c. At or from any premises, site or location
which is or was at any time u sed by or for any
insured or others for the handling, storage,
disposal, processing or treatment of waste;
d. Which are or were at any time trans ported,
handled, stored, treated, disposed of, or
processed as waste by or for any in sured or
any person or orga nization for whom any
insured may be legally responsible; or
e. At or from any premises, site or location on
which any insured or any contractors or
subcontractors working directly or in directly
on any insured's behalf are per forming
operations;
(1) If the pol lutants are brought on or to the
premises, site or location in con nection
with such operations by such insured,
contractor or subcontractor; or
(2) If the operations are to test for, mon itor,
clean up, remove, contain, treat, detoxify
or neutralize or in any way respond to, or
assess the effects of pollutants.

Paragraphs 1.a.(4) and 1.b. through 1.e. above
do not apply to fuels, lubricants, fluids, exhaust
gases or other similar pollutants that are needed
for or result from the normal electrical, hydraulic
or mechanical functioning of an automobile or its
parts, if the pollutants escape, seep or migrate or
are discharged, dispersed or released directly
from an auto part designed by its manufacturer to
hold, store, receive or dispose of such pollutants.

Paragraphs 1.b. through 1.e. above do not apply
to pollutants not in or upon an automobile if:
a. The pollutants or any property in which the
pollutants are contained are upset,
overturned or damaged as a result of the
maintenance or use of an automobile;
b. The discharge, dispersal, seepage, mi gration,
release or escape of the pollut ants is caused
directly by such upset, overturn or damage;
and
c. The bodily injury or property damage is not
otherwise excluded under Paragraph 1.a. of
this exclusion.

Docusign Envelope ID: F2B47768-5C1E-4D71-A892-3D20BFB00810 PPU 101 07 17 Page 3 of 6

Paragraph 1.e.(1) above does not apply to bodily
injury or property damage arising out of the
escape of fuels, lubricants or other op erating
fluids which are needed to perform the normal
electrical, hydraulic or mechanical functions
necessary for the operation of mo bile equ ipment
or its parts, if such fuels, lu bricants or other
operating fluids escape from a vehicle part
designed to hold, store or re ceive them. This
exception does not apply if the fuels, lubricants or
other operating fluids are intentionally discharged,
dispersed or re leased, or if such fuels, lubricants
or other op erating fluids are brought on or to the
premises, site or location with the intent to be
discharged, dispersed or released as part of the
operations being performed by such insured,
contractor or subcontractor.

Paragraphs 1.b. and 1.e.(1) above do not apply to
bodily injury or property damage arising out of
heat, smoke or fumes from a hostile fire.

2. Any loss, cost or expense arising out of any:
a. Request, demand or order that any in sured or
others test for, monitor, clean up, remove,
contain, treat, detoxify or neu tralize, or in any
way respond to, or as sess the effects of
pollutants; or
b. Claim or suit by or on behalf of any gov -
ernmental authority or others for dam ages
because of tes ting for, monitoring, cleaning
up, removing, containing, treat ing, detoxifying
or neutralizing, or in any way responding to,
or assessing the effects of pollutants.

As used in this exclusion:

1. Hostile fire means one which becomes un -
controllable or breaks out from where it was
intended to be; and

2. Pollutants means any solid, liquid, gaseous or
thermal irritant or contaminant, including smoke,
vapor, soot, fumes, acids, alkalis, chemicals and
waste. Waste includes mate rials to be recycled,
reconditioned, reclaimed or disposed of.

B. Nuclear Energy Liability Exclusion (Broad Form)
This policy does not apply:

1. Under any Liability Coverage, to ultimate net
loss:
a. With respect to which an insured under this
policy is also an insured under a nuclear
energy liab ility policy issued by Nuclear
Energy Liability Insurance Association, Mutual
Atomic Energy Liability Underwriters or
Nuclear Insurance Asso ciation of Canada, or
would be an insured under any such policy
but for its termi nation upon exhaustion of its
limit of liability; or

b. Resulting from the hazardous properties of
nuclear material and with respect to which (a)
any person or organization is required to
maintain financial protection pursuant to the
Atomic Energy Act of 1954, or any law
amendatory thereo f, or (b) the insured is, or
had this policy not been issued would be,
entitled to indemnity from the United States of
America, or any agency thereof, under any
agreement entered into by the United States
of America, or any agency thereof, with any
person or organization.

2. Under any Medical Payment Coverage, or un der
any Supplementary Payments provision relating
to first aid, to expenses incurred with respect to
ultimate net loss resulting from the hazardous
properties of nuclear material and arising ou t of
the operation of a nuclear facility by any person or
organization;

3. Under any Liability Coverage, to ultimate net
loss resulting from the hazardous properties of
nuclear material, if:
a. The nuclear material (a) is at any nuclear
facility owned by, or operated by or on behalf
of, an insured, or (b) has been dis charged or
dispersed therefrom;
b. The nuclear material is contained in spent
fuel or waste at any time possessed, handled,
used, processed, stored, trans ported or
disposed of by or on behalf of an insured; or
c. The loss arises out of the furnishing by an
insured of services, materials, parts or
equipment in connection with the plan ning,
construction, maintenance, opera tion or use
of any nuclear facility. If such facility is located
within the Unite d States of America, its
territories or possessions or Canada, this
Exclusion 3. applies only to ultimate net loss
to such nuclear facil ity and any property
thereat.

As used in this policy:

Hazardous properties include radioactive, toxic or
explosive properties;
Nuclear material means source material, special
nuclear material or by-product material;
Source material, special nuclear material and by -
product material have the mean ings given them in the
Atomic Energy Act of 1954 or in any law amendatory
thereof;
Spent fuel means any fuel element or fuel component,
solid or liquid, which has been used or exposed to
radiation in a nuclear reactor;

Docusign Envelope ID: F2B47768-5C1E-4D71-A892-3D20BFB00810 PPU 101 07 17 Page 4 of 6

Waste means any waste material (1) containing by -
product material other than the tailings or waste
produced by the extraction or concentration of
uranium or thorium from any ore processed primarily
for its source material content, and (2) resulting from the operation by any per son or organization of any
nuclear facility included within the definition of nuclear facility under Paragraph (a) or (b) thereof;
Nuclear facility means:
(a) Any nuclear reactor;
(b) Any equipment or device designed or used for: (1)
separating the isotopes of uranium or plutonium,
(2) processing or utilizing spent fuel, or (3)
handling, processing or packaging waste;
(c) Any equipment or device used for the processing,
fabricating or alloying of special nuclear material if
at any time the total amount of such material in
the custody of the insured at the premises where
such equipment or device is located consists of or
contains more than 25 grams of plutonium or
uranium 233 or any combina tion thereof, or more
than 250 grams of uranium 235;
(d) Any structure, basin, excavation, premises or
place prepared or used for the storage or disposal
of waste;
And inclu des the site on which any of the
foregoing is located, all operations conducted on
such site and all premises used for such
operations;
Nuclear reactor means any ap paratus designed
or used to sustain nuclear fission in a self -
supporting chain reaction or to contain a critical
mass of fissionable material;
Ultimate net loss includes all forms of
radioactive contamination of property.

C. Workers’ Compensation And Similar Laws
This policy does not apply:

To any obligation of the insured under a workers’
compensation, disability benefits or unemployment
compensation law or any similar law.

SECTION IV – CONDITIONS
A. Appeal – In the event you or any underlying insurer
elect not to appeal a judgment in excess of the
amount of any underlying insurance , we may e lect
to appeal. Our limit of liability shall not be increased because of such appeal. Any appeal we elect to make
will be at our cost and expense.

B. Assignment – Your interest in this policy may not be transferred to another; except by an en dorsement
issued by us which gives our consent. If you die, this
policy shall apply: (1) to your legal representative, but only while acting within the scope of their duties as
such; and (2) with respect to your property, to the
person having proper temporary custody as an
insured, but only until the appointment and
qualification of the legal representative.

C. Changes – This policy may be changed only by an
endorsement issued to form a part of the policy.

Notice to you or to our agent or knowledge possessed
by us, by ou r agent or by any other person shall not
affect a waiver or a change in any part of this policy.

Nor will such notice or knowledge prevent us from
asserting any right under the terms of this policy.

D. Cancellation

1. The first Named Insured shown in the Dec -
larations may cancel this policy by mailing or
delivering to us or any of our authorized agents
advance written notice of cancellation.

2. We may cancel this policy by mailing or de livering
to the first Named Insured written notice of
cancellation at least:
a. Ten (10) days before the effective date of
cancellation if we cancel for nonpayment of
premium; or
b. Thirty (30) days before the effective date of
cancellation if we cancel for any other reason.

3. We will mail or deliver our notice to the first
Named Ins ured's last mailing address known to
us.

4. Notice of cancellation will state the effective date of cancellation. The policy period will end on that
date.

5. If this policy is cancelled, we will send the first
Named Insured any premium refund due. If we
cancel, the refund will be pro rata. If the first
Named Insured cancels, the refund will be
computed at ninety percent (90%) of pro rata. The
cancellation will be effective even if we have not
made or offered a refund.

6. If notice is mailed, proof of mailin g will be suf - ficient proof of notice.

E. Duties In The Event Of Occurrence, Claim Or Suit
You must see to it that we receive prompt written
notice of an occurrence which may result in a claim
under this policy. Notice should include how, when
and where the occurrence took place. The names and
addresses of any injured persons and witnesses must
be included.

Docusign Envelope ID: F2B47768-5C1E-4D71-A892-3D20BFB00810 PPU 101 07 17 Page 5 of 6

If a claim is made or suit brought against any in sured, you must see to it that we receive prompt written
notice of the claim or suit.

You and any other insured involved must:

1. Immediately send us copies of any demands,
notices, summonses or legal papers received in
connection with the claim or suit;

2. Authorize us to obtain records and other
information;

3. Cooperate with us in the investigation, settlement,
or defense of the claim or suit; and

4. Assist us, upon our request, in the enforce ment of
any right against any person or or ganization
which may be liable to the insured because of
injury or damage to which this insurance may also
apply.

It is a requir ement of this policy that you do not make any admission of liability. You shall not, un less we
agree, incur any expense or make any payment. If
you do, such liability, expense or pay ment will be at
your own cost.

F. Bankruptcy Of The Underlying Insurer – In the
event of the bankruptcy or insolvency of the in surer of any underlying insurance, the insurance afforded by
this policy shall not replace such underlying
insurance. Rather, this policy shall apply in the same
manner as though such underlying insur ance were
available and collectible.

G. Maintenance Of Underlying Insurance – You agree
to maintain all underlying insurance in full force and
effect as scheduled in the Schedule of Underlying
Insurance at the inception of this policy and during our policy period except for reduction of aggregate limits
of liability by payment of losses. If any underlying
insurance is not maintained in full effect by the
insured, or if there is any material change in the
terms, conditions or scope of coverage, by
endorsement or otherwise, of any underlying
insurance, the insurance afforded by this policy shall
apply in the same manner as though such underlying
insurance had been in full effect, so maintained and
unchanged. You agree to notify us promptly if any
underlying insurance is cancelled or terminated.

H. Premium – Premiums for this policy shall be stated in the Declarations and computed in accordance with
our rules, rates, rating plans, premiums, and minimum
premiums applicable to this insurance. If this policy is issued for a period in excess of one year, the
premium for this policy may be revised on each
annual anniversary. Any such revision will be in
accordance with our manuals in effect at that time.

If the policy is issued on a non -auditable basis, the
Flat Rate Premium becomes the policy premium.

If the policy is issued on an auditable basis, the
premium designated on the Declarations page as
Advance Premium shall be credited to the amount of
earned premium due at the end of the policy period.

At the close of each audit period, the earned premium
shall be computed for such period. Upon notice to
you, it shall become due and payable. If the total
earned premium exceeds the Advance Premium
previously paid, the amount by which the earned
premium exceeds the Advance Premium shall be due
and payable to us by you. In no case shall the earned
premium be less than the Minimum Premium shown
on the Declarations page.

You shall maintain records of such information as is
necessary for premium computation. You shall send
copies of such records to us at the end of this policy
period. You shall also send us copies of such records
at such times during the policy period as we may
direct.

I. Legal Action Against Us – No legal action shall be
brought against us unless the insured has f ully
complied with all terms of this policy. In addition, no legal action shall be brought against us until the
amount of the insured's obligation to pay has been
finally determined. The insured’s obligation to pay
must be finally determined either by judg ment against
the insured after actual trial or by written agreement
between us, the insured and the claimant.

J. Conformity – Terms of this policy which are in
conflict with the laws of the state wherein this policy is issued are hereby amended to conform to such laws.

K. Other Insurance – If other insurance, whether
collectible or not, is available to the insured covering a loss also covered by this policy, other than insurance
that is specifically excess of the insurance afforded by this policy, the insurance a fforded by this policy shall be in excess of, and shall not contribute with, such
other insurance.

L. Subrogation – In the event of any payment under
this policy, the insured must notify us of any of the
insured's rights of recovery against any person or
organization. We shall be subrogated to all such
rights. The insured shall execute and deliver
instruments and papers and do whatever else is
necessary to secure such rights. The insured shall do
nothing after loss to prejudice such rights.

Any amount recovere d through subrogation or
otherwise shall be apportioned in the inverse order of
payment of the claim or claims involved to the extent
of actual payment thereof by all interests. The
expenses of all such recoveries and proceedings in
connection therewith sh all be apportioned in the ratio of respective recoveries. With respect to proceedings
conducted solely by us, if there is no recovery, we will bear the expense thereof. If there is a recovery, we
shall be reimbursed in full from such recovery for the
amount of all expenses incurred by us before
apportionment of such recovery as herein provided.

Docusign Envelope ID: F2B47768-5C1E-4D71-A892-3D20BFB00810 PPU 101 07 17 Page 6 of 6

M. Salvage – All salvage, recoveries, or payments
recovered or received subsequent to a loss
settlement under this policy shall be applied as if
recovered or received p rior to such settlement. All
necessary adjustments shall then be made between
the insured and us. Nothing in this clause shall be
construed to mean that losses under this policy are
not recoverable until the insured's ultimate net loss
has been finally ascertained.

N. Inspection And Audit – We shall be permitted but
not obligated to inspect your property and operations
at any time. Neither our rights to make inspections,
nor the making thereof, nor any report thereon shall
constitute an undertaking, on behalf of or for the
benefit of you or others, to determine or warrant that
such property or operations are safe.

We may examine and audit your books and records at
any time during the policy period and extensions
thereof and within three (3) years after the fina l
termination of this policy, as far as they relate to the subject matter of this insurance.

O. Separation Of Insureds – Except with respect to the
limits of liability this insurance applies as if each
Named Insured were the only Named Insured and
separately to each insured against whom claim is
made or suit is brought.

P. Payment Of Loss – It is a condition of this policy that the insurance afforded under this policy shall apply
only after the underlying insurance has been
exhausted by payment of its limits of l iability. Upon
final determination by settlement, award or verdict of
the liability of the insured, we will promptly pay you as you shall pay, or be required to pay, the amounts of
any losses falling within the terms or limits of this
insurance. All losses covered under this policy shall
be due and payable by us within thirty (30) days after
they are respectively claimed and proof of loss filed
with us in conformity with this policy. Bankruptcy or
insolvency of the insured shall not relieve us of any of our obligations hereunder.

Docusign Envelope ID: F2B47768-5C1E-4D71-A892-3D20BFB00810 P o l i c y N u m b e r : R L I I n s u r a n c e C o m p a n y Named Insured:

PPK 2108 05 11 Page 1 of 1
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

RLIPack® NOTICE OF CANCELLATION OR NONRENEWAL –

DESIGNATED PERSON OR ORGANIZATION

Schedule
Designated Person or Organization:

Email Address:

US Mail Address:

If we cancel or chose to nonrenew this policy for any re ason other than nonpayment of premium we will provide written notice at least (___) days before the effective date of the cancellation or nonrenewal to the designated person or organization in the above schedule.

Such notice will be sent via the US mail address or E-mail address listed above. Proof of mailing or e-mailing will be sufficient proof of notice.

PSE0001380
ELS
Catellus AZ Construction Mgr, LLC
c/o Catellus Development Corporation
66 Franklin Street, Suite 200
Oakland, CA 94607
30 Docusign Envelope ID: F2B47768-5C1E-4D71-A892-3D20BFB00810 P o l i c y N u m b e r : R L I I n s u r a n c e C o m p a n y Named Insured:

PPK 2108 05 11 Page 1 of 1
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

RLIPack® NOTICE OF CANCELLATION OR NONRENEWAL –

DESIGNATED PERSON OR ORGANIZATION

Schedule
Designated Person or Organization:

Email Address:

US Mail Address:

Such notice will be sent via the US mail address or E-mail address listed above. Proof of mailing or e-mailing will be sufficient proof of notice.

PSE0001380
ELS
City of South San Francisco
Capital Projects
33 Arroyo Drive
South San Francisco, CA 94080
30 Docusign Envelope ID: F2B47768-5C1E-4D71-A892-3D20BFB00810 P o l i c y N u m b e r : R L I I n s u r a n c e C o m p a n y Named Insured:

PPK 2108 05 11 Page 1 of 1
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

RLIPack® NOTICE OF CANCELLATION OR NONRENEWAL –

DESIGNATED PERSON OR ORGANIZATION

Schedule
Designated Person or Organization:

Email Address:

US Mail Address:

Such notice will be sent via the US mail address or E-mail address listed above. Proof of mailing or e-mailing will be sufficient proof of notice.

PSE0001380
ELS
Golden Rain Foundation
800 Rockview Drive
Walnut Creek, CA 94595
30 Docusign Envelope ID: F2B47768-5C1E-4D71-A892-3D20BFB00810 P o l i c y N u m b e r : R L I I n s u r a n c e C o m p a n y

PPU 300 06 10 Page 1 of 1
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

RLIPack® ASBESTOS EXCLUSION

This endorsement modifies insurance provided under the following:

COMMERCIAL EXCESS LIABILITY COVERAGE FORM

The following is added to SECTION III – EXCLUSIONS:

This insurance does not apply to bodily injury, property damage, personal and advertising injury, or medical
payments arising out of:

1. Asbestos, asbestos fibers or asbestos products or
to any obligation of the insured to indemnify
another and/or contribute with another because of
damages arising out of, or as a result of such bodily
injury, property damage, personal and advertising
injury, or medical payments;

2. Any supervision, instructions, recommendations,
notices, warnings, testing, monitoring or advice
given or which should have been given in
connection with the manufacturing, selling, renting,
consulting, removal, demolition, and/or distributing
of asbestos, asbestos fibers or asbestos products
or products or premises containing asbestos;

3. Removal of asbestos or products containing
asbestos including:
a. Cost of asbestos removal and replacement with
other fire retardant materials;
b. Property damage in the course of removing
asbestos, asbestos fibers or asbestos products.

4. Any loss, cost or expense arising out of any
request, demand or order that any insured or
others test for, monitor, clean up, remove, contain,
treat, detoxify or neutralize, or in any way respond
to, or assess the effects of asbestos, asbestos
fibers, or asbestos products; or

5. Any loss, cost or expense arising out of any claim or suit by or on behalf of a governmental authority for
damages, because of testing for, monitoring,
cleaning up, removing, containing, treating,
detoxifying or neutralizing, or in any way
responding to, or assessing the effects of asbestos,
asbestos fibers, or asbestos products.

ALL OTHER TERMS AND CONDITIONS OF THIS POLICY REMAIN UNCHANGED.

PSE0001380
Docusign Envelope ID: F2B47768-5C1E-4D71-A892-3D20BFB00810 P o l i c y N u m b e r : R L I I n s u r a n c e C o m p a n y

PPU 301 06 10 Page 1 of 1
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

RLIPack® SILICA EXCLUSION

This endorsement modifies insurance provided under the following:

COMMERCIAL EXCESS LIABILITY COVERAGE FORM

The following is added to SECTION III – EXCLUSIONS:

This insurance does not apply to:

1. Bodily injury or medical payments arising, in whole
or in part, out of the actual, alleged, threatened or
suspected inhalation of, or ingestion of, “silica” or
“silica-related dust".

2. Property damage arising, in whole or in part, out of the actual, alleged, threatened or suspected contact
with, exposure to, existence of, or presence of,
"silica" or "silica-related dust".

3. Personal and advertising injury arising, in whole or in part, out of the actual, alleged, threatened or
suspected inhalation of, ingestion of, contact with,
exposure to, existence of, or presence of, "silica" or "silica-related dust".

4. Any loss, cost or expense arising, in whole or in part, out of the abating, testing for, monitoring, cleaning
up, removing, containing, treating, detoxifying,
neutralizing, remediating or disposing of, or in any
way responding to or assessing the effects of,
"silica" or "silica-related dust ", by any insured or by any other person or entity.
"Silica" means silicon dioxide, (occurring in crystalline, amorphous and impure forms), silica particles, silica dust or silica compounds. "Silica-related dust" means a
mixture or combination of silica and other dust or
particles.

ALL OTHER TERMS AND CONDITIONS OF THIS POLICY REMAIN UNCHANGED.

PSE0001380
Docusign Envelope ID: F2B47768-5C1E-4D71-A892-3D20BFB00810 Policy Number: RLI Insurance Company

PPU 302 03 20 Page 1 of 1
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

RLIPack® FOR DESIGN PROFESSIONALS

PROFESSIONAL SERVICES EXCLUSION

This endorsement modifies insurance provided under the following:

COMMERCIAL EXCESS LIABILITY COVERAGE FORM

The following is added to SECTION III – EXCLUSIONS:

This insurance does not apply to ultimate net loss ari- sing out of the rendering or failure to render any profes - sional services.
“Professional Services” means any service requiring
specialized skill or training including but not limited to the following:
a. Preparing, approving, or failing to prepare or approve any map, shop drawing, opinion, report, survey, field
order, change order, design, drawing, specification,
recommendation, permit application, payment re-
quest, manual or instruction;
b. Supervision, inspection, quality control, archi tectural, engineering or surveying activity or service, job site
safety, warning or failure to warn, construction
contracting, construction administration, construction
management, com puter consulting or design, soft -
ware development or programming service, or selec-
tion of a contractor, subcontractor or subconsultant;
c. Monitoring, testing, or sampling service nec essary to perform any of the services included in a. or b. above.

d. Legal, accounting or advertising services;
e. Medical, surgical, dental, x -ray or nursing services treatment, advice or instruction;
f. Any health or therapeutic service treatment, advice or instruction;
g. Any service, treatment, advice or instruction for the purpose of appearance or skin enhancement, hair
removal or replacement or personal grooming;
h. Optometry or optical or hearing aid services inclu-
ding the prescribing, preparation, fitting, demon-
stration or distribution of ophthalmic lenses and
similar products or hearing aid devices;
i. Body piercing services; and
j. Services in the practice of pharmacy.

This exclusion applies even if the claims allege negli - gence or other wrongdoing in the supervision, hiring,
employment, training or monitoring of others by an
insured, if the “occurrence” which caused the “bodily
injury” or “property damage”, or the offense which caused the “personal and advertising injury”, involved the
rendering or failure to render of any “professional
services”.

ALL OTHER TERMS AND CONDITIONS OF THIS POLICY REMAIN UNCHANGED.

PSE0001380
Docusign Envelope ID: F2B47768-5C1E-4D71-A892-3D20BFB00810 P o l i c y N u m b e r : R L I I n s u r a n c e C o m p a n y

PPU 303 06 10 Page 1 of 1
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

RLIPack® LEAD EXCLUSION

This endorsement modifies insurance provided under the following:

COMMERCIAL EXCESS LIABILITY COVERAGE FORM

The following is added to SECTION III – EXCLUSIONS:

This insurance does not apply to bodily injury, property damage, personal and advertising injury, or medical
payments arising out of:

1. The ingestion, inhalation or absorption of lead in
any form or to any obligation of the insured to
indemnify another and/or contribute with another
because of damages arising out of, or as a result of
such bodily injury, property damage, personal and
advertising injury, or medical payments;

2. Any supervision, instructions, recommendations,
notices, warnings, testing, monitoring or advice
given or which should have been given in
connection with the manufacturing, selling, renting,
consulting, removal, demolition and/or distributing
of lead or products or premises containing lead;

3. Removal of lead or products containing lead,
including property damage in the course of
removing lead;

5. Any loss, cost or expense arising out of any claim or suit by or on behalf of a governmental authority for
damages, because of testing for, monitoring,
cleaning up, removing, containing, treating, detoxi-
fying or neutralizing, or in any way responding to,
or assessing the effects of lead.

ALL OTHER TERMS AND CONDITIONS OF THIS POLICY REMAIN UNCHANGED.

PSE0001380
Docusign Envelope ID: F2B47768-5C1E-4D71-A892-3D20BFB00810 P o l i c y N u m b e r : R L I I n s u r a n c e C o m p a n y

PPU 304 06 10 Page 1 of 2
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

RLIPack® FOR DESIGN PROFESSIONALS

EXCESS LIABILITY ENHANCEMENT

SCHEDULE OF COVERAGES ADDRESSED BY THIS ENDORSEMENT

A. General Aggregate Limit – Per Project Or Per Location B. Additional Insured – Primary/Non-contributory
C. Waiver Of Transfer Of Rights Of Recovery Against Others To Us

This endorsement modifies insurance provided under the following:

COMMERCIAL EXCESS LIABILITY COVERAGE FORM

A. General Aggregate Limit – Per Project Or Per
Location
Paragraph 2.a. of C. Limits of Liability of SECTION
I – INSURING AGREEMENT is deleted and
replaced by the following:
a. The limit of liability stated in the Declarations as general aggregate is the most we will pay during
each policy period for all ultimate net loss,
except ultimate net loss because of:
(1) injury and damage included in the products-
completed operations hazard or;
(2) any coverage included in underlying
insurance to which no underlying aggregate
applies.

The general aggregate applies separately to
each of your “projects” away from premises
owned by or occupied by you or to each of your
locations owned by or occupied by you.
“Projects” mean an area away from premises
owned by or rented to you at which you are
performing operations pursuant to a contract or
agreement. For the purposes of determining the
applicable aggregate limit of insurance, each
"project" at the same “location” shall be
considered a single "project".

For the purposes of this provision, “location”
means
(1) premises involving the same or connecting
lots;
(2) premises where connection is interrupted
only by a street, roadway, waterway or right-
of-way of a railroad; or

(3) premises where operations are performed in
sections, stages or phases as a continuation
of the same contract or agreement, even if
the premises do not involve connecting lots.

B. Additional Insured – Primary/Non-contributory
Paragraph K. Other Insurance of SECTION IV –
CONDITIONS is deleted and replaced by the
following:

K. Other Insurance
If other insurance, whether collectible or not, is
available to the insured covering a loss also
covered by this policy, the insurance afforded by
this policy shall be in excess of, and shall not
contribute with, such other insurance. However,
if the underlying insurance provides coverage
to an additional insured on a primary basis, or a
primary and non-contributory basis, this insur-
ance shall be available to such additional
insured on an excess basis over the underlying
insurance. We will not share with other
insurance which covers such additional insured
as a named insured.

C. Waiver Of Transfer Of Rights Of Recovery
Against Others To Us
Paragraph L. Subrogation of SECTION IV –
CONDITIONS is deleted and replaced by the
following:

PSE0001380
Docusign Envelope ID: F2B47768-5C1E-4D71-A892-3D20BFB00810

PPU 304 06 10 Page 2 of 2
L. Subrogation
In the event of any payment under this policy, the
insured must notify us of any of the insured's rights
of recovery against any person or organization. We
shall be subrogated to all such rights. The
insured shall execute and deliver instruments
and papers and do whatever else is necessary to
secure such rights. The insured shall do nothing
after loss to prejudice such rights. However we
waive any rights of recovery we may have
against any person or organization if the
underlying insurance also waives such rights.

Any amount recovered through subrogation or
otherwise shall be apportioned in the inverse order
of payment of the claim or claims involved to the
extent of actual payment thereof by all interests. The
expenses of all such recoveries and proceedings in
connection therewith shall be apportioned in the
ratio of respective recoveries. With respect to
proceedings conducted solely by us, if there is no
recovery, we will bear the expense thereof. If there
is a recovery, we shall be reimbursed in full from
such recovery for the amount of all expenses
incurred by us before apportionment of such
recovery as herein provided.

ALL OTHER TERMS AND CONDITIONS OF THIS POLICY REMAIN UNCHANGED.

Docusign Envelope ID: F2B47768-5C1E-4D71-A892-3D20BFB00810 P o l i c y N u m b e r : R L I I n s u r a n c e C o m p a n y

PPU 305 06 10 Page 1 of 1
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

RLIPack® DISCRIMINATION EXCLUSION

This endorsement modifies insurance provided under the following:

COMMERCIAL EXCESS LIABILITY COVERAGE FORM

The following is added to SECTION III – EXCLUSIONS:

This insurance does not apply to bodily injury, property damage, personal and advertising injury, or medical payments arising out of discrimination based on, but not limited to, race, color, creed, sex, religion, age, weight, national origin, gender, handicap, familial preference, or sexual preference.

ALL OTHER TERMS AND CONDITIONS OF THIS POLICY REMAIN UNCHANGED.

PSE0001380
Docusign Envelope ID: F2B47768-5C1E-4D71-A892-3D20BFB00810 P o l i c y N u m b e r : R L I I n s u r a n c e C o m p a n y

PPU 306 06 10 Page 1 of 1
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

RLIPack® EMPLOYMENT PRACTICES LIABILITY EXCLUSION

This endorsement modifies insurance provided under the following:

COMMERCIAL EXCESS LIABILITY COVERAGE FORM

The following is added to SECTION III – EXCLUSIONS:

This insurance does not apply to any liability or damages which arise out of any:

1. Refusal to employ

2. Termination of employment

3. Coercion, demotion, evaluation, reassignment, disci- pline, defamation, harassm ent, humiliation, discrimi-
nation or other employment-related practices,
policies, acts or omission; or

4. Consequential bodily injury or personal and ad-
vertising injury as a result of 1. through 3. above.

This exclusion applies:

1. Whether the injury-causing event described in para-
graphs 1. though 3. above occurs before, during or
after employment of any person:

2. Whether the insured may be held liable as an
employer or in any other capacity; or

3. To any obligation to share damages with or repay
someone else who must pay damages because of
the injury.

ALL OTHER TERMS AND CONDITIONS OF THIS POLICY REMAIN UNCHANGED.

PSE0001380
Docusign Envelope ID: F2B47768-5C1E-4D71-A892-3D20BFB00810 P o l i c y N u m b e r : R L I I n s u r a n c e C o m p a n y

PPU 307 06 10 Page 1 of 1
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

RLIPack® DAMAGE TO PREMISES RENTED TO YOU EXCLUSION

This endorsement modifies insurance provided under the following:

COMMERCIAL EXCESS LIABILITY COVERAGE FORM

The following is added to SECTION III – EXCLUSIONS:

This insurance does not apply to damage to premises while rented to you or temporarily occupied by you with permission of the owner.

ALL OTHER TERMS AND CONDITIONS OF THIS POLICY REMAIN UNCHANGED.

PSE0001380
Docusign Envelope ID: F2B47768-5C1E-4D71-A892-3D20BFB00810 Policy Number: RLI Insurance Company

PPU 308 09 11 Page 1 of 1
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

RLIPack ® UNINSURED/UNDERINSURED MOTORISTS EXCLUSION

This insurance does not apply to sums which the insured shall be legally enti tled to recover as damages from the owner or operator of an uninsured auto or underinsured auto because of injuries sustained by the insur ed, caused by an accident and arising out of the ownership, maintenance or use of such auto .

ALL OTHER TERMS AND CONDITIONS OF THIS POLICY REMAIN UNCHANGED.

PSE0001380
Docusign Envelope ID: F2B47768-5C1E-4D71-A892-3D20BFB00810 P o l i c y N u m b e r : R L I I n s u r a n c e C o m p a n y

PPU 310 01 15 Page 1 of 1
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

RLIPack® CAP ON LOSSES FROM CERTIFIED ACTS OF TERRORISM

This endorsement modifies insurance provided under the following:

EXCESS LIABILITY (FOLLOWING FORM)

COMMERCIAL UMBRELLA LIABILITY

EXCESS UMBRELLA LIABILITY

A. With respect to any one or more certified act of
terrorism, we will not pay any amounts for which
we are not responsible under the terms of the
Terrorism Risk Insurance Act, as amended
("Terrorism Risk Insurance Act"), due to the
application of any clause which results in a cap on
our liability for payments for terrorism losses.

B. The following definition is added:

1. Certified act of terrorism means an act that is
certified by the Secretary of the Treasury, in
consultation with the Secretary of Homeland Security
and the Attorney G
eneral of the United States,
to be an act of terrorism pursuant to the "Terrorism
Risk Insurance Act." The "TerrorismRisk Insurance
Act" sets for
th the criteria for a certified act of
terrorism including:
a. The act resulted in aggregate losses in
excess of $5 million; and
b. The act is a violent act or an act that is
dangerous to human life, property or
infrastructure and is committed by an
individual or individuals as part of an effort to
coerce the civilian population of the United
States or to influence the policy or affect the
conduct of the United States Government
by coercion.

C. If aggregate insured losses attributable to acts of
terrorism certified under the federal "Terrorism Risk
Insurance Act" exceed $100 billion in a calendar
year (January 1 thr ough December 31) and we
have met our insurer deductible under the
"Terrorism Risk Insurance Act," we shall not be
liable for the payment of any portion of the amount
of such losses that exceeds $100 billion, and in
such case insured losses up to that am ount are
subject to pro r
ata allocation in accordance with
procedures established
by the Secretary of the
Treasury.

D. The terms and limitations of any terrorism
endorsement or exclus ion , or the inap plicability or
omission of
a terrorism ex clusi on, do not serve to
crea
te coverage for any loss which would otherwise
be excluded under this Policy.

ALL OTHER TERMS AND CONDITIONS OF THIS POLICY REMAIN UNCHANGED.

PSE0001380
Docusign Envelope ID: F2B47768-5C1E-4D71-A892-3D20BFB00810 Policy Number: RLI Insurance Company
PPU 343 (01/24) Page 1 of 1
TH
IS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY

PUNITIVE DAMAGE EXCLUSION
This endorsement modifies insurance provided under the following:

COMMERCIAL EXCESS LIABILITY COVERAGE FORM
The following is added to SECTION III – EXCLUSIONS:

This policy does not apply:

To any punitive damages, exemplary damages, multiplied portion of any damages, or the defense thereof.

ALL OTHER TERMS AND CONDITIONS OF THE POLICY REMAIN UNCHANGED.

PSE0001380
Docusign Envelope ID: F2B47768-5C1E-4D71-A892-3D20BFB00810 Policy Number: RLI Insurance Company
RIL 2143 11 13 Contains copyrighted materials of Insurance Services Office, Inc., 2013 Page 1 of 2 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

CONDITIONAL EXCLUSION OF TERRORISM
(RELATING TO DISPOSITION OF FEDERAL

TERRORISM RISK INSURANCE ACT)
This endorsement modifies insurance provided under the following:

COMMERCIAL EXCESS LIABILITY

COMMERCIAL EXCESS UMBRELLA LIABILITY
RLIPACK® COMMERCIAL EXCESS LIABILITY
Any endorsement addressing acts of terrorism (however
defined) in any underlying insurance does not apply to this excess insuranc e. The following provisions addres - sing acts of terrorism apply with respect to this excess insurance.

A. Applicability Of The Provisions Of This
Endorsement

1. The provisions of this endorsement become
applicable commencing on the date when any
one or more of the following first occurs. But if
your policy (meaning the policy period in which
this endorsement applies) begins after such date,
then the provisions of this endorsement become
applicable on the date your policy begins.
a. The federal Terrorism Risk Insurance Pro-
gram ("Program"), established by the Ter -
rorism Risk Insurance Act, has terminated
with respect to the type of insurance provided
under this Coverage Part; or
b. A renewal, extension or replacement of the
Program has become effective without a
requirement to make terrorism coverage
available to you and with revisions that:
(1) Increase our statutory percentage deduct-
ible under the Program for terrorism
losses. (That deductible determines the
amount of all certified terrorism losses
we must pay in a calendar year, before
the federal government shares in subse-
quent payment of certified terrorism
losses.); or
(2) Decrease the federal government's statu-
tory percentage share in potential terror-
ism losses above such deductible; or
(3) Redefine terrorism or make insurance
coverage for terrorism subject to
provisions or requirements that differ from
those that apply to other types of events
or occurrences under this policy.

2. If the provisions of this endorsement become
applicable, such provisions:
a. Supersede any terrorism endorsement
already endorsed to this policy that addresses
certified acts of terrorism and/or other acts
of terrorism , but only with respect to an inci -
dent(s) of terrorism (however defined) which
results in injury or damage that occurs on or
after the date when the provisions of this
endorsement become applicable (for claims -
made policies, such an endorsement is
superseded only with respect to an incident of
terrorism (however defined) that results in a
claim for injury or damage first being made on
or after the date when the provisions of this
endorsement become applicable); and
b. Remain applicable unless we notify you of
changes in these provisions, in response to
federal law.

3. If the provisions of this endorsement do NOT
become applicable, any terrorism endorsement
already endorsed to this policy, that addresses
certified acts of terrorism and/or other acts of
terrorism, will continue in effect unless we notify
you of changes to that endorsement in response
to federal law.

B. The following definition is added and applies under
this endorsement wherever the term terrorism is in
boldface type:

Terrorism means activities against persons, organ-
izations or property of any nature:

1. That involve the following or preparation for the
following:
a. Use or threat of force or violence; or
b. Commission or threat of a dangerous act; or
c. Commission or threat of an act that interferes
with or disrupts an electronic, com munication,
information or mechanical system; and
PSE0001380
Docusign Envelope ID: F2B47768-5C1E-4D71-A892-3D20BFB00810

RIL 2143 11 13 Contains copyrighted materials of Insurance Services Office, Inc., 2013 Page 2 of 2

2. When one or both of the following applies:
a. The effect is to intimidate or coerce a gov -
ernment or the civilian population or any
segment thereof, or to disrupt any segment of
the economy; or
b. It appears that the intent is to intimidate or
coerce a government, or to further political,
ideological, religious, social or economic ob-
jectives or to express (or express opposition
to) a philosophy or ideology.

C. The following exclusion is added:

Exclusion Of Terrorism
We will not pay for ultimate net loss resulting from
injury or damage caused directly or indirectly by
terrorism, including action in hindering or defending
against an actual or expected incident of terrorism.

Ultimate net loss r
esulting from injury or damage is
exc
luded regardless of any other cause or event that
contributes concurrently or in any sequence to such
injury or damage. But this exclusion applies only
when one or more of the following are attributed to an
incident of terrorism:

1. The terrorism is carried out by means of the
dispersal or application of radioactive material, or
through the use of a nuclear weapon or device
that involves or produces a nuclear reaction,
nuclear radiation or radioactive contamination; or

2. Radioactive material is released, and it appears
that one purpose of the terrorism was to release
such material; or

3. The terrorism is carried out by means of the dis -
persal or application of pathogenic or poisonous
biological or chemical materials; or

4. Pathogenic or poisonous biological or chemical
materials are released, and it appears that one
purpose of the terrorism was to release such
materials; or

5. The total of insured damage to all types of
property exceeds $25,000,000. In determining
whether the $25,000,000 threshold is exceeded,
we will include all insured damage sustained by
property of all persons and entities affected by the
terrorism and business interruption losses sus -
tained by owners or occupants of the damaged
property. For the purpose of this provision,
insured damage means damage that is covered
by any insurance plus damage that would be
covered by any insurance but for the application
of any terrorism exclusions; or

6. Fifty or more persons sustain death or serious
physical injury. For the purposes of this provision,
serious physical injury means:
a. Physical injury that involves a substantial risk
of death; or
b. Protracted and obvious physical disfigure-
ment; or
c. Protracted loss of or impairment of the
function of a bodily member or organ.

Multiple incidents of terrorism which occur within a
72-hour period and appear to be carried out in concert
or to have a related purpose or common leadership
will be deemed to be one incident, for the purpose of
determining whether the thresholds in Paragraph C.5.
or C.6. are exceeded.

With respect to this exclusion, Paragraphs C.5. and
C.6. describe the threshold used to measure the
magnitude of an incident of terrorism and the
circumstances in which the threshold will apply, for
the purpose of determining whether this exclusion will
apply to that incident. When the exclusion applies to
an incident of terrorism, there is no coverage under
this Coverage Part.

In the event of any incident of terrorism that is not
subject to this exclusion, coverage does not apply to
injury or damage that is otherwise excluded under this
Coverage Part.

Docusign Envelope ID: F2B47768-5C1E-4D71-A892-3D20BFB00810

SIGNATURE PAGE
In Witness Whereof, we have caused this policy to be executed and attested, and, if required by state law, this policy shall not be valid unless countersigned by our authorized representative.

ILF 0001 (04/22)
Policy Number:

Secretary President
PSE0001380
RLI Insurance Company
Docusign Envelope ID: F2B47768-5C1E-4D71-A892-3D20BFB00810

Alameda City CouncilJune 3, 2025

Alameda City Council
June 3, 2025