Fort Bragg City Council
April 27, 2026

CITY OF FORT BRAGG

PROFESSIONAL SERVICES AGREEMENT
WITH
LUMOS & ASSOCIATES, INC.

THIS AGREEMENT is made and entered into this _____ day of March, 2026 (“Effective Date”), by and between the CITY OF FORT BRAGG, a municipal corporation, 416 N. Franklin Street, Fort Bragg, California 95437 (“City”), and Lumos and Associates, Inc., 3840 El Dorado Hills Blvd., Ste. 301, El Dorado Hills, CA 95762 (“Consultant”).

W I T N E S S E T H :

A. WHEREAS, City proposes to utilize the services of Consultant as an independent contractor to provide 30 Percent Design for the LPP Candidate Surface Improvement Project, as more fully described herein; and B. WHEREAS, City and Consultant desire to contract for the specific services described in Exhibit “A” (the “Project”) and desire to set forth their rights, duties and liabilities in connection with the services to be performed; and C. WHEREAS, no official or employee of City has a financial interest, within the provisions of Sections 1090-1092 of the California Government Code, in the subject matter of this Agreement.

D. WHEREAS, the legislative body of the City on March 23, 2026, by Resolution No 2026-5014 authorized execution of this Agreement on behalf of the City in accordance with Chapter 3.20 of the City Municipal Code and/or other applicable law; NOW, THEREFORE, for and in consideration of the mutual covenants and conditions contained herein, the parties hereby agree as follows:

1.0. SERVICES PROVIDED BY CONSULTANT

1.1. Scope of Work. Consultant shall provide the professional services described in the Consultant’s Proposal (“Proposal”), attached hereto as Exhibit A and incorporated herein by this reference.

1.2. Professional Practices. All professional services to be provided by Consultant pursuant to this Agreement shall be provided by personnel experienced in their respective fields and in a manner consistent with the standards of care, diligence and skill ordinarily exercised by professional consultants in similar fields and circumstances in accordance with sound professional practices. Consultant also warrants that it is familiar with all laws that may affect its performance of this Agreement and shall advise City of any changes in any laws that may affect Consultant’s performance of this Agreement. Consultant shall keep itself informed of State and Federal laws and regulations which in any manner affect those employed by it or in any way affect the performance of its service pursuant to this Agreement. The Consultant shall at all times observe and comply with all such laws and regulations. City officers and employees shall 30th
Docusign Envelope ID: 8BA0362E-6F40-8258-832D-E7C9A1BAD339 Lumos & Associates, Inc. 2
not be liable at law or in equity occasioned by failure of the Consultant to comply with this section.

1.3. Performance to Satisfaction of City. Consultant agrees to perform all the work to the complete satisfaction of the City as hereinafter specified. Evaluations of the work will be done by the City Manager or his or her designee. If the quality of work is not satisfactory, City in its discretion has the right to:
(a) Meet with Consultant to review the quality of the work and resolve the matters of concern;
(b) Require Consultant to repeat the work at no additional fee until it is satisfactory; and/or
(c) Terminate the Agreement as hereinafter set forth.

1.4. Warranty. Consultant warrants that it shall perform the services required by this Agreement in compliance with all applicable Federal and California employment laws, including, but not limited to, those laws related to minimum hours and wages; occupational health and safety; fair employment and employment practices; workers’ compensation insurance and safety in employment; and all other Federal, State and local laws and ordinances applicable to the services required under this Agreement. Consultant shall indemnify and hold harmless City from and against all claims, demands, payments, suits, actions, proceedings, and judgments of every nature and description including attorneys’ fees and costs, presented, brought, or recovered against City for or on account of any liability under any of the above-mentioned laws, which may be incurred by reason of Consultant’s performance under this Agreement. To the extent that this Agreement may be funded by fiscal assistance from another governmental entity, Consultant and any subcontractors shall comply with all applicable rules and regulations to which City is bound by the terms of such fiscal assistance program.

1.5. Non-discrimination. In performing this Agreement, Consultant shall not engage in, nor permit its agents to engage in, discrimination in employment of persons because of their race, religion, color, national origin, ancestry, age, physical handicap, medical condition, marital status, sexual gender, sexual orientation, or disability except as permitted pursuant to Section 12940 of the Government Code. Such actions shall include, but not be limited to the following: employment, upgrading, demotion or transfer, recruitment or recruitment advertising, layoff or termination, rates of pay or other forms of compensation and selection for training, including apprenticeship. Consultant agrees to post in conspicuous places, available to employees and applicants for employment, a notice setting forth provisions of this non-discrimination clause.

Consultant shall, in all solicitations and advertisements for employees placed by, or on behalf of Consultant, state that all qualified applicants will receive consideration for employment without regard to race, religion, color, national origin, ancestry, age, physical handicap, medical condition, marital status, sexual gender, sexual orientation, or disability. Consultant shall cause the paragraphs contained in this Section to be inserted in all subcontracts for any work covered by the Agreement, provided that Docusign Envelope ID: 8BA0362E-6F40-8258-832D-E7C9A1BAD339 Lumos & Associates, Inc. 3
the foregoing provisions shall not apply to subcontracts for standard commercial supplies or raw materials.

1.6. Non-Exclusive Agreement. Consultant acknowledges that City may enter into agreements with other consultants for services similar to the services that are subject to this Agreement or may have its own employees perform services similar to those services contemplated by this Agreement.

1.7. Delegation and Assignment. This is a personal service contract, and the duties set forth herein shall not be delegated or assigned to any person or entity without the prior written consent of City. Consultant may engage a subcontractor(s) as permitted by law and may employ other personnel to perform services contemplated by this Agreement at Consultant’s sole cost and expense. All insurance requirements contained in this Agreement are independently applicable to any and all subcontractors that Consultant may engage during the term of this Agreement.

1.8. Confidentiality. Employees of Consultant in the course of their duties may have access to financial, accounting, statistical, and personnel data of private individuals and employees of City. Consultant covenants that all data, documents, discussion, or other information developed or received by Consultant or provided for performance of this Agreement are deemed confidential and shall not be disclosed by Consultant without written authorization by City. City shall grant such authorization if disclosure is required by law. All City data shall be returned to City upon the termination of this Agreement.

Consultant's covenant under this Section shall survive the termination of this Agreement.

2.0. COMPENSATION, BILLING AND PREVAILING WAGES

2.1. Compensation. Consultant shall be paid in accordance with the fee schedule set forth in Exhibit A, for a total amount not to exceed One Hundred Seventeen Thousand Dollars ($117,000.00).

2.2. Additional Services. Consultant shall not receive compensation for any services provided outside the scope of work specified in the Consultant’s Proposal or which is inconsistent with or in violation of the provisions of this Agreement unless the City or the Project Manager for this Project, prior to Consultant performing the additional services, approves such additional services in writing. It is specifically understood that oral requests and/or approvals of such additional services or additional compensation shall be barred and are unenforceable. Should the City request in writing additional services that increase the hereinabove described "Scope of Work," an additional fee based upon the Consultant's standard hourly rates shall be paid to the Consultant for such additional services. The City Manager may approve contract change orders not exceeding a total of 10% of the approved contract or up to the contingency amount whichever amount is less for any one project.

2.3. Method of Billing. Consultant may submit invoices to the City for approval on a progress basis, but not more often than monthly. Said invoice shall be based on the total of all Consultant’s services which have been completed to City’s sole satisfaction.

City shall pay Consultant’s invoice within forty-five (45) days from the date City receives Docusign Envelope ID: 8BA0362E-6F40-8258-832D-E7C9A1BAD339 Lumos & Associates, Inc. 4
said invoice. Each invoice shall describe in detail, the services performed, the date of performance, and the associated time for completion. Any additional services approved and performed pursuant to this Agreement shall be designated as “Additional Services” and shall identify the number of the authorized change order, where applicable, on all invoices.

2.4. Records and Audits. Records of Consultant’s services relating to this Agreement shall be maintained in accordance with generally recognized accounting principles and shall be made available to City or its Project Manager for inspection and/or audit at mutually convenient times for a period of three (3) years from the date of final payment.

2.5 Prevailing Wage Requirements In accordance with California Labor Code Section 1720, this project is subject to prevailing wage compliance monitoring and enforecement by the Department of Industrial Regulation. The Consultant and subcontractors engaged in performance of the Work must comply with Labor Code Section 1771.1.
(a) Payment of Prevailing Wages: In accordance with California Labor Code Section 1773.2, the City has determined the general prevailing wages in the locality in which the Work is to be performed for each craft or type of work needed to be as published by the State of California Department of Industrial Relations, Division of Labor Statistics and Research, a copy of which is on file in the Public Works Department and shall be made available on request. The Consultant and subcontractors engaged in the performance of the Work shall pay no less than these rates to all persons engaged in performance of the Work.
(b) Legal Working Days: In accordance with California Labor Code Section 1811, the time of service of any worker employed in performance of the Work is limited to eight hours during any one calendar day, and forty hours during any one calendar week, except in accordance with California Labor Code Section 1815, which provides that work in excess of eight hours during any one calendar day and forty hours during any one calendar week is permitted upon compensation for all hours worked in excess of eight hours during any one calendar day and forty hours during any one calendar week at not less than one-and-one-half times the basic rate of pay. (c) Payroll Records: Pursuant to Labor Code Section 1776, Consultant and any subcontractor(s) shall keep accurate payroll records, showing the name, address, social security number, work classification, straight time and overtime hours worked each day and week, and the actual per diem wages paid to each journeyman, apprentice, worker, or other employee employed by Consultant or any subcontractor in connection with this Agreement. Each payroll record shall contain or be verified by a written declaration that it is made under penalty of perjury, stating both of the following: (1) The information contained in the payroll record is true and correct; and (2) The employer has complied with the requirements of Sections 1771, 1881, and 1815 of the Labor Code for any work performed by his or her employees on this Project. The payroll records shall be certified and shall be available for inspection at all reasonable hours in accordance with the Docusign Envelope ID: 8BA0362E-6F40-8258-832D-E7C9A1BAD339 Lumos & Associates, Inc. 5
requirements of Labor Code Section 1776. Consultant shall also furnish each week to CITY’s Project Administration Division a statement with respect to the wages of each of its employees during the preceding weekly payroll period. (d) Registration with DIR: Consultant and any subcontractor(s) of Consultant shall comply with the provisions of Labor Code Section 1771 and Labor Code Section 1725.5 requiring registration with the DIR.

3.0. TIME OF PERFORMANCE

3.1. Commencement and Completion of Work. The professional services to be performed pursuant to this Agreement shall commence within five (5) days from the issuance of Notice to Proceed. Said services shall be performed in strict compliance with the schedule set forth in the Scope of Work attached hereto as Exhibit A. Consultant will complete the services in accordance with this Agreement by July 31, 2026. The Time of Completion may only be modified by a written amendment of the Agreement signed by both the City and the Consultant and in accordance with its terms.

3.2. Excusable Delays. Neither party shall be responsible for delays or lack of performance resulting from acts beyond the reasonable control of the party or parties.

Such acts shall include, but not be limited to, acts of God, fire, strikes, material shortages, compliance with laws or regulations, riots, acts of war, or any other conditions beyond the reasonable control of a party. If a delay beyond the control of the Consultant is encountered, a time extension may be mutually agreed upon in writing by the City and the Consultant. The Consultant shall present documentation satisfactory to the City to substantiate any request for a time extension.

4.0. TERM AND TERMINATION

4.1. Term. This Agreement shall commence on the Effective Date and expire on January 30, 2027, unless previously terminated as provided herein or as otherwise agreed to in writing by the parties.

4.2. Notice of Termination. The City reserves and has the right and privilege of canceling, suspending or abandoning the execution of all or any part of the work contemplated by this Agreement, with or without cause, at any time, by providing at least ten (10) days prior written notice to Consultant. The termination of this Agreement shall be deemed effective upon receipt of the notice of termination. In the event of such termination, Consultant shall immediately stop rendering services under this Agreement unless directed otherwise by the City. If the City suspends, terminates or abandons a portion of this Agreement, such suspension, termination or abandonment shall not make void or invalidate the remainder of this Agreement.

If the Consultant defaults in the performance of any of the terms or conditions of this Agreement, it shall have ten (10) days after service upon it of written notice of such default in which to cure the default by rendering a satisfactory performance. In the event that the Consultant fails to cure its default within such period of time, the City shall have the right, notwithstanding any other provision of this Agreement, to terminate this Docusign Envelope ID: 8BA0362E-6F40-8258-832D-E7C9A1BAD339 Lumos & Associates, Inc. 6
Agreement without further notice and without prejudice to any other remedy to which it may be entitled at law, in equity or under this Agreement.

The City shall have the right, notwithstanding any other provisions of this Agreement, to terminate this Agreement, at its option and without prejudice to any other remedy to which it may be entitled at law, in equity or under this Agreement, immediately upon service of written notice of termination on the Consultant, if the latter should:
a. Be adjudged a bankrupt;
b. Become insolvent or have a receiver of its assets or property appointed because of insolvency;
c. Make a general assignment for the benefit of creditors; d. Default in the performance of any obligation or payment of any indebtedness under this Agreement;
e. Suffer any judgment against it to remain unsatisfied or unbonded of record for thirty (30) days or longer; or
f. Institute or suffer to be instituted any procedures for reorganization or rearrangement of its affairs.

4.3. Compensation. In the event of termination, City shall pay Consultant for reasonable costs incurred and professional services satisfactorily performed up to and including the date of City’s written notice of termination within thirty-five (35) days after service of the notice of termination. Compensation for work in progress shall be prorated based on the percentage of work completed as of the effective date of termination in accordance with the fees set forth herein. In ascertaining the professional services actually rendered hereunder up to the effective date of termination of this Agreement, consideration shall be given to both completed work and work in progress, to complete and incomplete drawings, and to other documents pertaining to the services contemplated herein whether delivered to the City or in the possession of the Consultant.

City shall not be liable for any claim of lost profits.

4.4. Documents. In the event of termination of this Agreement, all documents prepared by Consultant in its performance of this Agreement including, but not limited to, finished or unfinished design, development and construction documents, data studies, drawings, maps and reports, shall be delivered to the City within ten (10) days of delivery of termination notice to Consultant, at no cost to City. Any use of uncompleted documents without specific written authorization from Consultant shall be at City's sole risk and without liability or legal expense to Consultant.

5.0. INSURANCE

5.1. Minimum Scope and Limits of Insurance. Consultant shall obtain, maintain, and keep in full force and effect during the life of this Agreement all of the following Docusign Envelope ID: 8BA0362E-6F40-8258-832D-E7C9A1BAD339 Lumos & Associates, Inc. 7
minimum scope of insurance coverages with an insurance company admitted to do business in California, rated “A,” Class X, or better in the most recent Best’s Key Insurance Rating Guide, and approved by City:
(a) Broad-form commercial general liability, in a form at least as broad as ISO form #CG 20 01 04 13, including premises-operations, products/ completed operations, broad form property damage, blanket contractual liability, independent contractors, personal injury or bodily injury with a policy limit of not less than One Million Dollars ($1,000,000.00) per occurrence, Two Million Dollars ($2,000,000.00) aggregate, combined single limits. If such insurance contains a general aggregate limit, it shall apply separately to this Agreement or shall be twice the required occurrence limit. If Consultant maintains higher limits than the specified minimum limits, City requires and shall be entitled to coverage for the high limits maintained by the Consultant.
(b) Business automobile liability for owned vehicles, hired, and nonowned vehicles, with a policy limit of not less than One Million Dollars ($1,000,000.00), combined single limits, each incident for bodily injury and property damage.
(c) Workers' compensation insurance as required by the State of California and Employers Liability Insurance with a minimum limit of $1,000,000 per accident for any employee or employees of Consultant. Consultant agrees to waive, and to obtain endorsements from its workers’ compensation insurer waiving subrogation rights under its workers’ compensation insurance policy against the City, its officials, officers, agents, employees, and volunteers for losses arising from work performed by Consultant for the City and to require each of its subcontractors, if any, to do likewise under their workers’ compensation insurance policies.

Before execution of this Agreement by the City, the Consultant shall file with the City Clerk the following signed certification:

I am aware of, and will comply with, Section 3700 of the Labor Code, requiring every employer to be insured against liability of Workers' Compensation or to undertake self-insurance before commencing any of the work.

The Consultant shall also comply with Section 3800 of the Labor Code by securing, paying for and maintaining in full force and effect for the duration of this Agreement, complete Workers' Compensation Insurance, and shall furnish a Certificate of Insurance to the City Clerk before execution of this Agreement by the City. The City, its officers and employees shall not be responsible for any claims in law Docusign Envelope ID: 8BA0362E-6F40-8258-832D-E7C9A1BAD339 Lumos & Associates, Inc. 8
or equity occasioned by failure of the consultant to comply with this section.
(d) Professional errors and omissions (“E&O”) liability insurance with policy limits of not less than Two Million Dollars ($2,000,000.00), combined single limits, per occurrence and aggregate. Architects’ and engineers’ coverage shall be endorsed to include contractual liability. If the policy is written as a “claims made” policy, the retro date shall be prior to the start of the contract work. Consultant shall obtain and maintain said E&O liability insurance during the life of this Agreement and for three years after completion of the work hereunder.

Neither the City nor any of its elected or appointed officials, officers, agents, employees, or volunteers makes any representation that the types of insurance and the limits specified to be carried by Consultant under this Agreement are adequate to protect Consultant. If Consultant believes that any such insurance coverage is insufficient, Consultant shall provide, at its own expense, such additional insurance as Consultant deems adequate.

5.2. Endorsements. The commercial general liability insurance policy and business automobile liability policy shall contain or be endorsed to contain the following provisions:
(a) Additional insureds: "The City of Fort Bragg and its elected and appointed boards, officers, officials, agents, employees, and volunteers are additional insureds with respect to: liability arising out of activities performed by or on behalf of the Consultant pursuant to its contract with the City; products and completed operations of the Consultant; premises owned, occupied or used by the Consultant; automobiles owned, leased, hired, or borrowed by the Consultant." (b) Notice: "Consultant shall provide immediate written notice if (1) any of the required insurance policies is terminated; (2) the limits of any of the required polices are reduced; or (3) the deductible or selfinsured retention is increased. In the event of any cancellation or reduction in coverage or limits of any insurance, Consultant shall forthwith obtain and submit proof of substitute insurance. Should Consultant fail to immediately procure other insurance, as specified, to substitute for any canceled policy, the City may procure such insurance at Consultant’s sole cost and expense.”
(c) Other insurance: "The Consultant’s insurance coverage shall be primary insurance as respects the City of Fort Bragg, its officers, officials, agents, employees, and volunteers. Any other insurance maintained by the City of Fort Bragg shall be excess and not contributing with the insurance provided by this policy." Docusign Envelope ID: 8BA0362E-6F40-8258-832D-E7C9A1BAD339 Lumos & Associates, Inc. 9
(d) Any failure to comply with the reporting provisions of the policies shall not affect coverage provided to the City of Fort Bragg, its officers, officials, agents, employees, and volunteers.
(e) The Consultant’s insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer’s liability.

5.3. Deductible or Self-Insured Retention. If any of such policies provide for a deductible or self-insured retention to provide such coverage, the amount of such deductible or self-insured retention shall be approved in advance by City. No policy of insurance issued as to which the City is an additional insured shall contain a provision which requires that no insured except the named insured can satisfy any such deductible or self-insured retention.

5.4. Certificates of Insurance. Consultant shall provide to City certificates of insurance showing the insurance coverages and required endorsements described above, in a form and content approved by City, prior to performing any services under this Agreement. The certificates of insurance and endorsements shall be attached hereto as Exhibit B and incorporated herein by this reference.

5.5. Non-limiting. Nothing in this Section shall be construed as limiting in any way, the indemnification provision contained in this Agreement, or the extent to which Consultant may be held responsible for payments of damages to persons or property.

6.0. GENERAL PROVISIONS

6.1. Entire Agreement. This Agreement constitutes the entire agreement between the parties with respect to any matter referenced herein and supersedes any and all other prior writings and oral negotiations. This Agreement may be modified only in writing, and signed by the parties in interest at the time of such modification. The terms of this Agreement shall prevail over any inconsistent provision in any other contract document appurtenant hereto, including exhibits to this Agreement.

6.2. Representatives. The City Manager or his or her designee shall be the representative of City for purposes of this Agreement and may issue all consents, approvals, directives and agreements on behalf of the City, called for by this Agreement, except as otherwise expressly provided in this Agreement.

Consultant shall designate a representative for purposes of this Agreement who shall be authorized to issue all consents, approvals, directives and agreements on behalf of Consultant called for by this Agreement, except as otherwise expressly provided in this Agreement.

6.3. Project Managers. The Project Manager designated to work directly with Consultant in the performance of this Agreement will be Chantell O’Neal. It shall be the Consultant’s responsibility to assure that the Project Manager is kept informed of the progress of the performance of the services and the Consultant shall refer any decision, Docusign Envelope ID: 8BA0362E-6F40-8258-832D-E7C9A1BAD339 Lumos & Associates, Inc. 10
which must be made by City, to the Project Manager. Unless otherwise specified herein, any approval of City required hereunder shall mean the approval of the Project Manager.

Consultant designates Aaron Brusatori as its Project Manager, who shall represent it and be its agent in all consultations with City during the term of this Agreement and who shall not be changed by Consultant without the express written approval by the City. Consultant or its Project Manager shall attend and assist in all coordination meetings called by City.

6.4. Notices. Any notices, documents, correspondence or other communications concerning this Agreement or the work hereunder may be provided by personal delivery, facsimile or if mailed, shall be addressed as set forth below and placed in a sealed envelope, postage prepaid, and deposited in the United States Postal Service. Such communication shall be deemed served or delivered: a) at the time of delivery if such communication is sent by personal delivery; b) at the time of transmission if such communication is sent by facsimile; and c) 72 hours after deposit in the U.S. Mail as reflected by the official U.S. postmark if such communication is sent through regular United States mail.

IF TO CONSULTANT: IF TO CITY:

Lumos & Associates, Inc. City Clerk
3840 El Dorado Hills Blvd, Suite
301
El Dorado Hills, CA 95762
City of Fort Bragg
416 N. Franklin St.

Fort Bragg, CA 95437
916-980-8228 Tel: 707-961-2823
Fax: 707-961-2802

6.5. Attorneys’ Fees. In the event that litigation is brought by any party in connection with this Agreement, the prevailing party shall be entitled to recover from the opposing party all costs and expenses, including reasonable attorneys’ fees, incurred by the prevailing party in the exercise of any of its rights or remedies hereunder or the enforcement of any of the terms, conditions, or provisions hereof.

6.6. Governing Law. This Agreement shall be governed by and construed under the laws of the State of California without giving effect to that body of laws pertaining to conflict of laws. In the event of any legal action to enforce or interpret this Agreement, the parties hereto agree that the sole and exclusive venue shall be a court of competent jurisdiction located in Mendocino County, California. Consultant agrees to submit to the personal jurisdiction of such court in the event of such action.

6.7. Assignment. Consultant shall not voluntarily or by operation of law assign, transfer, sublet or encumber all or any part of Consultant's interest in this Agreement without City's prior written consent. Any attempted assignment, transfer, subletting or encumbrance shall be void and shall constitute a breach of this Agreement and cause for termination of this Agreement. Regardless of City's consent, no subletting or assignment shall release Consultant of Consultant's obligation to perform all other obligations to be Docusign Envelope ID: 8BA0362E-6F40-8258-832D-E7C9A1BAD339 Lumos & Associates, Inc. 11
performed by Consultant hereunder for the term of this Agreement.

6.8. Indemnification and Hold Harmless.

If Consultant is not a design professional performing “design professional” services under this Agreement, as that term is defined in Civil Code Section 2782.8, Consultant agrees to defend, indemnify, hold free and harmless the City, its elected and appointed officials, officers, agents and employees, at Consultant’s sole expense, from and against any and all claims, demands, actions, suits or other legal proceedings brought against the City, its elected and appointed officials, officers, agents and employees arising out of the performance of the Consultant, its employees, and/or authorized subcontractors, of the work undertaken pursuant to this Agreement. The defense obligation provided for hereunder shall apply whenever any claim, action, complaint or suit asserts liability against the City, its elected and appointed officials, officers, agents and employees based upon the work performed by the Consultant, its employees, and/or authorized subcontractors under this Agreement, whether or not the Consultant, its employees, and/or authorized subcontractors are specifically named or otherwise asserted to be liable. Notwithstanding the foregoing, the Consultant shall not be liable for the defense or indemnification of the City for claims, actions, complaints or suits arising out of the sole active negligence or willful misconduct of the City. This provision shall supersede and replace all other indemnity provisions contained either in the City’s specifications or Consultant’s Proposal, which shall be of no force and effect.

If Consultant is a design professional performing “design professional” services under this Agreement, as that term is defined in Civil Code Section 2782.8, Consultant agrees to defend, indemnify, hold free and harmless the City, its elected and appointed officials, officers, agents and employees, at Consultant’s sole expense, from and against any and all claims, demands, actions, suits or other legal proceedings arising out of, pertaining to, or relating to the negligence, recklessness, or willful misconduct of Consultant. The defense obligation provided for hereunder shall apply whenever any claim, action, complaint or suit asserts liability against the City, its elected and appointed officials, officers, agents and employees based upon the negligence, recklessness, or willful misconduct of the Consultant, its employees, and/or authorized subcontractors under this Agreement, whether or not the Consultant, its employees, and/or authorized subcontractors are specifically named or otherwise asserted to be liable. Notwithstanding the foregoing, the Consultant shall not be liable for the defense or indemnification of the City for claims, actions, complaints or suits arising out of the sole active negligence or willful misconduct of the City. This provision shall supersede and replace all other indemnity provisions contained either in the City’s specifications or Consultant’s Proposal, which shall be of no force and effect.

6.9. Independent Contractor. Consultant is and shall be acting at all times as an independent contractor and not as an employee of City. Consultant shall have no power to incur any debt, obligation, or liability on behalf of City or otherwise act on behalf of City as an agent. Neither City nor any of its agents shall have control over the conduct of Consultant or any of Consultant’s employees, except as set forth in this Agreement.

Consultant shall not, at any time, or in any manner, represent that it or any of its or employees are in any manner agents or employees of City. Consultant shall secure, at Docusign Envelope ID: 8BA0362E-6F40-8258-832D-E7C9A1BAD339 Lumos & Associates, Inc. 12
its sole expense, and be responsible for any and all payment of Income Tax, Social Security, State Disability Insurance Compensation, Unemployment Compensation, and other payroll deductions for Consultant and its officers, agents, and employees, and all business licenses, if any are required, in connection with the services to be performed hereunder. Consultant shall indemnify and hold City harmless from any and all taxes, assessments, penalties, and interest asserted against City by reason of the independent contractor relationship created by this Agreement. Consultant further agrees to indemnify and hold City harmless from any failure of Consultant to comply with the applicable worker’s compensation laws. City shall have the right to offset against the amount of any fees due to Consultant under this Agreement any amount due to City from Consultant as a result of Consultant’s failure to promptly pay to City any reimbursement or indemnification arising under this paragraph.

6.10. PERS Eligibility Indemnification. In the event that Consultant or any employee, agent, or subcontractor of Consultant providing services under this Agreement claims or is determined by a court of competent jurisdiction or the California Public Employees Retirement System (PERS) to be eligible for enrollment in PERS as an employee of the City, Consultant shall indemnify, defend, and hold harmless City for the payment of any employee and/or employer contributions for PERS benefits on behalf of Consultant or its employees, agents, or subcontractors, as well as for the payment of any penalties and interest on such contributions, which would otherwise be the responsibility of City.

Notwithstanding any other agency, state or federal policy, rule, regulation, law or ordinance to the contrary, Consultant and any of its employees, agents, and subcontractors providing service under this Agreement shall not qualify for or become entitled to, and hereby agree to waive any claims to, any compensation, benefit, or any incident of employment by City, including but not limited to eligibility to enroll in PERS as an employee of City and entitlement to any contribution to be paid by City for employer contribution and/or employee contributions for PERS benefits.

6.11. Cooperation. In the event any claim or action is brought against City relating to Consultant’s performance or services rendered under this Agreement, Consultant shall render any reasonable assistance and cooperation which City might require.

6.12. Ownership of Documents. All findings, reports, documents, information and data including, but not limited to, computer tapes or discs, preliminary notes, working documents, files and tapes furnished or prepared by Consultant or any of its subcontractors in the course of performance of this Agreement, shall be and remain the sole property of City. Consultant agrees that any such documents or information shall not be made available to any individual or organization without the prior consent of City, but shall be made available to the City within ten (10) days of request or within ten (10) days of termination. Any use of such documents for other projects not contemplated by this Agreement, and any use of incomplete documents, shall be at the sole risk of City and without liability or legal exposure to Consultant. City shall indemnify and hold harmless Consultant from all claims, damages, losses, and expenses, including attorneys’ fees, arising out of or resulting from City’s use of such documents for other projects not contemplated by this Agreement or use of incomplete documents furnished by Docusign Envelope ID: 8BA0362E-6F40-8258-832D-E7C9A1BAD339 Lumos & Associates, Inc. 13
Consultant. Consultant shall deliver to City any findings, reports, documents, information, data, preliminary notes and working documents, in any form, including but not limited to, computer tapes, discs, files audio tapes or any other Project related items as requested by City or its authorized representative, at no additional cost to the City. Consultant or Consultant’s agents shall execute such documents as may be necessary from time to time to confirm City’s ownership of the copyright in such documents.

6.13. Public Records Act Disclosure. Consultant has been advised and is aware that this Agreement and all reports, documents, information and data, including, but not limited to, computer tapes, discs or files furnished or prepared by Consultant, or any of its subcontractors, pursuant to this Agreement and provided to City may be subject to public disclosure as required by the California Public Records Act (California Government Code Section 7920.000 et seq.). Exceptions to public disclosure may be those documents or information that qualify as trade secrets, as that term is defined in the California Government Code Section 7924.510, and of which Consultant informs City of such trade secret. The City will endeavor to maintain as confidential all information obtained by it that is designated as a trade secret. The City shall not, in any way, be liable or responsible for the disclosure of any trade secret including, without limitation, those records so marked if disclosure is deemed to be required by law or by order of the Court.

6.14. Conflict of Interest. Consultant and its officers, employees, associates and subconsultants, if any, will comply with all conflict of interest statutes of the State of California applicable to Consultant's services under this agreement, including, but not limited to, the Political Reform Act (Government Code Sections 81000, et seq.) and Government Code Section 1090. During the term of this Agreement, Consultant and its officers, employees, associates and subconsultants shall not, without the prior written approval of the City Representative, perform work for another person or entity for whom Consultant is not currently performing work that would require Consultant or one of its officers, employees, associates or subconsultants to abstain from a decision under this Agreement pursuant to a conflict of interest statute.

6.15. Responsibility for Errors. Consultant shall be responsible for its work and results under this Agreement. Consultant, when requested, shall furnish clarification and/or explanation as may be required by the City’s representative, regarding any services rendered under this Agreement at no additional cost to City. In the event that an error or omission attributable to Consultant occurs, then Consultant shall, at no cost to City, provide all necessary design drawings, estimates and other Consultant professional services necessary to rectify and correct the matter to the sole satisfaction of City and to participate in any meeting required with regard to the correction.

6.16. Prohibited Employment. Consultant will not employ any regular employee of City while this Agreement is in effect.

6.17. Order of Precedence. In the event of an inconsistency in this Agreement and any of the attached Exhibits, the terms set forth in this Agreement shall prevail. If, and to the extent this Agreement incorporates by reference any provision of any document, such provision shall be deemed a part of this Agreement. Nevertheless, if there is any conflict among the terms and conditions of this Agreement and those of any Docusign Envelope ID: 8BA0362E-6F40-8258-832D-E7C9A1BAD339 Lumos & Associates, Inc. 14
such provision or provisions so incorporated by reference, the conflict shall be resolved by giving precedence in the following order, if applicable: This Agreement, the City’s Request for Proposals, the Consultant’s Proposal.

6.18. Costs. Each party shall bear its own costs and fees incurred in the preparation and negotiation of this Agreement and in the performance of its obligations hereunder except as expressly provided herein.

6.19. No Third Party Beneficiary Rights. This Agreement is entered into for the sole benefit of City and Consultant and no other parties are intended to be direct or incidental beneficiaries of this Agreement and no third party shall have any right in, under or to this Agreement.

6.20. Headings. Paragraph and subparagraph headings contained in this Agreement are included solely for convenience and are not intended to modify, explain or to be a full or accurate description of the content thereof and shall not in any way affect the meaning or interpretation of this Agreement.

6.21. Construction. The parties have participated jointly in the negotiation and drafting of this Agreement. In the event an ambiguity or question of intent or interpretation arises with respect to this Agreement, this Agreement shall be construed as if drafted jointly by the parties and in accordance with its fair meaning. There shall be no presumption or burden of proof favoring or disfavoring any party by virtue of the authorship of any of the provisions of this Agreement.

6.22. Amendments. Only a writing executed by the parties hereto or their respective successors and assigns may amend this Agreement.

6.23. Waiver. The delay or failure of either party at any time to require performance or compliance by the other of any of its obligations or agreements shall in no way be deemed a waiver of those rights to require such performance or compliance.

No waiver of any provision of this Agreement shall be effective unless in writing and signed by a duly authorized representative of the party against whom enforcement of a waiver is sought. The waiver of any right or remedy in respect to any occurrence or event shall not be deemed a waiver of any right or remedy in respect to any other occurrence or event, nor shall any waiver constitute a continuing waiver.

6.24. Severability. If any provision of this Agreement is determined by a court of competent jurisdiction to be unenforceable in any circumstance, such determination shall not affect the validity or enforceability of the remaining terms and provisions hereof or of the offending provision in any other circumstance. Notwithstanding the foregoing, if the value of this Agreement, based upon the substantial benefit of the bargain for any party, is materially impaired, which determination made by the presiding court or arbitrator of competent jurisdiction shall be binding, then both parties agree to substitute such provision(s) through good faith negotiations.

6.25. Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original. All counterparts shall be Docusign Envelope ID: 8BA0362E-6F40-8258-832D-E7C9A1BAD339 Lumos & Associates, Inc. 15
construed together and shall constitute one agreement.

6.26. Corporate Authority. The persons executing this Agreement on behalf of the parties hereto warrant that they are duly authorized to execute this Agreement on behalf of said parties and that by doing so the parties hereto are formally bound to the provisions of this Agreement.

6.27. Use of Recycled Paper Products. In the performance of this Agreement, Consultant shall use paper products and printing and writing paper that meets Federal Trade Commission recyclability standards as defined in 16 CFR 260.12.

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their respective authorized officers, as of the date first above written.

CITY CONSULTANT
By: ____________________________ By: _____________________________ Isaac Whippy Dan Stucky, P.E.

Its: City Manager Its: Director of Engineering
ATTEST:

By: ____________________________
Diana Paoli
City Clerk
APPROVED AS TO FORM:

By: _____________________________
Baron J. Bettenhausen
City Attorney
Docusign Envelope ID: 8BA0362E-6F40-8258-832D-E7C9A1BAD339 Lumos & Associates, Inc. 16

EXHIBIT A
CONSULTANT’S PROPOSAL
(Scope of Work, Fee Schedule and Time Table)
Docusign Envelope ID: 8BA0362E-6F40-8258-832D-E7C9A1BAD339 Build for people. Work with purpose. Design to last.

C:\Users\bharer\AppData\Local\Temp\Bluebeam Software\68445088.docx El Dorado Hills
3840 El Dorado Hills Blvd, Suite 301
El Dorado Hills, CA 95762
LumosInc.com
Boise • Carson City • Fallon • Lake Tahoe • Reno • El Dorado Hills • Roseville March 13, 2026
Chantell O’Neal
Assistant Director
Engineering Division
416 North Franklin Street
Fort Bragg, CA 95437
Via Email: [email protected]
Subject: 30% Design LPP Candidate Projects - Surface Improvement Projects Dear Ms. O’Neal:

Lumos & Associates, Inc. (Lumos) is pleased to provide this proposal for engineering and related services for 30% Design of the LPP Candidate Projects for the City of Fort Bragg.

Project Understanding
The City of Fort Bragg would like to develop preliminary design (30% design level) documents to understand the scope of work and projected costs to improve the surface of the identified streets.

This effort will improve the competitiveness of the project(s) to capture LPP funding as they will be closer shovel ready. The city would like to apply cost effective improvements to increase the PCI of the streets utilizing LPP funds.

The pavement condition index (PCI) of the subject streets was evaluated in 2021 and is reported in the table below.

Field investigations are critical to define the non-visible subsurface structural conditions and determine appropriate methods to improve the paved surface which will achieve expected design life.

Reporting is requested to quantify the “Improvement level” of the method of improvement for each street as described in the Staff Report for the February 23, 2026 Council Meeting. This will determine when City Crews can be utilized and when contractors will be needed to deliver the work.

To facilitate Technical Assistance meetings with CTC in August, the 30% design and estimates must be completed by July 31, 2026.

Streets List:

Scope of Work Street Length
(FT)
PCI
(2021)
E. Oak St 6,300 62-82
S. Harrison St 2,600 65
West St 1,400 3
E. Chestnut St 2,800 68-84
Alley N100E 430 8
Alley N300D 430 8
Total 13,960
Docusign Envelope ID: 8BA0362E-6F40-8258-832D-E7C9A1BAD339

1. Project Management
We will provide project coordination, administration, and quality control. We will coordinate field activities with City staff. We will participate in project meetings with Staff and City Council, and prepare agenda and minutes as needed. Our Project Manager will perform brief check-in calls, approximately twice each month. We will monitor budget and schedule and prepare monthly status reports for inclusion with our monthly invoices.

Deliverables:
• Kickoff Meeting – agenda, minutes, .pdf
• Virtual Meeting to review Draft Technical Memorandum, .pdf • 30% Design Review Meeting – agenda, minutes, .pdf
• Bi-Weekly Check-In Calls
• Monthly Status Reports and Invoices, .pdf

2. Investigate Existing Conditions
We will review the available master planning documents for Storm Drainage, Water and Sewer to determine if any utilities beneath the subject streets should be improved or replaced prior to surface improvements.

We will dispatch a crew to perform a site walk along each of the subject streets 13, (2.4 miles) to assess surface conditions and identify locations for collection of core samples. We will verify the conditions of the roadways proposed for treatment and identify curb ramps which require ADA compliance upgrades. We will mark USA and then collect 20 core samples for soils testing.

Field Verification will Include:
• Assessment of each roadway section from surface observations • Identify streets that meet the criteria for surface treatment • Identify streets that meet the criteria for rehabilitation or reconstruction • Identify surface drainage infrastructure
• Identify pedestrian access ramps that need compliance upgrades Core Sample Analysis Will Include:
• Identification of asphalt layers
• Identification of structural section thickness
• Subgrade soils properties
Deliverables:
• Reporting of existing conditions, asphalt layers, structural section and soils properties will be included in the Technical Memorandum.

3. Topography
Lumos will utilize aerial imagery to define work limits for each of the subject streets. We will extract topography for Alley N100E from existing ground controlled aerial imagery. Only N100E is included for surface topography due to known surface drainage issues in the Alley. The Docusign Envelope ID: 8BA0362E-6F40-8258-832D-E7C9A1BAD339 aerial imagery will be used to define work limits, identify drainage patterns and utility appurtenances.

Deliverables:
• Aerial imagery for each street
• Surface drainage topography for Alley N100E

4. Technical Memorandum
With the findings of our site walk, field verifications, review of the master planning documents and soils data, we will prepare a Technical Memorandum (memo). The memo will report the existing conditions and recommend appropriate pavement treatments, quantity of curb ramps which need compliance upgrades and any other pertinent information gathered during our investigation. The memo will include budget estimates will include costs for completion of each street through construction. The memo will be presented to City Staff in draft format for review and comment. Comments from Staff will be incorporated into the final Technical Memorandum.

The final document will be used to establish a path forward with a sound foundation of information needed to support the final design after funding is secured.

We will perform an in-person presentation of the Technical Report to the City Council during a regularly scheduled meeting. This will provide and opportunity for the Council and public to learn about the existing conditions and why each pavement treatment was recommended.

Deliverables:
• Draft Technical Memorandum
• Final Technical Memorandum
• Presentation to City Council

5. 30% Plans and Estimate
Using the data collected from our investigations and the information presented in the Technical Memorandum, we will prepare preliminary construction documents to the 30% design level. The plans will include plan sheets for each street with a scale of 1”= 30 ‘. We will include typical details that will describe the recommended pavement treatments for each street. We will identify locations of proposed ADA curb ramp compliance upgrades.

Plans to Include:
• Title/Legend/Details (4 sheets)
• Surface Improvement Plans (8 sheets)
• Details (1 sheets)
Deliverables:
• 30% plans, .pdf
• 30% Quantities, .xls & .pdf
• 30% Engineers Opinion of Probable Construction Costs .pdf Docusign Envelope ID: 8BA0362E-6F40-8258-832D-E7C9A1BAD339 Task 6 – Project Contingency/Additional Support Services The Project Contingency is specifically for additional out-of-scope work and field investigations, as may be required, which are unidentifiable at this time. This task shall be utilized and initiated at the sole discretion of the City and will be performed on a time and materials basis in accordance with the current Lumos fee schedule. Such work may include survey effort to document existing utilities, measure depths to inverts and localized, detailed topography.

Assumptions / Exceptions
Lumos has made the following assumptions in preparation of this proposal:
• Storm drain studies are not included.
• If utility replacements are recommended within the work area they will be shown in schematic plan view only.
• No permitting or application work is included with this proposal. • This proposal does not include final design.
• Prevailing wages have not been assumed by our inspectors/technicians while on site. If prevailing wages are required, the above costs will be adjusted accordingly.

Schedule
The Scope of Services can be completed within four (4) months of Notice to Proceed.

Fees
The tasks described in the Scope of Services will be completed for the following fees:

Duration Start End
Notice to Proceed 0 4/16/2026 4/16/2026
Project Management 4 Month 4/16/2026 8/14/2026
Investigate Existing Condidtions 1 Month 4/17/2026 5/15/2026 Topography 1 Week 4/16/2026 4/23/2026
Technical Memorandum 3 Week 5/18/2026 6/8/2026
30% Plans and Estimate 5 Week 6/8/2026 7/13/2026
Task Fee
Task 1 $7,650
Task 2 $65,130
Task 3 $6,500
Task 4 $26,080
Task 5 $19,640
Task 6 $7,000
$132,000
Traffic Control Credit ($15,000)
Deduction if City crews provide traffic control for Coring Operations. It is estimated at 2 crew members for a week.

Description
Investigate Existing Conditions
30% Plans
Total
Project Management
Technical Memorandum
Topography
Project Contingency
Docusign Envelope ID: 8BA0362E-6F40-8258-832D-E7C9A1BAD339 Tasks 1 through 5 will be billed as a fixed fee based on percent complete. Task 6 will only be initiated at sole discretion by the City and will be billed on a Time and Materials (T&M) basis. Lumos will be happy to amend this proposal as necessary to provide additional services not included in the above scope of work, or to amend the proposed services to better match the City’s needs.

If this proposal is acceptable, Please issue a task order at your earliest opportunity.

Thank you again for allowing Lumos to provide you with this proposal. Please do not hesitate to call me if you have questions or concerns, as we would be happy to discuss them with you.

Sincerely,
_________________________ _________________________
Aaron Brusatori, P.E. Brian Harer,
Project Manager Group Manager
Docusign Envelope ID: 8BA0362E-6F40-8258-832D-E7C9A1BAD339 Lumos & Associates, Inc. 17

EXHIBIT B

CERTIFICATES OF INSURANCE AND ENDORSEMENTS
Docusign Envelope ID: 8BA0362E-6F40-8258-832D-E7C9A1BAD339 3/30/2026
L/P Insurance Services LLC
300 East 2nd Street
Suite 1300
Reno NV 89501
Jessica Carroll
(775)996-6000 (775)473-9288
[email protected]
Lumos & Associates, Inc.
dba: Lumos & Associates
950 Sandhill Rd, Ste. 100
Reno NV 89521
Phoenix Insurance Co 25623
Travelers Property Casualty Co of Ameri 25674
Charter Oak Fire Insurance Co 25615
Travelers Casualty & Surety Co of Ameri 31194
Arch Specialty Ins Co/Coalition 21199
CL2632742215
A
X
X
X Drone/Watercraft Liability
Included
X
A.M. Best Rating: A++ XV
P6303F300743PHX25 12/30/2025 12/30/2026
1,000,000
1,000,000
10,000
1,000,000
2,000,000
2,000,000
A
X
X X
A.M. Best Rating: A++ XV
8101L5008512543G 12/30/2025 12/30/2026
1,000,000
B
X X
X 0
A.M. Best Rating: A++ XV
CUP3K0890112543 12/30/2025 12/30/2026
Follows Form
5,000,000
5,000,000
C
N
A.M. Best Rating: A++ XV
UB3P3503902543G 12/30/2025 12/30/2026
X
1,000,000
1,000,000
1,000,000
D Professional/Pollution A.M. Best Rating: A++ XV 4/1/2026 4/1/2027 Limit Per Claim $4,000,000 Architects/Engineers 107906413 Aggregate $4,000,000
Project: 30 Percent Design for the LPP Candidate Surface Improvement / Additional Interest Name(s): The City of Fort Bragg and its elected and appointed boards, officers, officials, agents, employees and volunteers. See Attached Additional Comments/Remarks page for information regarding additional coverage terms and Additional Insured status.

City of Fort Bragg
416 N. Franklin Street
Fort Bragg, CA 95437
[email protected]
Jessica Carroll/JESS
The ACORD name and logo are registered marks of ACORD

CERTIFICATE HOLDER
© 1988-2014 ACORD CORPORATION. All rights reserved.

ACORD 25 (2014/01)

AUTHORIZED REPRESENTATIVE

CANCELLATION

DATE (MM/DD/YYYY) CERTIFICATE OF LIABILITY INSURANCE

JECT LOC PRO- POLICY
GEN'L AGGREGATE LIMIT APPLIES PER:

CLAIMS-MADE OCCUR

COMMERCIAL GENERAL LIABILITY
PREMISES (Ea occurrence) $ DAMAGE TO RENTED
EACH OCCURRENCE $
MED EXP (Any one person) $
PERSONAL & ADV INJURY $
GENERAL AGGREGATE $
PRODUCTS - COMP/OP AGG $
DED RETENTION $

CLAIMS-MADE
OCCUR
$
AGGREGATE $
EACH OCCURRENCE $ UMBRELLA LIAB

EXCESS LIAB
DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) INSR

LTR TYPE OF INSURANCE POLICY NUMBER POLICY EFF
(MM/DD/YYYY) POLICY EXP(MM/DD/YYYY) LIMITS
PER
STATUTE OTHER
E.L. EACH ACCIDENT
E.L. DISEASE - EA EMPLOYEE
E.L. DISEASE - POLICY LIMIT
$
$
$

ANY PROPRIETOR/PARTNER/EXECUTIVE
If yes, describe under
DESCRIPTION OF OPERATIONS below
(Mandatory in NH)
OFFICER/MEMBER EXCLUDED?

WORKERS COMPENSATION

AND EMPLOYERS' LIABILITY Y / N

AUTOMOBILE LIABILITY

ANY AUTO

ALL OWNED SCHEDULED

HIRED AUTOS NON-OWNED

AUTOS AUTOS
AUTOS

COMBINED SINGLE LIMIT
BODILY INJURY (Per person)
BODILY INJURY (Per accident)
PROPERTY DAMAGE $
$
$
$

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

CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.

INSD
ADDL
WVD
SUBR
N / A
$
$
(Ea accident)
(Per accident)
OTHER:

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 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:

INSURED
PHONE
(A/C, No, Ext):

PRODUCER
ADDRESS:

E-MAIL
FAX
(A/C, No):

CONTACT
NAME:

NAIC #
INSURER A :

INSURER B :

INSURER C :

INSURER D :

INSURER E :

INSURER F :

INSURER(S) AFFORDING COVERAGE

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE

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

INS025 (201401)
Docusign Envelope ID: 8BA0362E-6F40-8258-832D-E7C9A1BAD339 Insurer E: Cyber Liability / Policy #C4NHM084997CYBER2026 / Effective 03/31/2026 - 03/31/2027 - Limit of Liability $2,000,000 Each Claim.

Continued from Description of Operations Section:

NAMED INSURED: LUMOS & ASSOCIATES, INC.

When Named Insureds operations are performed for Certificate Holder and/or entities listed in Description of Operations on the Acord 25 form pursuant to a valid written contract or agreement executed by the Named Insured prior to loss, in accordance with the noted policy(ies): Additional Insured Status is determined by attached GL Form #CGD379(02/19) and #CGD414(04/08), Auto Form #CAT353(02/15) and #CAT474(02/16); Waiver of Subrogation Status is determined by GL Form #CGD379(02/19), Auto Form #CAT353(02/15), Workers Compensation Form #WC000313 & WC990376 (CA); Primary and Non-Contributory Status is determined by GL Form #CGD414(04/08) and Auto Form #CAT474(02/16). Umbrella/Excess Liability Follows Form.

COMMENTS/REMARKS
OFREMARK COPYRIGHT 2000, AMS SERVICES INC.

Docusign Envelope ID: 8BA0362E-6F40-8258-832D-E7C9A1BAD339

COMMERCIAL GENERAL LIABILITY
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

XTEND ENDORSEMENT FOR ARCHITECTS, ENGINEERS

AND SURVEYORS
This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABILITYCOVERAGE PART
GENERAL DESCRIPTION OF COVERAGE – This endorsement broadens coverage. However, coverage for any injury, damage or medical expenses described in any of the provisions of this endorsement may be excluded or limited by another endorsement to this Coverage Part, and these coverage broadening provisions do not apply to the extent that c overage is excluded or limited by such an endorsement. The following listing is a general coverage description only. Read all the provisions of this endorsement and the rest of your policy carefully to determine rights, duties, and what is and is not covered.

A. H. Non-Owned Watercraft– 75 Feet Long Or Less Blanket Additional Insured – Governmental B. Who Is An Insured – Unnamed Subsidiaries Entities – Permits Or Authorizations Relating To Premises
C. Who Is An Insured – Retired Partners, Members,
Directors And Employees I. Blanket Additional Insured – Governmental Entities – Permits Or Authorizations Relating To D. Who Is An Insured – Employees And Volunteer Operations Workers – Bodily Injury To Co-Employees, CoVolunteer Workers And Retired Partners, J. Incidental Medical Malpractice Members, Directors And Employees K. Medical Payments – Increased Limit E. Who Is An Insured – Newly Acquired Or Formed L. Amendment Of Excess Insurance Condition – Limited Liability Companies Professional Liability
F. Blanket Additional Insured – Controlling Interest M. Blanket Waiver Of Subrogation – When Required G. Blanket Additional Insured – Mortgagees, By Written Contract Or Agreement N. Contractual Liability – Railroads
PROVISIONS uses or is responsible for the use of a
watercraft that you do not own that is: A. NON-OWNED WATERCRAFT – 75 FEET LONG OR LESS (1) 75 feet long or less; and

1. (2) The following replaces Paragraph of (2) Not being used to carry any person Exclusion , , g. Aircraft, Auto Or Watercraft or property for a charge; in Paragraph of 2. SECTION I – B. WHO IS AN INSURED – UNNAMED COVERAGES – COVERAGE A – BODILY SUBSIDIARIES
INJURY AND PROPERTY DAMAGE The following is added to SECTION II – WHO IS LIABILITY: AN INSURED:
(2) Any of your subsidiaries, other than a partnership (a) 75 feet long or less; and or joint venture, that is not shown as a Named (b) Not being used to carry any person Insured in the Declarations is a Named Insured or property for a charge; if:

2. 2.e. The following replaces Paragraph of a. You are the sole owner of, or maintain an SECTION II – WHO IS AN INSURED: ownership interest of more than 50% i n, such e. Any person or organization that, with subsidiary on the first day of the policy your express or implied consent, either period; and
CG D3 79 02 19 © 2017 The Travelers Indemnity Company. All rights reserved. Page 1 of 6 Includes copyrighted material of Insurance Services Office, Inc. with its permission.

Assignees, Successors Or Receivers
A watercraft you do not own that is:

Docusign Envelope ID: 8BA0362E-6F40-8258-832D-E7C9A1BAD339 Policy #: P6303F300743PHX25

COMMERCIAL GENERAL LIABILITY
b. Such subsidiary is not an insured under Unless you are in the business or occupation similar other insurance. of providing professional health care services, Paragraphs , , and (1)(a) (b) (c) (d) No such subsidiary is an insured for "bodily above do not apply to "bodily injury" arising injury" or "property damage" that occurred, or out of providing or failing to provide first aid "personal and advertising injury" caused by an or "Good Samaritan services" by any of your offense committed: retired partners, members, directors or a. Before you maintained an ownership interest "employees", other than a doctor. Any such of more than 50% i n such subsidiary; or retired partners, members, directors or "employees" providing or failing to provide b. After the date, i f any, during the policy period first aid or "Good Samaritan services" during that you no longer maintain an ownership their work hours for you will be deemed to be interest of more than 50% in such subsidiary. acting within the scope of their employment For purposes of Paragraph of Section – Who 1. II by you or performing duties related to the Is An Insured, each such subsidiary will be conduct of your business. deemed to be designated in the Declarations as: (2) "Personal injury":
a. A limited liability company; (a) To you, to your current or retired b. An organization other than a partnership, partners or members (if you are a joint venture or limited liability company; or partnership or joint venture), to your c. A trust; current or retired members (if you are a
limited liability company), to your other as indicated in its name or the documents that current or retired directors or govern its structure. "employees" while in the course of his or C. WHO IS AN INSURED – RETIRED PARTNERS, her employment or performing duties MEMBERS, DIRECTORS AND EMPLOYEES related to the conduct of your business, or to your other "volunteer workers" The following is added to Paragraph of 2. while performing duties related to the SECTION II – WHO IS AN INSURED: conduct of your business; Any person who is your retired partner, member, (b) To the spouse, child, parent, brother or director or "employee" that is performing services sister of that current or retired partner, for you under your direct supervision, but only for member, director, "employee" or acts within the scope of their employment by you "volunteer worker" as a consequence of or while performing duties related to the conduct Paragraph above; (2)(a) of your business. However, no such retired (c) For which there is any obligation to partner, member, director or "employee" is an share damages with or repay someone insured for: else who must pay damages because of
the injury described in Paragraph (2)(a)
(1) "Bodily injury": or above; or (b)
(a) To you, to your current partners or (d) Arising out of his or her providing or members (if you are a partnership or failing to provide professional health care joint venture), to your current members services. (if you are a limited liability company) or to your current directors; (3) "Property damage" to property:
(b) To the spouse, child, parent, brother or (a) Owned, occupied or used by; or sister of that current partner, member or (b) Rented to, in the care, custody or control director as a consequence of Paragraph of, or over which control is (1)(a) above; being exercised for any purpose by; (c) For which there is any obligation to you, any of your retired partners, members share damages with or repay someone else who must pay damages because of or directors, your current or retired the injury described in Paragraph (1)(a) "employees" or "volunteer workers", any or above; or current partner or member (if you are a (b) partnership or joint venture), or any current (d) Arising out of his or her providing or failing to provide professional health care member (if you are a limited liability services. company) or current director.

Includes copyrighted material of Insurance Services Office, Inc. with its permission. physical
Docusign Envelope ID: 8BA0362E-6F40-8258-832D-E7C9A1BAD339

COMMERCIAL GENERAL LIABILITY
D. WHO IS AN INSURED – EMPLOYEES AND organization will be deemed to be VOLUNTEER WORKERS – BODILY INJURY designated in the Declarations as:

TO CO-EMPLOYEES, CO-VOLUNTEER a. A limited liability company; WORKERS AND RETIRED PARTNERS, MEMBERS, DIRECTORS AND EMPLOYEES b. An organization other than a partnership, joint venture or limited The following is added to Paragraph of 2.a.(1) or SECTION II – WHO IS AN INSURED:
c. A trust; Paragraphs , and above do not (1)(a) (b) (c) as indicated in its name or the documents apply to "bodily injury" to a current or retired co- that govern its structure. "employee" while in the course of the co- "employee's" employment by you or performing F. BLANKET ADDITIONAL INSURED – duties related to the conduct of your business, or CONTROLLING INTEREST to "bodily injury" to your other "volunteer 1. SECTION II – The following is added to workers" or retired partners, members or WHO IS AN INSURED: directors while performing duties related to the Any person or organization that has financial conduct of your business. control of you is an insured with respect to E. WHO IS AN INSURED – NEWLY ACQUIRED liability for "bodily injury", "property damage" OR FORMED LIMITED LIABILITY COMPANIES or "personal and advertising injury" that The following replaces Paragraph of 3. arises out of:

SECTION II – WHO IS AN INSURED: a. Such financial control; or

3. Any organization you newly acquire or form, b. Such person's or organization's other than a partnership or joint venture, and ownership, maintenance or use of of which you are the sole owner or in which premises leased to or occupied by you. you maintain an ownership interest of more The insurance provided to such person or than 50%, will qualify as a Named Insured if organization does not apply to structural there is no other similar insurance available to that organization. However: alterations, new construction or demolition operations performed by or on behalf of such a. Coverage under this provision is person or organization. afforded only:

2. 4. The following is added to Paragraph of (1) Until the 180th day after you acquire SECTION II – WHO IS AN INSURED: or form the organization or the end of the policy period, whichever is This paragraph does not apply to any earlier, if you do not report such premises owner, manager or lessor that has organization in writing to us within financial control of you. 180 days after you acquire or form it; G. BLANKET ADDITIONAL INSURED – or MORTGAGEES, ASSIGNEES, SUCCESSORS
(2) Until the end of the policy period, OR RECEIVERS
when that date is later than 180 da ys The following is added to SECTION II – WHO IS after you acquire or form such AN INSURED: organization, if you report such organization in writing to us within Any person or organization that is a mortgagee, 180 days after you acquire or form it; assignee, successor or receiver and that you have agreed in a written contract or agreement b. A Coverage does not apply to "bodily to include as an additional insured on this injury" or "property damage" that Coverage Part is an insured, but only with occurred before you acquired or formed respect to its liability as mortgagee, assignee, the organization; and successor or receiver for "bodily injury", "property c. B Coverage does not apply to "personal damage" or "personal and advertising injury" and advertising injury" arising out of an that:
offense committed before you acquired a. Is "bodily injury" or "property damage" that or formed the organization. occurs, or is "personal and advertising injury" For the purposes of Paragraph of Section 1. caused by an offense that is committed, II – Who Is An Insured, each such
CG D3 79 02 19 © 2017 The Travelers Indemnity Company. All rights reserved. Page 3 of 6 Includes copyrighted material of Insurance Services Office, Inc. with its permission. liability company;
Docusign Envelope ID: 8BA0362E-6F40-8258-832D-E7C9A1BAD339

COMMERCIAL GENERAL LIABILITY
subsequent to the signing of that contract or openings, sidewalk vaults, elevators, street agreement; and banners or decorations.
b. I. BLANKET ADDITIONAL INSURED – Arises out of the ownership, maintenance or use of the premises for which that GOVERNMENTAL ENTITIES – PERMITS mortgagee, assignee, successor or receiver OR AUTHORIZATIONS RELATING TO is required under that contract or agreement OPERATIONS to be included as an additional insured on The following is added to SECTION II – WHO IS this Coverage Part. AN INSURED:

The insurance provided to such mortgagee, Any governmental entity that has issued a permit assignee, successor or receiver is subject to the or authorization with respect to operations following provisions: performed by you or on your behalf and that you a. The limits of insurance provided to such are required by any ordinance, law, building code mortgagee, assignee, successor or receiver or written contract or agreement to include as an will be the minimum limits that you agreed to additional insured on this Coverage Part is an provide in the written contract or agreement, insured, but only with respect to liability for or the limits shown in the Declarations, "bodily injury", "property damage" or "personal whichever are less. and advertising injury" arising out of such operations. b. The insurance provided to such person or organization does not apply to: The insurance provided to such governmental (1) Any "bodily injury" or "property damage" entity does not apply to:
that occurs, or any "personal and a. Any "bodily injury", "property damage" or advertising injury" caused by an offense "personal and advertising injury" arising out that is committed, after such contract or of operations performed for the agreement is no longer in effect; or governmental entity; or (2) Any "bodily injury", "property damage" or b. Any "bodily injury" or "property damage" "personal and advertising injury" arising included in the "products-completed out of any structural alterations, new operations hazard". construction or demolition operations J. INCIDENTAL MEDICAL MALPRACTICE performed by or on behalf of such mortgagee, assignee, successor or 1. b. The following replaces Paragraph of the receiver. definition of "occurrence" in the
DEFINITIONS Section: H. BLANKET ADDITIONAL INSURED –
GOVERNMENTAL ENTITIES – PERMITS OR b. An act or omission committed in AUTHORIZATIONS RELATING TO PREMISES providing or failing to provide "incidental medical services", first aid or "Good The following is added to SECTION II – WHO IS Samaritan services" to a person, unless AN INSURED: you are in the business or occupation of Any governmental entity that has issued a permit providing professional health care or authorization with respect to premises owned services. or occupied by, or rented or loaned to, you and 2. The following replaces the last paragraph of that you are required by any ordinance, law, Paragraph of 2.a.(1) SECTION II – WHO IS building code or written contract or agreement to AN INSURED:
include as an additional insured on this Unless you are in the business or occupation Coverage Part is an insured, but only with of providing professional health care respect to liability for "bodily injury", "property services, Paragraphs , , and (1)(a) (b) (c) (d) damage" or "personal and advertising injury" above do not apply to "bodily injury" arising arising out of the existence, ownership, use, out of providing or failing to provide: maintenance, repair, construction, erection or (a) "Incidental medical services" by any of removal of any of the following for which that your "employees" who is a nurse, governmental entity has issued such permit or nurse assistant, emergency medical authorization: advertising signs, awnings, technician, paramedic, athletic trainer, canopies, cellar entrances, coal holes, audiologist, dietician, nutritionist, driveways, manholes, marquees, hoist away

Includes copyrighted material of Insurance Services Office, Inc. with its permission.

Docusign Envelope ID: 8BA0362E-6F40-8258-832D-E7C9A1BAD339

COMMERCIAL GENERAL LIABILITY
occupational therapist or occupational that is available to any of your "employees" therapy assistant, physical therapist or for "bodily injury" that arises out of providing speech-language pathologist; or or failing to provide "incidental medical services" to any person to the extent not (b) First aid or "Good Samaritan services" subject to Paragraph of Section – 2.a.(1) II by any of your "employees" or "volunteer Who Is An Insured. workers", other than an employed or volunteer doctor. Any such "employees" K. MEDICAL PAYMENTS – INCREASED LIMIT or "volunteer workers" providing or failing The following replaces Paragraph of 7. to provide first aid or "Good Samaritan SECTION III – LIMITS OF INSURANCE: services" during their work hours for you will be deemed to be acting within the 7. 5. Subject to Paragraph above, the Medical scope of their employment by you or Expense Limit is the most we will pay under performing duties related to the conduct Coverage for all medical expenses C of your business. because of "bodily injury" sustained by any

3. The following replaces the last sentence of one person, and will be the higher of:

Paragraph of 5. SECTION III – LIMITS OF a. $10,000; or INSURANCE:
b. The amount shown in the Declarations of For the purposes of determining the this Coverage Part for Medical Expense applicable Each Occurrence Limit, all related Limit. acts or omissions committed in providing or failing to provide "incidental medical L. AMENDMENT OF EXCESS INSURANCE services", first aid or "Good Samaritan CONDITION – PROFESSIONAL LIABILITY services" to any one person will be deemed The following is added to Paragraph , 4.b. to be one "occurrence".

Excess Insurance SECTION IV – , of 4. The following exclusion is added to COMMERCIAL GENERAL LIABILITY Paragraph , , of 2. Exclusions SECTION I – CONDITIONS:

COVERAGES – COVERAGE A – BODILY
This insurance is excess over any of the other INJURY AND PROPERTY DAMAGE insurance, whether primary, excess, contingent LIABILITY:
or on any other basis, that is Professional Sale Of Pharmaceuticals Liability or similar coverage, to the extent the "Bodily injury" or "property damage" arising loss is not subject to the professional services out of the violation of a penal statute or exclusion of Coverage or Coverage . AB ordinance relating to the sale of M. BLANKET WAIVER OF SUBROGATION – pharmaceuticals committed by, or with the WHEN REQUIRED BY WRITTEN CONTRACT knowledge or consent of the insured. OR AGREEMENT

5. DEFINITIONS The following is added to the
Section: The following is added to Paragraph , 8. Transfer Of Rights Of Recovery Against Others To Us, "Incidental medical services" means: of SECTION IV – COMMERCIAL GENERAL a. Medical, surgical, dental, laboratory, x- LIABILITY CONDITIONS:
ray or nursing service or treatment, If the insured has agreed in a written contract or advice or instruction, or the related agreement to waive that insured's right of furnishing of food or beverages; or recovery against any person or organization, we b. The furnishing or dispensing of drugs or waive our right of recovery against such person medical, dental, or surgical supplies or or organization, but only for payments we make appliances. because of:

6. 4.b. The following is added to Paragraph , a. "Bodily injury" or "property damage" that Excess Insurance SECTION IV – , of occurs; or COMMERCIAL GENERAL LIABILITY CONDITIONS: b. "Personal and advertising injury" caused by an offense that is committed; This insurance is excess over any valid and collectible other insurance, whether primary, subsequent to the signing of that contract or excess, contingent or on any other basis, agreement.

CG D3 79 02 19 © 2017 The Travelers Indemnity Company. All rights reserved. Page 5 of 6 Includes copyrighted material of Insurance Services Office, Inc. with its permission.

Docusign Envelope ID: 8BA0362E-6F40-8258-832D-E7C9A1BAD339

COMMERCIAL GENERAL LIABILITY
N. CONTRACTUAL LIABILITY – RAILROADS

1. c. The following replaces Paragraph of the
definition of "insured contract" in the
DEFINITIONS Section:
c. Any easement or license agreement;

2. f.(1) Paragraph of the definition of "insured
contract" in the Section is DEFINITIONS
deleted.

Includes copyrighted material of Insurance Services Office, Inc. with its permission.

Docusign Envelope ID: 8BA0362E-6F40-8258-832D-E7C9A1BAD339

COMMERC GENERAL L L IAL IABI ITY
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

BLANKET ADDITIONAL INSURED – WRITTEN

CONTRACTS (ARCHITECTS, ENGINEERS AND

SURVEYORS)
This endorsement i ies insurance pro ided under t fol mod f v he lowing:

COMMERC GENERAL L ITY VERA A IAL IABIL CO GE P RT

1. SECT II – WHO IS The fo lowing is added to plies only to such "bodily injury or "property l ION " AN INSURED: damage" tha fore the end o the pe- t occurs be f riod o t me f which the "writ contrac re- f i or ten t Any person or organization that you agree in a quiring insurance" requires you to pro ide v "written contrac ring " to t requi insurance include as such coverage or the end of the pol eriod, icy p an additiona insured on this Co Part, l verage but: whichever is earlier. a. Only with respect to liab li f i ty or 2. 4.a. SEC- The fol is added to Paragraph o lowing f "property da " or "personal y"; mage injur and T ON IV – COMMERCIAL GENERAL LIABILI Y IT b. I and only to the e tent that the in or f, x , jury CONDI IONS T :
damage is caused by acts or omissions of The insurance prov to the additional insured ided you or your subcontractor in the performance is excess over any va id and collec le "other in- l tib of "your work" to which the "written contract surance", whether primary e contingent or , xcess, requiring insurance" applies. The person or on any other basis, that is ava lable to the addi- i organization does not quali as an additional fy tional we cover. However f insured for a loss , i you insured with respect to the independe nt acts specif ll agree in the "writ contract requ ing ica y ten ir or o . missions of such person or organization insurance" that this insurance prov to the ad- ided The insurance prov additional ided to such insured dit insured under this Co Part m ional verage ust is l m fo lows: i ited as l apply on a pr mary basis or a pr mary and non- ii c. In the e ent that the Li i of Insurance of contributory basis, this insurance is pri y to v m ts mar this Co Part shown in the Declarations "other insurance" a i to the addit in- verage va lable ional exceed the l m ts of l li required by the sured which co or organization as i i iabi ty vers that person "written contract requir insurance", the in- a named insured for such loss, and we wil not ing l surance prov to the addit insured share with that "other insurance". But this insur- ided ional shall be li i li i l li requi ance pro ided to the addi ional insured stil is ex- m ted to the m ts of iabi ty red v t l by that "written contract requir insurance". cess o any v l and col ib "other insur- ing ver a id lect le This endorsement shall not increase the li its ance", whether pri e contingent or on m mary, xcess, of insurance described in Section – Li its any other basis, that is a ai le to the addit III m v lab ional O Insurance. f insured when that person or organization is an additiona insured under any "other insurance". l d. This insurance does not apply to the rendering o or fa lure to render any "pro l The fol is added to f i fessiona lowing 3. SEC ION IV – C M- TO serv " or construction manage errors ices ment MERCIAL GEN I COND T ERAL LIABIL TY I IONS:
or omissions. Duties iti l I Of An Add ona nsured
e. This insurance does not apply to "bodi in- ly As a condition o co erage pro ided to the addi- fv v jury" or "property damage" caused by "your tional insured:
work" and included in the "productsa. The additional insured must gi us written ve comp operations hazard" unless the leted notice as soon as practicable o an "occur- f "written contract requir insurance" specif ing i- rence" or an of which may result in a fense call requ you to pro i such co erage y ires v de v clai . To the ex possible, such notice m tent for that addit and then the insur- ional insured, should include: ance pro ided to the addi l insured ap- v tiona CG D4 14 04 08 © Page 1 o 2 2008 The Travelers Companies, Inc. f "bodily injury",
Policy #: P6303F300743PHX25
Docusign Envelope ID: 8BA0362E-6F40-8258-832D-E7C9A1BAD339

COMMERC GENERAL L L IAL IABI ITY
i. How, when and where the "occurrence" any pro ider o other insurance which would vf or o fense took place f; co the addit insured for a loss we ver ional co . However th condition does not af ect ver , is f ii. The names and addresses of any injured persons and witnesses; and whether this insurance prov to the addi- ided tional insured is pri to that o insur- mary ther iii. The nature and o any in or f jury ance ava lable to the insured which i damage arising out o the "occurrence" or f co that person or organization as a vers of ense. f named insured. b. I a is made or "suit is brought against f "

4. DE I IONS The fo is added to the Sec- llowing FIN T the additional insured, the additional insured tion: must:
" r ten contract requir insurance" means that W it ing i. I media record the speci ics of the m tely f part of any written contract or agreement under clai or "suit" recei ed; m and the date v and which you are required to a person or or- ii. ganization as an additional insured on this CoverThe addit insured must see to it that we ional age Part, pro i that the "bodi in " and v ded ly jury recei e written notice o the cla m or "suit" as v f i "property damage" occurs and the "personal insoon as practicable. jury" f m itted: is caused by an o fense co m c. The addit insured must i m tely ional m edia send a. A the signing and e ion o contract fter xecut f the us copies of al legal papers recei in con- l ved or agreement by you; "sui ", cooperate with t b. W i f t or agreement h le that part o the contrac is us in the in igation or o the vest f in e f ; and f ect clai or de against the "suit", and oth- m fense c. Before f li iod. the end o the po cy per erwise comply l icy ions. with al pol condit d. The addit insured must tender the de- ional
fense and inde ty o any or "suit to mni f "

claim
settlement
include
nection with the claim or
claim
location additional
Notify us as soon as practicable.

Docusign Envelope ID: 8BA0362E-6F40-8258-832D-E7C9A1BAD339

COMMERCIAL AUTO
This endorsement modifies insurance provided under the following:

BUSINESS AUTO COVERAGE FORM
CA T3 53 02 15
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

BUSINESS AUTO EXTENSION ENDORSEMENT
© 2015 The Travelers Indemnity Company. All rights reserved. Page 1 of 4 Includes copyrighted material of Insurance Services Office, Inc. with its permission.

GENERAL DESCRIPTION OF COVERAGE – This endorsement broadens coverage. However, coverage for any injury, damage or medical expenses described in any of the provisions of this endorsement may be excluded or limited by another endorsement to the Coverage Part, and these coverage broadening provisions do not apply to the extent that coverage is excluded or limited by such an endorsement. The following listing is a general coverage description only. Limitations and exclusions may apply to these coverages. Read all the provisions of this endorsement and the rest of your policy carefully to determine rights, duties, and what is and is not covered.

A. BROAD FORM NAMED INSURED
B. BLANKET ADDITIONAL INSURED
C. EMPLOYEE HIRED AUTO
D. EMPLOYEES AS INSURED
E. SUPPLEMENTARY PAYMENTS – INCREASED
LIMITS
F. HIRED AUTO – LIMITED WORLDWIDE COVERAGE – INDEMNITY BASIS G. WAIVER OF DEDUCTIBLE – GLASS

PROVISIONS
A. BROAD FORM NAMED INSURED
The following is added to Paragraph A.1., Who Is
An Insured, of SECTION II – COVERED AUTOS
LIABILITY COVERAGE:

Any organization you newly acquire or form during the policy period over which you maintain 50% or more ownership interest and that is not
separately insured for Business Auto Coverage.

Coverage under this provision is afforded only until the 180th day after you acquire or form the organization or the end of the policy period, whichever is earlier.

B. BLANKET ADDITIONAL INSURED
The following is added to Paragraph c. in A.1.,
Who Is An Insured, of SECTION II – COVERED
AUTOS LIABILITY COVERAGE:

Any person or organization who is required under
a written contract or agreement between you and
that person or organization, that is signed and
executed by you before the "bodily injury" or
"property damage" occurs and that is in effect
during the policy period, to be named as an additional insured is an "insured" for Covered Autos Liability Coverage, but only for damages to which
H. HIRED AUTO PHYSICAL DAMAGE – LOSS OF
USE – INCREASED LIMIT
I. PHYSICAL DAMAGE – TRANSPORTATION
EXPENSES – INCREASED LIMIT
J. PERSONAL PROPERTY
K. AIRBAGS
L. NOTICE AND KNOWLEDGE OF ACCIDENT OR
LOSS
M. BLANKET WAIVER OF SUBROGATION
N. UNINTENTIONAL ERRORS OR OMISSIONS
this insurance applies and only to the extent that
person or organization qualifies as an "insured"
under the Who Is An Insured provision contained
in Section II.

C. EMPLOYEE HIRED AUTO

1. The following is added to Paragraph A.1.,
Who Is An Insured, of SECTION II – COVERED AUTOS LIABILITY COVERAGE:

An "employee" of yours is an "insured" while
operating an "auto" hired or rented under a
contract or agreement in an "employee's"
name, with your permission, while performing
duties related to the conduct of your business.

2. The following replaces Paragraph b. in B.5.,
Other Insurance, of SECTION IV – BUSINESS AUTO CONDITIONS:
b. For Hired Auto Physical Damage Coverage, the following are deemed to be covered "autos" you own:
(1) Any covered "auto" you lease, hire,
rent or borrow; and
(2) Any covered "auto" hired or rented by
your "employee" under a contract in
an "employee's" name, with your
Policy #: 8101L5008512543G
Docusign Envelope ID: 8BA0362E-6F40-8258-832D-E7C9A1BAD339

COMMERCIAL AUTO

Includes copyrighted material of Insurance Services Office, Inc. with its permission. permission, while performing duties
related to the conduct of your business.

However, any "auto" that is leased, hired,
rented or borrowed with a driver is not a
covered "auto".

D. EMPLOYEES AS INSURED
The following is added to Paragraph A.1., Who Is
An Insured, of SECTION II – COVERED AUTOS
LIABILITY COVERAGE:

Any "employee" of yours is an "insured" while using a covered "auto" you don't own, hire or borrow in your business or your personal affairs.

E. SUPPLEMENTARY PAYMENTS – INCREASED
LIMITS

1. The following replaces Paragraph A.2.a.(2),
of SECTION II – COVERED AUTOS LIABILITY COVERAGE:
(2) Up to $3,000 for cost of bail bonds (including bonds for related traffic law violations) required because of an "accident" we cover. We do not have to furnish
these bonds.

2. The following replaces Paragraph A.2.a.(4),
of SECTION II – COVERED AUTOS LIABILITY COVERAGE:
(4) All reasonable expenses incurred by the
"insured" at our request, including actual
loss of earnings up to $500 a day because of time off from work.

F. HIRED AUTO – LIMITED WORLDWIDE COVERAGE – INDEMNITY BASIS The following replaces Subparagraph (5) in Paragraph B.7., Policy Period, Coverage Territory, of SECTION IV – BUSINESS AUTO CONDITIONS:
(5) Anywhere in the world, except any country or
jurisdiction while any trade sanction, embargo, or similar regulation imposed by the United States of America applies to and prohibits the transaction of business with or within such country or jurisdiction, for Covered Autos Liability Coverage for any covered "auto" that you lease, hire, rent or borrow
without a driver for a period of 30 days or less
and that is not an "auto" you lease, hire, rent
or borrow from any of your "employees",
partners (if you are a partnership), members
(if you are a limited liability company) or
members of their households.
(a) With respect to any claim made or "suit"
brought outside the United States of
America, the territories and possessions
of the United States of America, Puerto
Rico and Canada:
(i) You must arrange to defend the "insured" against, and investigate or settle any such claim or "suit" and keep us advised of all proceedings and actions.
(ii) Neither you nor any other involved
"insured" will make any settlement
without our consent.
(iii) We may, at our discretion, participate
in defending the "insured" against, or
in the settlement of, any claim or
"suit".
(iv) We will reimburse the "insured" for
sums that the "insured" legally must
pay as damages because of "bodily
injury" or "property damage" to which
this insurance applies, that the "insured" pays with our consent, but only up to the limit described in Paragraph C., Limits Of Insurance, of SECTION II – COVERED AUTOS
LIABILITY COVERAGE.
(v) We will reimburse the "insured" for
the reasonable expenses incurred
with our consent for your investigation of such claims and your defense of the "insured" against any such
"suit", but only up to and included
within the limit described in Paragraph C., Limits Of Insurance, of SECTION II – COVERED AUTOS
LIABILITY COVERAGE, and not in
addition to such limit. Our duty to
make such payments ends when we
have used up the applicable limit of
insurance in payments for damages,
settlements or defense expenses.
(b) This insurance is excess over any valid
and collectible other insurance available
to the "insured" whether primary, excess,
contingent or on any other basis.
(c) This insurance is not a substitute for required or compulsory insurance in any country outside the United States, its territories and possessions, Puerto Rico and Canada.

Docusign Envelope ID: 8BA0362E-6F40-8258-832D-E7C9A1BAD339

COMMERCIAL AUTO
CA T3 53 02 15 Page 3 of 4
Includes copyrighted material of Insurance Services Office, Inc. with its permission. © 2015 The Travelers Indemnity Company. All rights reserved.

You agree to maintain all required or
compulsory insurance in any such country up to the minimum limits required by local law. Your failure to comply with
compulsory insurance requirements will
not invalidate the coverage afforded by
this policy, but we will only be liable to the
same extent we would have been liable
had you complied with the compulsory insurance requirements. (d) It is understood that we are not an admitted or authorized insurer outside the United States of America, its territories
and possessions, Puerto Rico and Canada. We assume no responsibility for the furnishing of certificates of insurance, or
for compliance in any way with the laws
of other countries relating to insurance.

G. WAIVER OF DEDUCTIBLE – GLASS
The following is added to Paragraph D., Deductible, of SECTION III – PHYSICAL DAMAGE COVERAGE:

No deductible for a covered "auto" will apply to
glass damage if the glass is repaired rather than
replaced.

H. HIRED AUTO PHYSICAL DAMAGE – LOSS OF
USE – INCREASED LIMIT
The following replaces the last sentence of Paragraph A.4.b., Loss Of Use Expenses, of SECTION III – PHYSICAL DAMAGE COVERAGE:

However, the most we will pay for any expenses
for loss of use is $65 per day, to a maximum of
$750 for any one "accident".

I. PHYSICAL DAMAGE – TRANSPORTATION
EXPENSES – INCREASED LIMIT
The following replaces the first sentence in Paragraph A.4.a., Transportation Expenses, of SECTION III – PHYSICAL DAMAGE COVERAGE:

We will pay up to $50 per day to a maximum of
$1,500 for temporary transportation expense incurred by you because of the total theft of a covered "auto" of the private passenger type.

J. PERSONAL PROPERTY
The following is added to Paragraph A.4., Coverage Extensions, of SECTION III – PHYSICAL DAMAGE COVERAGE:

Personal Property
We will pay up to $400 for "loss" to wearing apparel and other personal property which is:
(1) Owned by an "insured"; and
(2) In or on your covered "auto".

This coverage applies only in the event of a total
theft of your covered "auto".

No deductibles apply to this Personal Property
coverage.

K. AIRBAGS
The following is added to Paragraph B.3., Exclusions, of SECTION III – PHYSICAL DAMAGE COVERAGE:

Exclusion 3.a. does not apply to "loss" to one or
more airbags in a covered "auto" you own that inflate due to a cause other than a cause of "loss" set forth in Paragraphs A.1.b. and A.1.c., but
only:
a. If that "auto" is a covered "auto" for Comprehensive Coverage under this policy; b. The airbags are not covered under any warranty; and c. The airbags were not intentionally inflated.

We will pay up to a maximum of $1,000 for any
one "loss".

L. NOTICE AND KNOWLEDGE OF ACCIDENT OR
LOSS
The following is added to Paragraph A.2.a., of
SECTION IV – BUSINESS AUTO CONDITIONS:

Your duty to give us or our authorized representative prompt notice of the "accident" or "loss" applies only when the "accident" or "loss" is known to:
(a) You (if you are an individual);
(b) A partner (if you are a partnership);
(c) A member (if you are a limited liability company); (d) An executive officer, director or insurance
manager (if you are a corporation or other organization); or (e) Any "employee" authorized by you to give notice of the "accident" or "loss".

M. BLANKET WAIVER OF SUBROGATION
The following replaces Paragraph A.5., Transfer
Of Rights Of Recovery Against Others To Us,
of SECTION IV – BUSINESS AUTO CONDITIONS :

5. Transfer Of Rights Of Recovery Against
Others To Us
We waive any right of recovery we may have
against any person or organization to the extent required of you by a written contract signed and executed prior to any "accident"
or "loss", provided that the "accident" or "loss"
arises out of operations contemplated by
Docusign Envelope ID: 8BA0362E-6F40-8258-832D-E7C9A1BAD339

COMMERCIAL AUTO

Includes copyrighted material of Insurance Services Office, Inc. with its permission. such contract. The waiver applies only to the
person or organization designated in such
contract.

N. UNINTENTIONAL ERRORS OR OMISSIONS
The following is added to Paragraph B.2., Concealment, Misrepresentation, Or Fraud, of SECTION IV – BUSINESS AUTO CONDITIONS:

The unintentional omission of, or unintentional
error in, any information given by you shall not
prejudice your rights under this insurance. However this provision does not affect our right to collect additional premium or exercise our right of cancellation or non-renewal.

Docusign Envelope ID: 8BA0362E-6F40-8258-832D-E7C9A1BAD339

COMMERCIAL AUTO
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

BLANKET ADDITIONAL INSURED – PRIMARY AND

NON-CONTRIBUTORY WITH OTHER INSURANCE
© 2016 The Travelers Indemnity Company. All rights reserved.

Includes copyrighted material of Insurance Services Office, Inc. with its permission.

CA T4 74 02 16 Page 1 of 1
This endorsement modifies insurance provided under the following:

BUSINESS AUTO COVERAGE FORM

PROVISIONS

1. The following is added to Paragraph A.1.c., Who
Is An Insured, of SECTION ll – COVERED
AUTOS LIABILITY COVERAGE:

This includes any person or organization who you
are required under a written contract or
agreement between you and that person or
organization, that is signed by you before the
"bodily injury" or "property damage" occurs and
that is in effect during the policy period, to name
as an additional insured for Covered Autos
Liability Coverage, but only for damages to which
this insurance applies and only to the extent of
that person's or organization's liability for the
conduct of another "insured".

2. The following is added to Paragraph B.5., Other
Insurance of SECTION IV – BUSINESS AUTO
CONDITIONS:

Regardless of the provisions of paragraph a. and
paragraph d. of this part 5. Other Insurance, this
insurance is primary to and non-contributory with
applicable other insurance under which an
additional insured person or organization is the
first named insured when the written contract or
agreement between you and that person or
organization, that is signed by you before the
"bodily injury" or "property damage" occurs and
that is in effect during the policy period, requires
this insurance to be primary and non-contributory.

Policy #: 8101L5008512543G
Docusign Envelope ID: 8BA0362E-6F40-8258-832D-E7C9A1BAD339 ENDORSEMENT WC 00 03 13 (00) -
POLICY NUMBER:

EMPLOYERS LIABILITY POLICY
AND

WORKERS COMPENSATION

WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT
001

ONE TOWER SQUARE
HARTFORD CT 06183
UB-3P350390-2-43-G
We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) This agreement shall not operate directly or indirectly to benefit any one not named in the Schedule.

SCHEDULE
DESIGNATED ORGANIZATION:

DESIGNATED PERSON:

ANY PERSON OR ORGANIZATION FOR WHICH THE INSURED HAS AGREED

BY WRITTEN CONTRACT EXECUTED PRIOR TO LOSS TO FURNISH THIS WAIVER.

ST ASSIGN:O PAGE 11F
Docusign Envelope ID: 8BA0362E-6F40-8258-832D-E7C9A1BAD339

WORKERS COMPENSATION
(BLANKET WAIVER)

WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS
POLICY NUMBER:

AND

EMPLOYERS LIABILITY POLICY
ENDORSEMENT – CALIFORNIA
ENDORSEMENT WC 99 03 76 ( A) -
UB-3P350390-2-43-G
HARTFORD CT 06183

ONE TOWER SQUARE
001
Schedule
Person or Organization Job Description
We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule.

The additional premium for this endorsement shall be % of the California workers' compensation premium.

2.00 ANY PERSON OR ORGANIZATION FOR

WHICH THE INSURED HAS AGREED

BY WRITTEN CONTRACT EXECUTED

PRIOR TO LOSS TO FURNISH THIS
WAIVER.

Insurance Company Countersigned by
Insured Premium
Endorsement Effective Policy No. Endorsement No.

This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated.
(The information below is required only when this endorsement is issued subsequent to preparation of the policy.)
ST ASSIGN: Page of 11
Docusign Envelope ID: 8BA0362E-6F40-8258-832D-E7C9A1BAD339