CITY OF FULLERTON
PROFESSIONAL SERVICES AGREEMENT
WITH
WACHTER, INC.
THIS AGREEMENT is made and entered into this % day of OCTOBER, 2021 (" Effective Date"), by and between the CITY OF FULLERTON, a California municipal corporation (" City"), and Wachter, Inc., a Kansas corporation (" Consultant").
WITNESSETH:
A. City proposes to utilize the services of Consultant as an independent contractor to provide certain closed circuit television network replacement services, as more fully described herein.
B. Consultant represents that it has that degree of specialized expertise contemplated within California Government Code section 37103, and holds all necessary licenses to practice and perform the services herein contemplated.
C. City and Consultant desire to contract for the specific services described herein, and desire to set forth their rights, duties and liabilities in connection with the services to be performed.
D. 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.
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 Services. Consultant shall provide the professional services described in the Services & Fees Schedule 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.
1. 3. Performance to Satisfaction of City. Consultant agrees to perform all the work to the reasonable satisfaction of the City, in accordance with the applicable professional standard of careandCityspecificationsandwithinthehereinafterspecified. Evaluations of the work will be done by the City Manager or his 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 Wachter, Inc. PSA October 2021
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 and non conflicting 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.
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 or sexual orientation, except as permitted pursuant to Section 12940 of the Government Code.
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.
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 AND BILLING
2. 1. Compensation. Consultant shall be paid in accordance with the fee schedule set forth in Exhibit A.
2. 2. Additional Services. Consultant may not perform additional services other than described in Exhibit " A" attached hereto and incorporated herein by this reference unless specifically engaged to do so by City. Consultant shall not receive compensation for any services provided outside the scope of services specified in Exhibit A unless the City or the Project Wachter, Inc.
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Managerfor this Project, prior to Consultantperformingthe additional services, approvessuch 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.
2. 3. Method of Billing. Consultant may submit invoices to the City for approval on a progress basis, but no more often than two times a month. Said invoice shall be based on the total of all Consultant's serviceswhich have beencompletedto City's sole satisfaction. Cityshall payConsultant's invoicewithin fourty-five (45) daysfromthedate City receivessaidinvoice. Each invoice shall describe in detail, the services performed, the date of performance, and the associatedtime for completion. Any additionalservicesapprovedand performedpursuantto 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. Recordsand Audits. Recordsof Consultant's services relatingto this Agreement shall be maintainedin accordancewith generallyrecognizedaccounting principles and shallbe made availableto City or its Project Managerfor inspectionand/or audit at mutuallyconvenient times from the EffectiveDate of this Agreementuntilthree (3) years afterthe terminationdate.
2. 5. W-9. Consultant must provide City with a current W 9 form, to be attached hereto as Exhibit " D." It is the Consultant' s responsibility to provide to the City any revised or updated W- 9 form.
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 Effective Date of this Agreement. Failureto commencework in a timely mannerand/or diligentlypursueworkto completion may be grounds for termination of this Agreement.
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 lawsor regulations, riots, acts of war, or any other conditionsbeyond the reasonablecontrolof a party.
4. 0. TERM AND TERMINATION
4. 1. Term. This Agreement shall commence on the Effective Date and continue through project completion, unless terminated as provided herein.
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 anytime, by providing 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.
4. 3. Compensation. In the event of termination, City shall pay Consultant for reasonablecosts incurred and professionalservicessatisfactorilyperformed up to and including the date of City's written 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 Wachter, Inc.
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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.
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. Insurance Required. Consultant shall procure and maintain throughout the duration of this Agreement, insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder by Consultant, its agents, representatives, employees or subcontractors. Consultant shall provide current evidence of the required insurance in a form acceptable to City and shall provide replacement evidence for any required insurance which expires prior to the completion, expiration, or termination of this Agreement.
Nothing in this section shall be construed as limiting in any way, the Indemnification and Hold Harmless clause contained herein in Section 5.8 or the extent to which Consultant may be held responsible for payments of damages to persons or property.
5. 2. Minimum Scope and Limits of Insurance.
A. Commercial General Liability Insurance. Consultant shall maintain commercial general liability insurance coverage in a form at least as broad as ISO Form # CG 00 01, with a limit of not less than $ 1,000,000 each occurrence. If such insurance contains a general aggregate limit, it shall apply separately to the Agreement or shall be twice the required occurrence limit.
B. Business Automobile Liability Insurance. Consultant shall maintain business automobile liability insurance coverage in a form at least as broad as ISO Form # CA 00 01, with a limit of not less than $ 1, 000, 000 each accident. Such insurance shall include coverage for owned, hired and non - owned automobiles.
C. Workers' Compensation and Employers' Liability Insurance. Consultant shall maintain workers' compensation insurance as required by the State of California and employers' liability insurance with limits of not less than $ 1,000,000 each accident.
D. Professional Liability Insurance. Consultant shall maintain professional liability insurance appropriate to Consultant' s profession with a limit of not less than $ 2, 000, 000.
Architects' and engineers' coverage shall be endorsed to include contractual liability. If policy is written as a " claims made" policy, the retro date of the policy shall be prior to the start of the contract work.
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E. Cyber Liability Insurance. Consultant shall maintain cyber liability insurance coverage with a limit of not less than $2,000,000 per claim and $2,000,000 aggregate. Coverage shallbe sufficientlybroadto respondto the duties andobligationsas is undertakenby Consultant in this Agreement and shall include but not be limited to claims involving infringement of intellectual property, including but not limited to infringement of copyright, trademark, trade dress, invasion of privacy violations, information theft, damage to or destruction of electronic information, release of private information, alteration of electronic information, extortion and network security.
Thepolicyshall providecoveragefor breachresponsecosts as well as regulatoryfines, penalties and credit monitoring expenses with limits -sufficient to respond to these obligations.
5. 3. Deductibles and Self -Insured Retentions. Any deductible or self -insured retention must be declared to and approved by City.
5. 4. Other Insurance Provisions. The required insurance policies shall contain or be endorsed to contain the following provisions:
A. Commercial General Liability. City, its elected or appointed officials, officers, employees and volunteers are to be covered as additional insureds with respect to liability arising out of work or operations performed by or on behalf of Consultant, including materials, parts or equipment furnished in connection with such work or operations. Such coverage as an additional insured shall not be limited to the period of time during which Consultant is conducting ongoing operations for City but rather, shall continue after the completion of such operations. The coverage shall contain no special limitations on the scope of its protection afforded to City, its officers, employees and volunteers.
B. Commercial General Liability. This insurance shall be primary insurance as respects City, its officers, employees and volunteers and shall apply separately to each insured against whom a suit is brought or a claim is made. Any insurance or self-insurance maintained by City, its officers, employees and volunteers shall be excess of this insurance and shall not contribute with it.
C. Professional Liability. If the Professional Liability policy is written on a claims made" form, the Retroactive Date must be shown and must be before the date of the contract or beginning of contract work. The insurance must be maintained and evidence of insurance must be provided for at least ( 5) years after completion of the contract work. If the coverage is canceled or non -renewed and not replaced with another claims -made policy form with a Retroactive Date prior to the contract effective date, the Consultant must purchase " extended reporting coverage" for a minimum of five (5) years after completion of work.
D. Workers' Compensation and Employers' Liability Insurance. Insurer shall waive their right of subrogation against City, its officers, employees and volunteers for work done on behalf of City.
E. All Coverages. Each insurance policy required by this clause shall be endorsed to state that coverage shall not be canceled, except after thirty ( 30) days' prior written notice by certified mail, return receipt requested, has been given to City.
If Consultant maintains higher limits or has broader coverage than the minimums shown above, City requires and shall be entitled to all coverage, and to the higher limits maintained by Consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to City.
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F. Subcontractors. Consultant shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein and Consultant shall ensure that City is an additional insured on insurance required from subconsultants.
G. Special Risks or Circumstances. City reserves the right to modify these requirements, includinglimits, basedonthe natureof the risk, priorexperience, insurer, coverage or other special circumstances.
5. 5 Acceptability of Insurers. All required insurance shall be placed with insurers acceptable to City with current BEST' S ratings of no less than A, Class VII. Workers' compensation insurance may be placed with the California State Compensation Insurance Fund.
All insurers shall be licensed by or hold admitted status in the State of California. At the sole discretion of City, insurance provided by non -admitted or surplus carriers with a minimum BEST'S rating of no less than A- Class X may be accepted if Consultant evidences the requisite need to the sole satisfaction of City.
5. 6 Verification of Coverage. Consultant shall furnish City with certificates of insurance which bear original signatures of authorized agents and which reflect insurers names and addresses, policy numbers, coverage, limits, deductibles and self - insured retentions.
Additionally, Consultant shall furnish copies of all policy endorsements required herein. All certificates and endorsements must be received and approved by City before work commences.
City reserves the right to require at any time complete, certified copies of any or all required insurance policies and endorsements.
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 Agreementmay be modified only in writing, and signed by the partiesin interest at the time of such modification. The terms of this Agreementshall 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 designee shall be the representative of City for purposes of this Agreement and may issue all consents, approvals, directives and agreementson behalf of the City, called for by this Agreement, except as otherwiseexpressly 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 Manaaers. City shall designate a Project Manager to work directly with Consultant in the performance of this Agreement.
Consultant shall designate a Project Manager who shall represent it and be its agent in all consultations with City during the term of this Agreement. 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 Wachter, Inc.
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concerning this Agreement or the work hereunder may be provided by personal delivery, facsimile or mail and shall be addressed as set forth below. 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) 48 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:
Wachter, Inc.
16001 West 99th Street
Lenexa, KS 66219
IF TO CITY:
City of Fullerton
303 W. Commonwealth Ave.
Fullerton, CA 92832
Attn: City Manager
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 Orange County, California.
6. 7. Assent. 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 performed by Consultant hereunder for the term of this Agreement.
6. 8. Indemnification and Hold Harmless. To the fullest extent of the law, Consultant agrees to defend, indemnify, hold free and harmless the City, its elected officials, officers, agents, and employees, at Consultant' s sole expense, from and against claims, actions, suits or other legal proceedings brought against the City, its elected officials, officers, agents, and employees arising out of the performance of the Consultant, its employees, and/or authorized subcontractors, of the professional services undertaken pursuant to this Agreement. The defense obligation provided for hereunder shall apply without any advance showing of negligence or wrongdoing by the Consultant, its employees, and/ or authorized subcontractors, but shall be required whenever any claim, action, complaint, or suit asserts as its basis the negligence, errors, omissions or misconduct of Consultant, its employees, and/ or authorized subcontractors, and/ or whenever any claim, action, complaint or suit asserts liability against the City, its elected officials, officers, agents, and employees based upon the work performed by Consultant, its employees, and/or authorized subcontractors under this Agreement, whether or not 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 Wachter, Inc.
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of the City for claims, actions, complaints, or suits arising out of the sole or active negligence or willful misconduct of the City. This provisionshall 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 employeesof City. Consultant shall secure, at its sole expense, and be responsiblefor anyand 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 servicesto be performedhereunder. Consultantshall indemnifyand hold City harmlessfromany 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 Elicaibility 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, CAD drawings, documents, information and data, including, but not limited to, computer tapes or discs, 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. Any use of such documents for other projects not contemplated by this Wachter, Inc.
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Agreement, and any use of incompletedocuments, shall be at the sole risk of City and without liabilityor legal exposureto Consultant. City shall indemnifyand hold harmless Consultantfrom all claims, damages, losses, and expenses, includingattorneys' fees, arising out of or resulting from City's use of such documentsfor other projectsnot contemplatedby this Agreementor use of incompletedocumentsfurnished by Consultant. Consultantshall deliver to City any findings, reports, documents, information, data, in any form, including but not limited to, computer tapes, discs, files, audiotapes or any other Projectrelateditems as requested by City or its authorized representative, at no additional cost to the City.
6. 13. Public Records Act Disclosure. Consultant has been advised and is aware that this Agreement and all reports, documents, informationand data, including, but not limitedto, 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 6250 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 6254. 7, and of which Consultant informs City of such trade secret. The City will endeavor to maintain as confidential all informationobtainedby it that is designatedas 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 workfor anotherpersonor entity for whom Consultantis notcurrentlyperformingworkthatwould 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 under this Agreement. Consultant, when requested, shallfurnish clarificationand/or explanationas maybe 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, without prejudice to any other remedy to which City may be entitled to at law or equity, Consultant shall, at nocostto City, provideall necessarydesigndrawings, estimatesandotherConsultant professionalservices necessaryto rectify and correctthe matter to the sole satisfactionof City and to participate in any meeting required with regard to the correction. In addition, Consultant shall reimburse City for any and all costs, expensesand/or damages, if any, that the City has incurred due to the aforementioned error or omission.
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 such provision or provisions so incorporatedby reference, this Agreement shall govern over the document referenced.
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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. Paragraphs 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. rability. If anyprovisionof thisAgreementis determinedby a courtof competent jurisdiction to be unenforceablein anycircumstance, such determinationshall not affect the validityor enforceabilityof theremainingterms and provisionshereof or of theoffendingprovision in anyothercircumstance. Notwithstanding the foregoing, if thevalue of this Agreement, based upon the substantialbenefit of thebargainfor anyparty, is materiallyimpaired, which determinationmade by thepresidingcourt or arbitratorof competentjurisdiction shall be binding, then both partiesagree to substitutesuch provision(s) throughgood faith negotiations. 6.
25. Counterparts. This Agreementmay be executedin oneor morecounterparts, each of whichshall be deemedan original. All counterpartsshall be construedtogether and shall constitute one agreement. 6.
26. CorporateAuthority. The personsexecutingthis Agreementon behalfof theparties hereto warrantthat they are dulyauthorizedto executethis Agreementon behalfof saidparties and that by doingso the partieshereto are formallybound to theprovisionsof thisAgreement.
IN
WITNESSWHEREOF, the partieshereto have causedthis Agreementto beexecutedby andthroughtheir respectiveauthorized officers, as of thedatefirst abovewritten. Wachter, Inc. Page
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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.
INWr,-rNESSWHEREOF, thepartiesheretohavecausedthisAgreementto beexecuted by and through their respective authorized officers, as of the date first above written.
CITY OF
Date: 119 4
Steve DeMey, Acting City
CONSULTANT <
Date: 9012021
Wachter, Inc. — Phil Kenn , Vice President
48- 1238438
Social Security or Taxpayer ID Number
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EXHIBIT A
SERVICES & FEES
Based on informationprovidedby City of Fullerton, Wachter, Inc. ("Wachter") proposes a multi - system upgrade for the City of Fullerton' s (3) existing Milestone systems. The current systems are autonomous with 3 separate Milestone SLCs which are not integrated with logins or camera access. Basedon this information, Wachterwill performthe followingservices:
Video Surveillance
o Provide and install ( 3) new servers to host all video surveillance data Include adequate storage to allow for ( 365) days of video retention Provideand configureTigerTechWasabi HOTcloudstorageto providevideo data redundancy on all cameras
Provideand configureBoringLabs healthmonitoringintegrationto monitorsystemand camera health
Provide, configure and install ( 243) new Axis IP surveillance cameras Provideand configurenew systemlicenseand adequatecameralicensingto add all new camerasto the systemwith licensingoverheadto allowintegrationof some existing cameras into the new, unified system.
Physical Access Control
o Provide new Physical Access Control System, S2
o Provide, configure and install ( 12) independent system controllers in each of the 12) city sites
o Provide, configureand install (175) door accesscontrol packages (locking hardware, REX, DPS, credential reader, etc.)
Intercoms
o Provide, configure and install ( 1) master station and (6) sub station intercoms for the jail
Panorama Trailhead Surveillance solution
o Provide, configureand install (3) solar -poweredsurveillancepoleswith (4) Axis cameras and ( 1) Axis network horn, integrated into the new, unified surveillance solution.
This Proposal Coversthe following (12) City of Fullertonproperties:
1. City Hall
2. Library
3. Commonwealth
4. Community Center
5. Municipal Airport
6. Public Works
7. Fire Department Headquarters
8. Fire Department Station One
9. Fire Department Station Two
10. Fire Department Station Three
11. Fire Department Station Four
12. City Jail
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Multisite Upgrade Project Pricing
Professional Services 55, 566. 21
Material & Hardware 817, 626. 57
Installation Labor 530, 106. 45
Installation Materials 196. 12
Rental Tools/ Equipment 1,241. 57
Estimated Ground Shipping 11, 651. 72
TOTAL 1, 416, 288. 64
Panorama Trailhead Surveillance Pricing
Professional Services 1, 523. 05
Material & Hardware 26, 996. 45
Installation Labor 17, 486. 54
Installation Materials 3, 895. 50
Shipping ( Estimated) 1, 144. 05
TOTAL 61, 046. 69
TOTAL WITH TRAILHEAD OPTION 1, 467, 334. 23
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EXHIBIT B
ADDITIONAL SERVICES & FEES
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EXHIBIT C
CERTIFICATES OF INSURANCE
A`
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V CERTIFICATE OF LIABILITY INSURANCE 8/ 1/2022
ATE" MI°°" Y""
7/ 27/ 2021
THIS CERTIFICATEIS ISSUEDAS A MATTEROF INFORMATIONONLYAND CONFERSNO RIGHTSUPONTHE CERTIFICATEHOLDER. THIS
CERTIFICATEDOESNOT AFFIRMATIVELYOR NEGATIVELYAMEND, EXTENDOR ALTER THE COVERAGEAFFORDEDBY THE POLICIES BELOW. THIS CERTIFICATEOF INSURANCEDOES NOT CONSTITUTEA CONTRACTBETWEENTHE ISSUINGINSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.
IMPORTANT: If the certificate holder is an ADDITIONALINSURED, the policy(les) must have ADDITIONALINSUREDprovisions or be endorsed.
If SUBROGATIONIS WANED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statementon this certificate does not confer rights to the certificate holder in lieu of such endorsement( s).
PRODUCERLockton Companies
444 W. 47th Street, Suite 900
NICNAME:C
PHONE
FAXNo -)-
E-MAILADDRESS: KansasCity MO 64112-1906
816) 960- 9000
INSUR 9 AFFORDING COVERAGE NAICC
INSURERA:Libe I-MLLrance 42404
INSURED
WACHTER, INC.
6969 16001 WEST 99TH STREET
INSURERe : Employers Insurance Company of Wausau 21458
INSURER C :
INSURER D : LENEXA KS 66219
INSURER E :
INSURER F :
urefwwre. ! wrnTlClr- ATC \ rl IMDCC• 1 11112AG RFVl-% IcIN NUMBER' X X X X X X R
THISISTOCERTIFYTHATTHEPOLICIESOF INSURANCELISTEDBELOWHAVEBEENISSUEDTOTHEINSUREDNAMEDABOVEFORTHEPOLICYPERIOD
INDICATED, NOTWITHSTANDINGANYREQUIREMENT, TERMORCONDITIONOFANYCONTRACTOROTHERDOCUMENTWITHRESPECTTOWHICHTHIS
CERTIFICATEMAYBEISSUEDOR MAYPERTAIN, THEINSURANCEAFFORDEDBYTHEPOLICIESDESCRIBEDHEREINIS SUBJECTTOALLTHETERMS, EXCLUSIONSANDCONDITIONSOF SUCHPOLICIES. LIMITSSHOWNMAYHAVEBEENREDUCEDBY PAIDCLAIMS.
INSRL7R TYPE OF INSURANCE
BR
POUCYNUMBER
POLICY EFF
M
POL[ CYEXP
D LIMITS
A X CCMMERCIALGENERALLIABILITY Y Y TB7- 691. 472101. 021 8/ 1n021 811/ 2022 CLAIMS -MADEa OCCUR
EACH OCCURRENCE I s 2,000,000
P I n s 300. 000 --
MED EXP ( Any ono ) s 10, 000
ADV INJURY s z000000
APPROVEDPERSONAL
GENERAL AGGREGATE s 4000000GENLAGGREGATELIMIT APPLIESPER: POLICY X JJEC7 LOCBy OlgaVellanowethat 8: 27am, Nov05, 2021PRODUCTS -COMPIOP AGG s4, 000,000 s OTHER
A
AUTOMOBILELJAMLITY y y AS7- 691- 472101-011 8/ 1/ 20218/ 1/ 2022GOtiIBINED SINGLE LIMIT r:
e arraem 3 000000 BODILY
INJURY (Per person) s XX(){}(}{{ ANYAUTO BODILY
INJURY (Per accident) S XYY( J{ J{ J{ OWNEDSCHEDULED AUTOS ONLYNxAUTOSIX
X
HIREDNON -
OWNEDADIOS
ONLYAUTOSONLY PHYS
DAM OP
RTYIDAI;MGE j{ XXxxxl
Dads, s 5, 000A
UMBRFI 1 wLIAROCCUR Y N TH7- 691- 472101-041 9/ 1/ 20218/ 1/ 2022EACH OCCURRENCEs 2,000,000 AGGREGATE s 2 000000 XEXCESSLIAR N CLAIMS -MADE OED
RETENTIONS aXXXXXXX B
B
B
WORKERSCOMPENSATIOx
AND
EMPLOYERS' LIABILITY AIJr
PROPRIETORpARTNERIEXECUTIVEYIN OFFtCERTAEMBER
Ex0. UDED77 Mandatory
In NH) NIA
Y
WCC691 472101-031 EXCL.
ND, OH, WY & WA1 STOP
GAP COVERAGEONLY] 8!
1/ 20218/
1/ 20218/
1/ 2022811/
2022PER
07hF X
TATUTEER E.
L. EACHACCIDENTs 1000000 E.
L.DISEASE - EA EMPLOYEs 1 00O000 E.
L.DISEASE - POLICY LIMIT S I- 000.000 Ifyeadescribeunder DESCRIPTION OF OPERATIONSbelow DESCRIPTION
OF OPERATIONSI LOCATIONS! VEHICLES (ACORD 101. AdditionalRemarksSehodule, may be attachedHnwre spaeeIs requlred) FOR CANCELLATIONFOR ANYREASONOTHERTHANNONPAYMENTOF PREMIUM, THE INSURERS) WILL SEND30 DAYSNOTICEOF CANCELLATIONTO THECERTIFICATEHOLDER. CITY OF FULLERTON, ITS ELECTEDOR APPOINTEDOFFICIALS, OFFICERS, EMPLOYEESAND VOLUNTEERS1S/ AREADDITIONALINSVRED(
S) ONA PRIMARYAND NON-CONTRIBUTORYCOVERAGE BASIS AS RESPECTSLIABILITYCOVERAGEAND SUBROGATIONIS WAIVEDAS RESPECTSWC, GL, ANDAL FORTHISPROJECTAS PERMITTEDBY STATE. INSURANCESHOWN APPLIESONLY TO EXTENTOF WRITTENCONTRACT. nrsr, r, n w- rr uw1 nen CANCFI 1 ATION1PB Atmenmenm11323849
CITY
OF FULLERTONSHOULD ANY OF THEABOVEDESCRIBEDPOLICIES BE CANCELLEDBEFORE ATTN:
DONALDK. HOPPE, DIRECTOROF ENGINEERINGTHE
EXPIRATIONDATE THEREOF, NOTICE YVILL BE DELIVEREDIN ACCORDANCE WITH THE POLICYPROVISIONS. 303
WESTCOMMONWEALTHAVENUE FULLERTON
CA 92832AUTHORIZED REPRESENTATt w,
j ivo6euTD RLouKN VVKr% jnmieum. imi n8n1a rvawiVFu. ACORD 25 ( 2016103) The ACORDname and logo are registeredmarks of ACORD Attachment Code: D564542 Master ID: 6969, Certificate ID: 11323849 Lockton Companies
444 W. 47th Street, Suite 900
Kansas City, MO 64112
WACHTER, INC..; 6969
11323849
CITY OF FULLERTON
303 WEST COMMONWEALTH AVENUE,.
FULLERTON, CA 92832
Dear Valued Client:
In ourcontinuingeffort to providetimelycertificatedelivery, LocktonCompaniesisutilizingpaperless delivery of Certificates of Insurance.
Toensureelectronicdeliveryfor future renewalsof thiscertificate, weneedyour emailaddress. Please contact us via the email below and reference Certificate ID: 11323849. You must reference this Certificate ID number in order for us to complete this process.
Certificate ID:// 323849
o mail: kctsuVockton. com
Subject Line: TSU E- Delivery
Ifyoureceivedthiscertificatethroughaninternetlinkwherethecurrentcertificateisviewable, wehave youremailandnofurtheractionis needed.
Pleasenotethat afterFebruary2022, printed certificateswill nolongerbeavailable.
Ifyounolongerneedthiscertificate, pleasecontactusattheemailaddressabove, referencetheHolder ID number and use this subject line: " Certificate Removal" NOTE. The above email is a collector email regarding electronic delivery of certiricates only. Please doNOTsendcertificate requestsor other insuranceinquiries to this inbox as responseswill be delayed or missed.
Thankyoufor your cooperationandwillingnessin reducingour environmentalfootprint.
Lockton Companies
Technical Services Unit
Miscellaneous Attachment: M69543 Certificate ID: 11323849 POLICY NUMBER: TB7- 691- 472101- 021
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
ADDITIONAL INSURED — OWNERS, LESSEES OR
CONTRACTORS — SCHEDULED PERSON OR
ORGANIZATION
This endorsement modifies insurance provided under the following:
COMMERCIAL GENERAL LIABILITY COVERAGE PART
SCHEDULE
Name Of Additional Insured Person( s) Or Organization( s):
AnypersonororganizationyouarerequiredtonameasanAdditionalInsuredunderthispolicy under a written contract or agreement, prior to an "occurrence or offense, where the written contractor agreementobligatesyouto procureadditionalinsuredcoveragefor the additional insuredandutilizethe July2004versionof the ISOadditionalinsuredendorsement, except where such requirement is prohibited by law.
Location( s) Of Covered Operations:
All locations as required by written contract or agreement, prior to an "occurrence" or offense where the written contract or agreement obligates you to procure additional insured coverage for theadditionalinsuredandutilizetheJuly2004versionof the ISOadditionalinsured endorsement.
Information required to complete this Schedule, If not shown above, will be shown In the Declarations.
A. Section II — Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury", propertydamage" or "personalandadvertisinginjury" caused, inwholeorinpart, by:
1. Your acts or omissions; or
2. The acts or omissions of those acting on your behalf; intheperformanceofyourongoingoperationsfortheadditionalinsured(s) atthelocation(s) designated above.
B. With respect to the insurance afforded to these additional insureds, the following additional exclusions apply:
This insurance does not apply to "bodily injury" or "property damage" occurring after:
1. All work, includingmaterials, partsor equipmentfurnishedin connectionwith suchwork, on theproject (otherthanservice, maintenanceorrepairs) to beperformedbyoronbehalfofthe additional insured(s) at the location of the covered operations has been completed; or
2. Thatportionof "yourwork" outofwhichtheinjuryordamageariseshasbeenputto its intended use by any person or organization other than another contractor or subcontractor engagedin performingoperationsfor a principalas a partofthesameproject.
CG 2010 07 04
Miscellaneous Attachment: M69543 Certificate ID: 11323849 POLICY NUMBER: TB7- 691- 472101- 021
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
ADDITIONAL INSURED — OWNERS, LESSEES OR
CONTRACTORS — COMPLETED OPERATIONS
This endorsement modifies insurance provided under the following:
COMMERCIAL GENERAL LIABILITY COVERAGE PART
SCHEDULE
Name Of Additional Insured Person( s) Or Organization( s):
AnypersonororganizationyouarerequiredtonameasanAdditionalInsuredunderthispolicy under a written contract or agreement, prior to an occurrence or offense, where the written contractor agreementobligatesyouto procureadditionalinsuredcoveragefor the additional insuredanduti- lizetheJuly2004versionoftheISOadditionalinsuredendorsement, except where such requirement is prohibited by law.
Location and Description of Completed Operations:
All locationsas requiredbywrittencontractor agreement, priorto an 'occurrence" oroffense where the written contract or agreement obligates you to procure completed operations coveragefor theadditionalinsuredandutilizetheJuly2004versionof the ISOadditional insured endorsement.
Information required to complete this Schedule, if not shown above, will be shown in the Declarations.
Section II — Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shownintheSchedule, butonlywith respectto liabilityfor "bodilyinjury" or propertydamage" caused, inwholeorinpart, by "yourwork" atthelocationdesignatedand described in the schedule of this endorsement performed for that additional insured and includedin the "products -completedoperationshazard".
CG 20 37 07 04
Miscellaneous Attachment: M69543 Certificate ID: 11323849 POLICY NUMBER: TB7- 691- 472101- 021
COMMERCIAL GENERAL LIABILITY
CG 20 01 1219
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
PRIMARY AND NONCONTRIBUTORY -
OTHER INSURANCE CONDITION
This endorsement modifies insurance provided under the following:
COMMERCIAL GENERAL LIABILITY COVERAGE PART
LIQUOR LIABILITY COVERAGE PART
PRODUCTS/ COMPLETED OPERATIONS LIABILITY COVERAGE PART
Thefollowingis addedto theOther InsuranceConditionandsupersedesanyprovision to the contrary:
Primary And Noncontributory Insurance
Thisinsuranceis primaryto andwill notseekcontributionfromanyotherinsurance availableto an additional insured under your policy provided that:
1) The additional insured is a Named Insured under such other insurance; and 2) Youhaveagreedinwritingin a contractor agreementthatthisinsurancewouldbe primaryandwouldnotseekcontributionfromanyotherinsuranceavailableto the additional insured.
CG 20 01 12 19
Miscellaneous Attachment: M463934 Certificate ID: 11323849
WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT
Wehavethe rightto recoverourpaymentsfromanyoneliablefor aninjurycoveredby this policy. Wewill notenforceour rightagainstthe personor organizationnamedin the Schedule. (Thisagreementappliesonlyto theextentthatyouperformworkundera written contract that requires you to obtain this agreement from us.) This agreement shall not operate directly or indirectlyto benefit anyone not named in the Schedule.
Schedule
Whererequiredbywrittencontractoragreementpriorto lossandallowedbylaw Issued by: Employers Insurance Company of Wausau
For attachment to Policy No WCC-691-472101-031
Effective Date 08/ 01/ 2021
Issued to: Wachter, Inc.
WC 00 03 13
Ed. 4/ 1/ 1984
E DD/ YYYI (MMI
CERTIFICATE OF LIABILITY INSURANCE s111zozz 1DATEcmmlo21 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 ADDITIONALINSURED, the policy((es) must have ADDITIONALINSUREDprovisions or be endorsed.
If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsemen s .
FONTACT
PRODucER Lockton Companies AME:
444 W. 47th Street, Suite 900 PHONE FAX
KansasCity MO 64112-1906 i -
816) 960- 9000
AD RESS, .......
1.. Ks. ,......, ems _ -
INSURED
WACHTER, INC.
144911016001WEST99THSTREET
LENEXA KS 66219
COVERAGES * CERTIFICATE NUMBER: 17987395 REVISION NUMBER: XXXXXXX
THISISTOCERTIFYTHATTHEPOLICIESOFINSURANCELISTEDBELOWHAVEBEENISSUEDTOTHEINSUREDNAMEDABOVEFORTHEPOLICYPERIOD INDICATED. NOTWITHSTANDINGANYREQUIREMENT, TERMORCONDITIONOFANYCONTRACTOROTHERDOCUMENTWITHRESPECTTOWHICHTHIS
CERTIFICATEMAYBEISSUEDOR MAYPERTAIN, THEINSURANCEAFFORDEDBYTHEPOLICIESDESCRIBEDHEREINIS SUBJECTTOALLTHETERMS, EXCLUSIONSANDCONDITIONSOF SUCHPOLICIES. LIMITSSHOWNMAYHAVEBEENREDUCEDBYPAID CLAIMS. g POLICYEF POUCY EXP LIMRS
LTR` TYPE OF INSURANCE POLICYNUMBER MMroDlYYYY MMIOD
COMMERCIAL GENERAL LIABILITY NOT APPLICABLE
CLAIMS - MADE OCCUR
EACH OCCURRENCE XX) OCKXX
PREM 3E E • rrenca XXXXXXX
MED EXP ( An one Person S XXJOO X
PERSONAL& AOV INJURY XXXXXX){
APPROVED GENERAL AGGREGATE XXXXXXXGENL AGGREGATE LIMIT APPLIES PER PRODUCTS-COMProPAGGS XXX) CXXXPOLICY JEST LOCBy Olga Vellanoweth at 8:27 am, Nov 05 2021 OTHER
AUTOMOBILE LIABILITY NOT APPLICABLE
COM$ SINGLE
oaaamEe accident) XXXXX) OC
BODILY INJURY ( Per pe XXX{ XANY AUTO
BODILY INJURY ( Par accident)
r
PROPERTYDAMAGE
XX) CXXXX
S XXXXX) x
OWNED SCHEDULED
AUTOS ONLY AUTOS
HIRED NON - OWNED
AUTOS ONLY
qAUTOS
ONLY
XX) OCXXX
UMBRELLA LIAR OCCUR NOT APPLICABLE EACH OCCURRENCE XXXXXXX
AGGREGATE S XXXXXXXEXCESSLIAB H CLAIMS - MADE
DED RETENTIONS S XXX) O CXX
WORKERS COMPENSATION
AND EMPLOYFRV LIABILITY
ANY PROPRIETORIPARTNERIEXECUTIVE
YaOFFICERIM(
Mandatory in M
EXCLUDED?
MandataryInNH)
NIA
NOT APPLICABLE SEAER E.
L. EACHACCIDENTs XXXXXXXE.
L. DISEASE - EA EMPLOYXX) 0= X E.
L. DISFJLSE-POLICY LIMIT XXXXXXX Eyes, deealbeunder DESCRIPTION OF OPERATIONSbelow A
CYBERN N 8225- 6790 8/ 1/ 20218/ IR0225, 000,000 LIMITDESCRIPTION OF OPERATIONS / LOCATIONSI VEHICLES (ACORD 101, AdditionalRemark$ Schedule, may be attachedIf morespaceIs required) 17987395 CITY
OF FULLERTON303
WESTCOMMONWEALTHAVENUE FULLERTON
CA 92832vnrwcr-
v+ r w. SHOULD
ANY OF THEABOVEDESCRIBEDPOLICIES BE CANCELLEDBEFORE THE
EXPIRATIONDATE THEREOF, NOTICE WILL BE DELIVEREDIN ACCORDANCE WITH THE POLICYPROVISIONS. AUTHORIZED
11 ACORD
25 ( 2016103) The ACORDname and logo are registeredmarks of ACORDAll ritlhtsreserved.
A.ChP
DATEIrdhVDDIYYYY)
CERTIFICATEOF LIABILITY INSURANCE 8I112022 07/ 2712021
THIS CERTIFICATE I$ ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATEDOESNOTAFFIRMATIVELYOR NEGATIVELYAMEND, EXTENDORALTERTHECOVERAGEAFFORDEDBY THE POLICIESBELOW.
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 ADDITIONALINSURED, the policy(les) must haveADDITIONALINSUREDprovisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in Rau of such endorsemenl( s).
Pi6o0ucErtLocktonCompanies — IN4M
444 W. 47th Street, Suite 900
PHONE
Kansas City MO 64112- 1906 ADDRE..
INSURERA: Steadfast In!
INSURED WACHTER, INC.
1013701 16001 ! NEST 99TH STREET
LENEXA KS 53219
THIS IS TO CERTIFY TIIAT THE. POLICIES OF INSURANCE LISTED $ ELLAT HAVt ULLN lit:) vtu IV Int INZWMcu rvniVIty r Uvvm rv, l Inc 1- 1,
PERIODINDICATED, NOTWITHSTANDINGANYREQUIREMENT, TERMOR CONDITIONOFANYCONTRACTOR OTHERDOCUMENTWITHRESPECTTO WHICHTHISCERTIFICATEMAYBEISSUEDOR MAYPERTAIN. THE INSURANCEAFFORDEDBY THEPOLICIESDESCRIBEDHEREINIS SUBJECTTO a^OF SUCH f GL.. IF Lib,.i%$ QWNaV HdVE; i3,ja,F, A,_j_R„E( R.Y PAID Ct.AIM _ 1115R AOOLSU9Fq, POLIa.Y EFF POLkCY EXP LIMITSLTR TYPE OF INSURANCE _ INSD. dNJt', ,___ POUCYNUMBER ] Lfl IDDNYY { MtA70DtYYYY], „__,•_ RCIAL GENERAL LIABILITY NOT APPLICABLE EACI{ OCCURRENCE r'
0Zx2x
X _
Aih: s• arAca OCCUR $ X
APPROVED IAn•= w3C c eLLs :n; XXxxxX
1tcAQVINJURY3 XXXXXxx
1FN:-, A:G.—,GREGATELit. irrAPFUESPER. By Olga Vellanoweth of 8:28 am, Nov 05, 2021 ;.AD RF xxxxxxx POIJCYF-1 ° Q Loc RO. UCT3 - Ca. MPIOPAGGs XXXXXXXJE
OTHER' ;
s
AUTOA40BILE LIABILITY NOT APPLICABLE
COA39iNF:f: SII;CaLE Lih',IT -$ XXXXXXXE, wfl=_
ANY AUTO i RiDILYl.YIURY{Perpersai 3 xxxxxxx
ONRicD SCHEDULED +' 5BODILY IIiJURY tP><•rotCiSC xXXXXXX
AUTOS ONLY AUTOS
NIRLO NON- OV, 7lED
i
I= zQPi= Rr rvtbAGE 3, xxXXXXX
AUTOS ONLY AUTOS ONLY 9
tF rs: arr_ r-r: ntl
3 I
UMBRELLALIAR " CUR NOT APPLICABLE
EACH O.%CURREaICE s XXXXXXX
SxxxxxxxEXCES341A8 .^, LRIfd5. 6SA0'eI Aa"',- rE
DEO RETENTION S
WORKERSCOMPENSATIONr
AND EMPLOYERS' LIABILITY YIN € i NOT APPLICABLE
C$ XxxxXXXp, •Y pp,C, iCTph; P„ rTrlt: 7tEx0vVti> dE t L. ACHACLIPE•_I` r eCE t» cLade RC CLUriD? lNIA
Iraanila: erytn nn) I t; L.. rmr.ASE-EF-"craaLOYEe .SXXXX_XXX Oe7wki;" Ylo!< CSFOPC1 AYi6N5>»-.. a 1 LVISEnSG•;Pht^YLIE4ITI SX.ixXXXi A CONTRACTORS EOC 7413240- 03 IJ8fD1/ 20?. 1 0810tl2D2 $ 1,00 D00 P R
CLAIM' 1 000, 00a
PROFESSIONAL N N
LIABILITY
DESCRIPTIONOFOPERATIONSI LOCATIONSI VEHICLES (ACORD101, AdditionalRemnrks.Sehedule. maybeatWChodIf moresp= o is requited) T .«....
rr- RTIFIrerr- 1-11711 nrp CANCELLATION See Attachment
SHOULDANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF. NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS.
15200490
1— -
AUTHORIZED REPRESENTATIVE
CITY OF FULLERTON
ATTN: DONALD K, HOPPE, DIRECTOR OF ENGINEERING
303 WEST COMMONWEALTH AVENUE
FULLERTON CA 92832
ACORD 28 ( 2016/ 03) a 1988- 2o1b AcoRD CORPORATION. All rights reserved The ACORD name and logo are registered marks of ACORD
Wachter, Inc. PSA October 2021
EXHIBIT D
W- 9 FORM
form w_ 9
Rev. October 2018)
apartmentof the Treasury
Intemat Revenue Service
1 Name ( as shown on your
Wachter, Inc.
2 Business nama/ dism9ard
Request for Taxpayer
Identification Number and Certification
Goto wwwirsgovfFonnW9for instructionsandthelatestInformation. return). Name is required on
entity name,
blank.
3 Checkappropriateboxforfederaltaxclassificationofthepersonwhosenameisenteredonline1. Checkonlyoneofthe following seven boxes.
Individuallsole proprietor or C Corporation Q SCCrporetion Partnership Trust/ estate single - member LLC
Give Form to the
requester. Do not
send to the IRS.
4 Exemptions ( Codes apply Only to
certain entities, not Individuals: see
instructions on page 3):
Exempt payee code (if any)
Umitedliabilitycompany. Enterthetaxclassification (C=Ccorporation, S=Scorporation, P=Partnership) Note: Checkthe appropriatebox Inthe lineabovefor the tax classificationof thesingle -memberowner. Donot check Exemptionfrom FATCAreporting LLCiftheLLCIsclassifiedasasingle -memberLLCthatIsdisregardedfromtheownerunlesstheowneroftheLLCis codeOfany) anotherLLCthat is not disregardedfromthe ownerfor U.S. federaltax purposes. Otherwise, a single -memberLLCthat Is disregardedfrom the ownershouldchecktheappropriateboxfor the tax classificationof its owner.
Other ( see instructions)
dreas [ number, street, anc
16001 W. 99th Street
8 City, state, and 21P code
Lenexa, KS 66219
7 Ust account number( s) hx opflonao
no.) See instructions. name
oppft rc• e ftffAWdWoMd7 ra US)
EnteryourTINintheappropriatebox. TheTINprovidedmustmatchthenamegivenonline1toavoid I Social security number
backupwithholding. Forindividuals, thisisgenerallyyoursocialsecuritynumberISSNHowever, fora resident alien, sole proprietor, or disregardedentity, see the Instructionsfor PartI, later. For otherentities, it IsyouremployerIdentificationnumber ( EIN). If youdo nothavea number, see Nowto geta 77N, later. or Note:
If theaccountis in morethan one name, see the Instructionsfor line1. Alsosee WhatNameand reWployerIdentificationnumber Number To Givethe Requesterfor guidelineson whosenumberto enter. 4 8 — 1 1 21 31 81 41 31 8Under
penaltiesof perjury, I certifythat: 1.
Thenumbershown on thisformIs mycorrecttaxpayeridentificationnumber ( or I amwaitingfor a numberto beIssuedto me); and 2. 1 amnotsubjectto backupwithholdingbecause: ( a) I amexemptfrom backupwithholding, or ( b) I havenot beennotifiedby theInternalRevenueService ( IRS) that 1 amsubjectto backupwithholdingas a resultof a failureto reportall interestor dividends, or ( c) theIRShasnotifiedme thatI amno longersubjectto backupwithholding; and 3.
1 ama U.S. citizenor otherU. S. person (defined below); and 4.
TheFATCAcode( s) enteredon thisformOf any) indicatingthat I amexemptfrom FATCAreportingis correct. Certification instructions. You mustcrossout item2 aboveIf youhavebeennotifiedby theIRSthatyou are currentlysubject to backupwithholdingbecause you havefailedto reportall Interestand dividendson yourtax return. For realestatetransactions, Item 2 doesnot apply. For mortgageinterest pajd, acquisition or abandonmentof securedproperty, cancellationof debt, contributionsto anIndividualretirementarrangementORA). and generally, paymentsother than interestand dividends, you are notrequiredto signthe certification, but youmustprovideyour correctTIN. Seethe instructionsfor PartII, later. Sign Signature of /' J J Here
us. person Q JV_V' ( ffit Date General
Instructions Section
referencesare to theInternalRevenue Code unless otherwisenoted.
Future
developments. For the latestinformationabout developmentsrelated to ForthW- 9 andIts instructions, such as legislationenacted after they werepublished, go to www.1rs. gov/FormW9. Purpose
of FormAn
individualor entity (Forth W- 9 requester) who is requiredto filean Information return with the IRS mustobtainyour correcttaxpayerIdentification number ( TIN) whichmay be yoursocialsecuritynumber SSN), individualtaxpayer Identificationnumber ( ITiN), adoptiontaxpayer identificationnumber ( ATIN), or employerIdentificatlonnumber EIN), to reporton an informationreturn the amountpaid to you, or otheramount reportableon an Informationreturn. Examplesof informationreturns Include, but are not limitedto, the following. Form
1099- INT ( interestearned or paid) Form
1099- DIV ( dividends, Including those from stocksor mutualfunds) Form
1099- MISC (various types of income, prizes, awards, or grossproceeds) Form
1099- B ( stockor mutualfund sales and certainother transactions by brokers) Form
1099- 5 ( proceedsfrom real estatetransactions) Form
1099-K ( merchantcard and thirdparty networktransactions) Form 1098 ( home mortgageinterest), 1098- E ( studentloan Interest), 1098- T ( tuition) Form
1099- C ( canceleddebt) Forth
1099 A ( acquisitionor abandonmentof securedproperty) Use FormW- 9 onlyif youare a U.S. person (includinga residentalien), to provideyour correctTIN. if
youdo notreturn, Form W- 9 totherequesterwith a 77N, you mightbe subjectto backupwithholding. See Whatis backupwithholding, later.
Cat.
No. 10231XForm W- 9 ( Rev.10- 2018)