Professional Services Amendment — Lancaster City Council, March 12, 2024

AMENDMENT NO. 1 TO PROFESSIONAL CONSULTANT SERVICES AGREEMENT

This Amendment (“Amendment No. 1”) is hereby entered into effective March 12, 2024, by and between the CITY OF LANCASTER, a Municipal Corporation, in the State of California, and FTI CONSULTING INC., A Business Advisory Firm (CONSULTANT) with respect to the Agreement for Professional Consultant Services between the parties dated August 9 , 2023 (“Agreement”).

The Parties agree as follows:

1. Section 10 (“Term; Effective Date”) is amended by deleting the entire paragraph and replacing it as follows:

This Agreement shall become effective and shall be in full force and effect upon the executive of the Agreement by the City and the Consultant. This Agreement shall continue in full force and effect until December 31, 2024, unless the Agreement is sooner terminated in accordance with this Agreement; provided, however, that the City and the Consultant may mutually agree in writing to extend the Term of this Agreement.

2. Section 5A (“Obligations of the City”) is amended by deleting the entire paragraph and replacing it as follows:

The City shall pay Consultant an amount not to exceed $336,000 for all work necessary to complete the Services, as described in the Scope of Services and Rates Schedule. Payments shall be due within thirty (30) days following submission of an invoice detailing the services performed, at the hourly rates set forth in Exhibit A.

3. All other terms and provisions of the Agreement and subsequent amendments are hereby reaffirmed.

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed and attested by their respective officers thereunto duly authorized.

CITY OF LANCASTER FTI CONSULTING, INC

LANCASTER, CALIFORNIA BOSTON, MA

Jason Caudle, City Manager Chris Tucker, Global Energy Sector Lead

ATTEST:

Andrea Alexander, City Clerk

APPROVED AS TO FORM:

City Attorney

CONTRACT SUBMISSION APPROVAL:

Department Head
Strategic Communications
555 12th Street NW, #700, Washington, DC 20004
T +1 (202) 312-9100 F +1 (202) 312-9101
FTI Consulting, Inc. www.fticonsulting.com
To: City of Lancaster, CA
From: FTI Consulting
Date: March 4, 2024
RE: FTI Consulting Contract Extension and Scope of Work Hydrogen & Clean Energy
Peter Thompson, Director
Cassidy Barnes, Consultant
Corporate Reputation
Scott Frankel, Senior Director
Jessica Delgado, Senior
Consultant
Digital & Insights
Jackie Rivera, Creative
Strategist Ryan Tippery,
Creative Strategist
Scope of Work
Workstream #1: Hydrogen & Clean Energy
Since 2021, FTI has supported the City of Lancaster’s Smart Sister Cities initiative with Namie, Japan, the Pacific Hydrogen Alliance, project announcements with Choshu, Heliogen, E lement Resources, SGH2, Hitachi Zosen, and Hydroplane. FTI also supports city leadership to prepare talking points, speeches, and other event engagements in the hydrogen and clean energy space.

Program Goals:
• Elevate Lancaster’s reputation as a hydrogen and clean energy leader • Develop materials to entice new hydrogen and clean energy business to the city • Highlight the voice of city leadership as driving the global energy transition at the local level.

Key Messages:
• Lancaster is a business-friendly city.

EXHIBIT A
(AMENDMENT)
FTI Consulting (“FTI”) appreciates the opportunity to continue supporting the City of Lancaster, CA, with its communications and design requirements across several programs and initiatives to help amplify the City of Lancaster as a leading municipality fostering the clean energy transition through entrepreneurship, innovation, technology and business partnerships. We have provided communications and design support to the City of Lancaster since June 2021 across Hydrogen & Clean Energy, Corporate Reputation, and Digital & Insights workstreams and would be delighted to continue this collaboration.

At the request of the City of Lancaster staff, we have combined under a single integrated work plan, with a generalized scope of work to support projects on an as-needed basis. We submit this proposal and budget for the City Council’s consideration and approval, which will cover the period between March 12, 2024 to December 31, 2024 .

Jeff Bechdel will provide senior oversight and advice, including on contractual and other key matters.

Acco
unt Oversight: Jeff Bechdel, Managing Director
• Lancaster is a trailblazer on hydrogen.
• Lancaster is a global leader among cities in the fight against climate change. • In Lancaster, government and business are working in coordination to develop a thriving hydrogen economy. • Climate change cannot be solved without a coordinated effort from all. Lancaster exemplifies the teamwork required for such an effort.

Key Audiences:
• Like-minded cities around the country and world who might join the Smart Sister Cities Partnership • Hydrogen business community and neighboring municipalities • Constituents
Workstream #2: Corporate Reputation
From Q4 2022 through Q2 2023, FTI has supported the City of Lancaster on strategic corporate communication matters.

The primary focus has been on due diligence research, project execution, and strategic counsel. Throughout this period, our common strategic goal has been to bolster the City of Lancaster’s reputation as a great place to live, work, and visit.

The proposed scope of work below proposes a continuation of this work to provide support for the strategic imperatives of the City of Lancaster.

We understand the objectives to be as follows:
• Raise the city’s profile in areas of priority, notably public safety, tech & innovation, and clean energy. • Support its economic development, including programs related to modernization and infrastructure • Engage current and prospective stakeholders (businesses, constituents, etc.) • Ensure city leaders are viewed as credible and sought-after thought leaders Workstream #3: Digital and Social
FTI’s Digital & Insights team will continue to provide support across digital and social efforts that include developing organic social content copies, accompanying creatives/assets, website design, campaign strategies, paid amplification, as well as ad hoc requests that involve the City of Lancaster’s digital presence.

Budget
FTI will work on a time and materials basis with an agreed cap for the scope of work to ensure sufficient flexibility and ability to pivot based on the City’s priorities. The City of Lancaster will provide the necessary direction on FTI deliverables within the framework laid out above.

The City of Lancaster will provide an initial budget of $150,000, with a $30,000 (20%) contingency. The contingency fund will be made available through written approval from the City of Lancaster.

Standard Hourly Charge-Out Rates Estimated Fee
Senior Managing Director $730 – 780/hr
Managing Director $650 – 700/hr
Senior Director $570 – 625/hr
Director $470 – 520/hr
Senior Consultant $365 – 400/hr
Consultant $260 – 300/hr
Administration $95/hr
FTI Consulting EXHIBIT A - SCOPE OF WORK AND RATE SCHEDULE 1 To: City of Lancaster, CA
FTI Consulting
July 28, 2023
Work Plan for City of Lancaster Communications and Design Support From:

Date:

RE:

FTI Consulting (“FTI”) appreciates the opportunity to continue working with the City of Lancaster to support its communications and design requirements across several programs and initiatives to help amplify the City of Lancaster as a leading municipality fostering the clean energy transition through entrepreneurship, innovation, technology and business partnerships.

We have provided communications and design support to the City of Lancaster since June 2021 across Hydrogen & Clean Energy, Corporate Reputation, and Digital & Insights workstreams and would be delighted to continue this collaboration.

At the request of the City of Lancaster staff, we have combined these workstreams under a single integrated work plan for the City Council’s consideration and approval, which will cover the period between August 1 to December 31, 2023.

This combined work plan offers additional opportunities for FTI to efficiently service the City of Lancaster across its growing programs and initiatives. At the start of the new plan, FTI will take the following steps to ensure continued effective execution:

Weekly check-in calls: FTI will schedule a weekly meeting with city staff (Alexus Merino, Jennifer Seguin), the FTI team lead and relevant workstream leads to discuss updates on deliverables, feedback from city staff, and new assignments that require FTI support.

Distribution email: FTI will create a dedicated listserv that will include all FTI leads across workstreams to further increase flow of communication and expedite deliverables.

Team Structure
FTI has established the following team structure to deliver this project. Peter Thompson will continue to serve as the main point of contact and liaison between city staff and the FTI team, working closely with relevant workstream leads. Ivana Jemelkova and Jeff Bechdel will provide senior oversight and advice, including on contractual and other key matters.

Account Oversight:Ivana, Jemelkova, Senior Managing Director / Jeff Bechdel, Managing Director FTI Liaison to the City of Lancaster:Peter Thompson, Director Hydrogen & Clean Energy Corporate Reputation Digital & Insights Peter Thompson, Director
Beverly Popoola, Consultant
Cassidy Barnes, Consultant
Scott Frankel, Senior Director
Jessica Delgado, Senior
Consultant
Jackie Rivera, Creative Strategist
Ryan Tippery, Creative Strategist
FTI Consulting
2 Scope of Work
Workstream #1: Hydrogen & Clean Energy
Since 2021, FTI has supported the City of Lancaster’s Smart Sister Cities initiative with Namie, Japan, the Pacific Hydrogen Alliance, project announcements with Choshu, Heliogen, Element Resources, SGH2, Hitachi Zosen, and Hydroplane. FTI also supports city leadership to prepare talking points, speeches, and other event engagements in the hydrogen and clean energy space.

Program Goals:

Elevate Lancaster’s reputation as a hydrogen and clean energy leader Develop materials to entice new hydrogen and clean energy business to the city Highlight the voice of city leadership as driving the global energy transition at the local level.

Key Messages:

Lancaster is a business-friendly city.

Lancaster is a trailblazer on hydrogen.

Lancaster is a global leader among cities in the fight against climate change.

In Lancaster, government and business are working in coordination to develop a thriving hydrogen economy.

Climate change cannot be solved without a coordinated effort from all. Lancaster exemplifies the teamwork required for such an effort.

Key Audiences:

Like-minded cities around the country and world who might join the Smart Sister Cities Partnership
Hydrogen business community and neighboring municipalities Constituents
Based on discussions with City staff, we understand FTI’s support will be needed in the following areas in Q3/Q4 2023:

Clean Energy Brand Collateral
Messaging Goal FTI Activities Can Include:

Under its new Clean Energy Brand, the City of
Lancaster is developing an impressive portfolio of
clean energy projects through a collaborative
leadership approach with industry and leading
the transition to decarbonize its local and
regional economy to combat the climate crisis.

Incorporation of the Brand within the
City’s existing collateral (website, fact
sheets, presentations, etc.).

FTI Consulting
3 Pacific Hydrogen Alliance Support
Messaging Goal FTI Activities Can Include:

Develop a script for a video showcasing
clean hydrogen initiatives. To be
completed by October 13-15.

Updated PHA one-pager that includes
mission statement, goals and next steps
for the Alliance.

Promotion of PHA announcements and
milestones through media and third-
party engagement.

Media Engagement Support
Messaging Goal FTI Activities Can Include:

Drafting press releases on partnerships
and projects
Distribution on PR Newswire.

Pitch announcements to reporters to
amplify projects with key audiences.

Event Support
Messaging Goal FTI Activities Can Include:

Identify speaking opportunities for City
Leadership and pitch to event organizers.

Draft talking points and speeches to
prepare City leaders for speaking
opportunities.

Support the development of
presentations.

Events:

Hydroplane First Flight (Summer 2023)
Fukushima Conference (October 13-15)
FTI Consulting
4 Workstream #2: Corporate Reputation
From Q4 ‘22 through Q2 ‘23, the FTI supported the City of Lancaster on strategic corporate communication matters. The assignments ranged from research and due diligence through project execution through strategic counsel (weekly meetings) and were united by a common strategic thread and goal: Bolster the City of Lancaster’s reputation as a great place to live, work, and visit.

The proposed scope of work picks up where we left off, continuing to provide support on the strategic pillars and imperatives for the City of Lancaster.

We understand the objectives to be as follows:

Raise city profile as a proven global hub for energy, tech & innovation, Smart City infrastructure, and its entrepreneurial spirit (Tagline: “Creating a better tomorrow, together”) Support its economic development, including programs related to modernization and infrastructure
Engage current and prospective stakeholders (businesses, citizens, etc.) Ensure city leaders are viewed as credible and sought-after thought leaders Workstream #3: Digital &Insights
In addition to the above, the FTI Digital & Insights team will support the City with its graphic design needs. Based on discussions with city staff, FTI will support the following:

Clean Energy Brand Development
Deliverables FTI Activities Can Include:

Brand Workshop
FTI will facilitate a brand workshop with the City
of Lancaster team. During the workshop, we will
ask questions about objective of initiative and
goals for the new logo. The intended outcome of
this session is to gain insights and alignment on
name and logos.

Logo Exploration
After name is selected, FTI will explore logo
directions. We will provide two distinct versions
that we will then refine into the final logo. FTI will
also provide a final logo package for use on all
materials moving forward.

Material Development
Using the approved logo and existing City of
Lancaster branding, FTI will create a PPT template
for general use and communications. FTI will also
FTI Consulting
5 design a simple one-page fact sheet that outlines
the initiative.

Budget:

FTI will work on a time and materials basis with an agreed cap for Workstreams #1 and #2 to ensure sufficient flexibility and ability to pivot based on the City’s priorities. The City of Lancaster will provide the necessary direction on FTI deliverables within the framework laid out above.

The Digital & Insights Clean Energy Brand Development project will have a fixed project fee of $30,000.

FTI will invoice the City of Lancaster on a monthly basis for Workstreams #1 and #2 and upon completion of deliverables specified under Workstream #3. Expenses, for items such as press release distribution, are considered additional and outside of the budget quoted below. Before accruing any such expenses, FTI will require written approval from the City of Lancaster staff.

Workstreams Fees
#1 - Hydrogen & Clean Energy $50,000*
#2 - Corporate Reputation $50,000
#3 - Digital & Insights $30,000 (Clean Energy Brand Development) plus 20% contingency of $26,000
FTI Hourly Charge-Out Rates
Sr. Managing Director/Sr. Advisor $700-$750/hour
Managing Director $625-$675/hour
Sr. Director $550-$600/hour
Director $450-$500/hour
Sr. Consultant $350-$385/hour
Consultant $250-$285/hour
Administration $90/hour
*Note: FTI accrued an overage of $5,861.75 for services delivered under its January-June 2023 budget.

City of Lancaster staff approved compensation of this overage from the $50,000 budget covering the August-December 2023 period, resulting in an actual budget cap for this new period of $44,138.25. - -

AGREEMENT FOR PROFESSIONAL SERVICES

THIS AGREEMENT FOR PROFESSIONAL SERVICES is made and entered into this 9 th day of August, 2023, by and between the CITY OF LANCASTER, a municipal corporation and charter city, (“City”), and FTI CONSULTING INC., a Business Advisory Firm (“Consultant”) (collectively, sometimes referred to hereinafter as the “Parties”).

RECITALS

WHEREAS, the City desires to engage Consultant to perform certain technical and professional services, as provided herein, identified as:

COMMUNICATIONS AND DESIGN SUPPORT (THE “SERVICES”)

WHEREAS, the principal members of Consultant are qualified and duly registered/licensed under the laws of the State of California, and Consultant desires to accept such engagement;

NOW, THEREFORE, the parties agree as follows:

1. Parties to the Agreement.

The parties to this Agreement are:

A. CITY: City of Lancaster

B. CONSULTANT: FTI Consulting, Inc.

2. Notices. All written notices required by or related to this Agreement shall be sent by Certified Mail, Return Receipt Requested, postage prepaid and addressed as listed below. Neither party to this Agreement shall refuse to accept such mail; parties to this Agreement shall promptly inform the other party of any changes of address. All notices required by this Agreement are effective on the day of receipt, unless otherwise indicated herein.

CITY City of Lancaster
Attn: Jason Caudle, City Manager
44933 North Fern Avenue
Lancaster, California 93534

CONSULTANT FTI Consulting
Attn: Chris Tucker, Global Energy Sector Lead
88 Pine St., 32
nd Floor
New York, NY 10005

3. Successors and Assigns. The terms hereof shall be binding upon and inure to the benefit of the successors and assigns of the parties hereto; provided, however, that no party hereto shall assign any of the benefits and burdens hereunder, whether voluntarily or by operation of law, without prior written consent of the other party, and any such assignments without said consent shall be void.

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4. Description of Work . The City hereby engages Consultant, and Consultant accepts such engagement, to perform the technical and professional services set forth in the “Scope of Services and Rates Schedule,” attached hereto as Exhibit “A” and incorporated herein by reference. Consultant shall perform and complete, in a manner satisfactory to the City, all work and services set forth in Exhibit “A.” The City Manager or his designee shall have the right to review and inspect the work during the course of its performance at such times as may be specified by the City Manager, or his designee.

5. Obligations of the City.

A. The City shall pay Consultant an amount not to exceed $156,000 for all work necessary to complete the Services, as described in the Scope of Services and Rates Schedule. Payments shall be due within thirty (30) days following submission of an invoice detailing the services performed, at the hourly rates set forth in Exhibit A.

B. No payment made hereunder by the City to Consultant, other than the final payment, shall be cons trued as an acceptance by the City of any work or materials, nor as evidence of satisfactory performance by Consultant of its obligations under this Agreement.

6. Obligations of the Consultant.

A. Consultant shall perform as required by this Agreement and in a ccordance with the Scope of Services and Rates Schedule set forth in Exhibit A.

B. Consultant shall be responsible for payment of all employees’ wages and benefits, and shall comply with all requirements pertaining to employer’s liability, workers’ compensation, unemployment insurance, and Social Security.

C. Consultant shall not subcontract any of the work required to perform the Services without the express prior written approval of the City.

7. Hold Harmless and Indemnification . Consultant agrees to indemnify and hold harmless the City, its elected officials, officers and employees, from and against any and all third-party claims, losses, obligations, or liabilities whatsoever, including reasonable attorney’s fees, incurred to the extent arising out of or related to Consultant’s negligent or willful wrongful acts, errors or omissions, or those of its employees or agents. Consultant agrees to defend the City, its officers and employees, using counsel of the City’s choosing, from and against any and all claims covered by the indemnity in the preceding sentence.

8. Amendments. Any amendment, modification, or variation from the terms of this Agreement shall be in writing and shall be effective only upon mutual written approval by the City and Consultant.

9. Non-Discrimination and Equal Employment Opportunity.

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A. In the performance of this Agreement, Consultant shall not discriminate against any employee, subcontractor, or applicant for employment because of race, color, religion, ancestry, sex, national origin, physical or mental disability or age. Consultant will take affirmative action to ensure that subcontractors and applicants are employed, and that employees are treated during employment without regard to their race, color, religion, ancestry, sex, national origin, physical or mental disability or age. Affirmative action relating to employment shall include, but not be limited to the following:
employment, upgrading, demotion or transfer; recruitment; layoff or termination; rates of pay or other forms of compensation; and selection for training including apprenticeship.

B. The provisions of subsection A above shall be included in a ll solicitations or advertisements placed by or on behalf of Consultant for personnel to perform any services under this Agreement. The City shall have access to all documents, data and records of Consultant and its subcontractors for purposes of determining compliance with the equal employment opportunity and non-discrimination provisions of this Section.

10. Term; Effective Date. This Agreement shall become effective and shall be in full force and effect upon the execution of the Agreement by the City and the Consultant. This Agreement shall continue in full force and effect for six (6) months, unless the Agreement is sooner terminated in accordance with this Agreement; provided, however, that the City and the Consultant may mutually agree in writing to extend the Term of this Agreement.

11. Termination.

A. For Convenience. The City may terminate this Agreement at any time without cause by giving thirty (30) days written notice to the other part y of such termination and specifying the effective date thereof. In the event of termination of this Agreement, Consultant will be paid for work completed through the date of termination within thirty (30) days following submittal of a final invoice.

B. For Cause. If Consultant fails to perform the services called for by this Agreement or so fails to make progress as to endanger performance of this Agreement in accordance with its terms, Consultant shall correct such failure within ten (10) days (or such longer period that the City may authorize in writing) after receipt of notice from the City specifying such failure. Should the failure not be corrected within this time period, the City may immediately terminate the Agreement by written notice to Consultant.

C. In the event of termination, whether for convenience or cause, reports, plans, studies and other documents (collectively, “documents”) related to the Services shall become the City’s property. Consultant shall provide all documents to the City that have not yet been within ten (10) calendar days after termination of the Agreement.

12. Independent Contractor . Consultant is an independent contractor and shall have no power or authority to incur any debt, obligation or liability on behalf of the City. It is expressly understood between the Parties to this Agreement that no employee/employer relationship is intended.

13. Insurance.

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A. The Consultant, at its expense, shall maintain in effect at all times during the term of this Agreement the following coverage and limits of insurance, which shall be maintained with insurers listed “A-, VIII” or better in the Best’s Key Rating Guide:

Commercial General Liability
Each Occurrence $1,000,000
Per Project General Aggregate $2,000,000
Including Products/Completed Operations; Contractual Liability/Independent Contractors; Property Damage
(Coverage shall be at least as broad as ISO form CG2010 11/85 or CG2010 07/04 and CG2037 07/04 combined, or an equivalent providing ongoing and completed operations)

Commercial Automobile Liability
Combined Single Limit per Accident for
Bodily Injury and Property Damage

$1,000,000
(Coverage shall be at least as broad as ISO form CA00 01) Workers Compensation
As Required by the State of California

Statutory Limits
Employers’ Liability
Each Accident

$1,000,000
Bodily Injury by Disease $1,000,000
Each Employee $1,000,000
(A Waiver of Subrogation must be provided on behalf of the Certificate Holder for the Workers Compensation & Employers’ Liability policies)

Professional Liability
Each Occurrence $2,000,000
General Aggregate $2,000,000

Provide one of the following for cyber-related services Technology Professional Liability
(Errors and Omissions)
Each Occurrence $2,000,000
General Aggregate $2000,000
(Coverage shall be sufficiently broad to respond to the duties and obligations as are undertaken by Consultant pursuant to this Agreement and shall include, without limitation, claims involving 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. The policy shall provide coverage for breach response costs as well as any applicable regulatory fines and penalties as well as credit monitoring expenses with limits sufficient to respond to these obligations.)

Or
Cyber Liability Insurance
Each Occurrence $5,000,000
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General Aggregate $5,000,000

B. 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 insured’s liability.

C. Professional liability and/or cyber insurance writ ten on a “claims made” basis must be renewed for a period of three (3) years after this contract expires or is terminated. Such insurance must have the same coverage and limits as the policy that was in effect during the term of this contract and will cover Consultant for all claims made by the City insured entities arising out of any acts or omissions of Consultant or its officers, employees, or agents during the time this Agreement was in effect.

D. Any deductibles or self -insurance retentions must be declared and approved by the City. At the City’s option, either the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City insured entities or the insurer shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses.

E. All insurance shall be primary and non- contributory as respects the City insured entities. Any insurance or self-insurance maintained by the City insured entities shall be in excess of the Consultant’s insurance and shall not contribute with it.

F. Consultant shall furnish the City with Certificates of Insurance and with endorsements effecting coverage required by this Agreement. Certificates of Insurance shall meet the following requirements:

(1) Show that the insurance policy has been endorsed to state that coverage shall not be suspended, voided, cancelled, reduced in coverage or in limits except after 30 days’ prior written notice (10 days’ written notice for non-payment) to the City of Lancaster.

(2) List in the “Descriptions of Operations/Locations/Vehicles” section:
“COMMUNICATIONS AND DESIGN SUPPORT”
The City of Lancaster, its elected officials, officers, employees and volunteers are included as additional covered parties, but only insofar as the operations under this contract are concerned.”

(3) List in the “Certificate Holder” section:

The City of Lancaster, 44933 Fern Avenue, Lancaster, California 93534.

14. Commencement and Completion of Work. The Services to be provided by Consultant pursuant to this Agreement shall commence immediately after execution of this Agreement, and shall be completed no later than six months following commencement; provided however, that the Parties may agree to extend the time for completion upon mutual written agreement.

15. Ownership of Documents . All plans, specifications, reports, studies, maps and other documents prepared or obtained by Consultant in the course of performing the work and are required by this Agreement to be delivered to the City shall be the property of the City. Basic sketches, charts, DocuSign Envelope ID: CBDF894C-5FC0-4AAD-B5A2-25EE1A72BAFA - -
computations and similar data prepared or obtained by Consultant under this Agreement shall, upon request, be made available to City without restriction or limitation on their use.

16. Data Provided to Consultant . City shall provide to Consultant, without cha rge, all data, including reports, records, maps and other information, now in the City’s possession which may facilitate the timely performance of the work described in Exhibit A.

17. Consultant’s Warranties and Representations.

Consultant warrants and represents to City as follows:

A. Consultant has not employed or retained any person or entity, other than a bona fide employee working exclusively for Consultant, to solicit or obtain this Agreement.

B. Consultant has not paid or agreed to pay any person or entity, other than a bona fide employee working exclusively for Consultant, any fee, commission, percentage, gift, or any other consideration contingent upon or resulting from the execution of this Agreement. Upon any breach or violation of this warranty, City shall have the right, in its sole discretion, to terminate this Agreement without further liability, or, in the alternative, to deduct from any sums payable hereunder the full amount or value of any such fee, commission, percentage or gift.

C. Consultant has no knowledge that any officer or employee of the City has any interest, whether contractual, noncontractual, financial, proprietary, or otherwise, in this transaction or in the business of the Consultant, and that if any such interest comes to the knowledge of Consultant at any time, a complete written disclosure of such interest will be made to City, even if such interest would not be deemed a prohibited “conflict of interest” under applicable laws.

D. Upon the execution of this Agreement, Consultant has no interest, direct or indirect, in any transaction or business entity which would conflict with or in any manner hinder the performance of services and work required by this Agreement, nor shall any such interes t be acquired during the term of this Agreement.

18. Resolution of Disputes.

A. Disputes regarding the interpretation or application of any provisions of this Agreement shall, to the extent reasonably feasible, be resolved through good faith negotiations between the parties.

B. If the parties cannot resolve the dispute through good faith negotiations, either party may give Notice of Dispute to the other party. The Notice of Dispute shall state the nature of the dispute and the corrective action necessary to remedy the dispute.

After Notice of Dispute, the parties shall first attempt to resolve any disputes by mediation. The parties shall agree on a single mediator . Mediation shall be conducted in Lancaster, California. Each party shall pay its own attorneys’ fees and the costs of mediation shall be split equally between the parties.

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If the dispute has not been resolved by mediation within 45 days after Notice of Dispute, or the parties are unable to agree to a mediator, within 15 days after Notice of Dispute, then, the dispute may, upon agreement of the parties, be resolved by binding arbitration.

C. If any action at law or in equity is brought to enforce or interpret any provisions of this Agreement, the prevailing party in such action shall be entitled to reasonable attorney’s fees, cost and necessary disbursements, in addition to such other relief as may be sought and awarded.

19. Exhibits.

The following exhibits to which reference is made in this Agreement are deemed incorporated herein in their entirety:

Exhibit “A” Scope of Services and Rates Schedule

20. Governing Law.

This Agreement shall be governed by the laws of the State of California.

21. Effective Date.

This Agreement shall become effective as of the date set forth below on which the last of the parties, whether City or Consultant, executes said Agreement.

[Signatures begin on next page.]
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IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed and attested by their respective officers thereunto duly authorized.

ITY OF LANCASTER

LANCASTER, CALIFORNIA
By:

Jason Caudle, City Manager
Dated:

FTI CONSULTING, INC.

By:

Chris Tucker, Global Energy Sector Lead
Dated:

A
TTEST:

City Clerk
AP
PROVED AS TO FORM:

City Attorney
DocuSign Envelope ID: CBDF894C-5FC0-4AAD-B5A2-25EE1A72BAFA August 14, 2023 | 1:01:58 PM PDT
August 16, 2023 | 1:03:30 PM PDT

FTI Consulting EXHIBIT A - SCOPE OF WORK AND RATE SCHEDULE 1 To: City of Lancaster, CA
FTI Consulting
July 28, 2023
Work Plan for City of Lancaster Communications and Design Support From:

Date:

RE:

• Weekly check-in calls: FTI will schedule a weekly meeting with city staff (Alexus Merino, Jennifer Seguin), the FTI team lead and relevant workstream leads to discuss updates on deliverables, feedback from city staff, and new assignments that require FTI support. • Distribution email: FTI will create a dedicated listserv that will include all FTI leads across workstreams to further increase flow of communication and expedite deliverables.

Workstream #1: Hydrogen & Clean Energy

Since 2021, FTI has supported the City of Lancaster’s Smart Sister Cities initiative with Namie, Japan, the Pacific Hydrogen Alliance, project announcements with Choshu, Heliogen, Element Resources, SGH2, Hitachi Zosen, and Hydroplane. FTI also supports city leadership to prepare talking points, speeches, and other event engagements in the hydrogen and clean energy space.

Key Messages:
• Lancaster is a business-friendly city.
• Lancaster is a trailblazer on hydrogen.
• Lancaster is a global leader among cities in the fight against climate change. • In Lancaster, government and business are working in coordination to develop a thriving hydrogen economy.
• Climate change cannot be solved without a coordinated effort from all. Lancaster exemplifies the teamwork required for such an effort.

Key Audiences:
• Like-minded cities around the country and world who might join the Smart Sister Cities Partnership
• Hydrogen business community and neighboring municipalities • Constituents

Based on discussions with City staff, we understand FTI’s support will be needed in the following areas in Q3/Q4 2023:

Clean Energy Brand Collateral
Messaging Goal FTI Activities Can Include:

DocuSign Envelope ID: CBDF894C-5FC0-4AAD-B5A2-25EE1A72BAFA FTI Consulting
3 Pacific Hydrogen Alliance Support
Messaging Goal FTI Activities Can Include:

Through the formation of the Pacific Hydrogen
Alliance, the City of Lancaster is leading a
coalition of municipal governments to embrace
clean hydrogen to decarbonize with a “bottom-
up” approach.
• Develop a script for a video showcasing
clean hydrogen initiatives. To be
completed by October 13-15.
• Updated PHA one-pager that includes
mission statement, goals and next steps
for the Alliance.
• Promotion of PHA announcements and
milestones through media and third-
party engagement.

Media Engagement Support
Messaging Goal FTI Activities Can Include:

The City of Lancaster continues to develop new
partnerships and clean energy projects with
industry through a collaborative leadership
approach that removes local barriers to solutions
that will combat the climate crisis.
• Drafting press releases on partnerships
and projects
• Distribution on PR Newswire.
• Pitch announcements to reporters to
amplify projects with key audiences.

Event Support
Messaging Goal FTI Activities Can Include:

The City of Lancaster advances clean hydrogen to
decarbonize across the power, transport and
industrials sectors. The City’s approach to
decarbonization has garnered attention at the
state, national and international level, creating
speaking opportunities at high-profile
conferences and events.
• Identify speaking opportunities for City
Leadership and pitch to event organizers.
• Draft talking points and speeches to
prepare City leaders for speaking
opportunities.
• Support the development of
presentations.

Events:
• Hydroplane First Flight (Summer 2023)
• Fukushima Conference (October 13-15)
DocuSign Envelope ID: CBDF894C-5FC0-4AAD-B5A2-25EE1A72BAFA FTI Consulting
4 Workstream #2: Corporate Reputation

From Q4 ‘22 through Q2 ‘23, the FTI supported the City of Lancaster on strategic corporate communication matters. The assignments ranged from research and due diligence through project execution through strategic counsel (weekly meetings) and were united by a common strategic thread and goal: Bolster the City of Lancaster’s reputation as a great place to live, work, and visit.

The proposed scope of work picks up where we left off, continuing to provide support on the strategic pillars and imperatives for the City of Lancaster.

We understand the objectives to be as follows:

• Raise city profile as a proven global hub for energy, tech & innovation, Smart City infrastructure, and its entrepreneurial spirit (Tagline: “Creating a better tomorrow, together”) • Support its economic development, including programs related to modernization and infrastructure
• Engage current and prospective stakeholders (businesses, citizens, etc.) • Ensure city leaders are viewed as credible and sought-after thought leaders

Workstream #3: Digital &Insights

In addition to the above, the FTI Digital & Insights team will support the City with its graphic design needs. Based on discussions with city staff, FTI will support the following:

Clean Energy Brand Development
Deliverables FTI Activities Can Include:

Material Development
Using the approved logo and existing City of
Lancaster branding, FTI will create a PPT template
for general use and communications. FTI will also
DocuSign Envelope ID: CBDF894C-5FC0-4AAD-B5A2-25EE1A72BAFA FTI Consulting
5 design a simple one-page fact sheet that outlines
the initiative.

Budget:

The Digital & Insights Clean Energy Brand Development project will have a fixed project fee of $30,000.

*Note: FTI accrued an overage of $5,861.75 for services delivered under its January-June 2023 budget.

City of Lancaster staff approved compensation of this overage from the $50,000 budget covering the August-December 2023 period, resulting in an actual budget cap for this new period of $44,138.25.

DocuSign Envelope ID: CBDF894C-5FC0-4AAD-B5A2-25EE1A72BAFA

CERTIFICATE OF LIABILITY INSURANCE

DATE(MM/DD/YYYY)
04/28/2023
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS

CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.

IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s).

PRODUCER
Aon Risk Services, Inc. of Washington, D.C.
2001 K Street NW
Suite 625 N
Washington DC 20006 USA

CONTACT
NAME:

PHONE (866) 283-7122
(A/C. No. Ext):

FAX (800) 363-0105 (A/C. No.):

E-MAIL
ADDRESS:

INSURER(S) AFFORDING COVERAGE NAIC #
INSURED INSURER A: Valley Forge Insurance Co 20508
FTI Consulting, Inc. INSURER B: National Fire Ins. Co. of Hartford 20478 555 12th Street, NW
INSURER C: The Continental Insurance Company 35289 Suite 700 Washington DC 20004 USA INSURER D: ACE American Insurance Company 22667 INSURER E:

INSURER F:

COVERAGES CERTIFICATE NUMBER: 570099230320 REVISION NUMBER:

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

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

INSR LTR TYPE OF INSURANCE ADDL INSD SUBR WVD POLICY NUMBER POLICY EFF (MM/DD/YYYY) POLICY EXP (MM/DD/YYYY) LIMITS A X COMMERCIAL GENERAL LIABILITY 7018435449 05/01/2023 05/01/2024 EACH OCCURRENCE $1,000,000

CLAIMS-MADE X OCCUR DAMAGE TO RENTED
PREMISES (Ea occurrence) $100,000
X StopGap-EL MED EXP (Any one person) $15,000
X State of WA PERSONAL & ADV INJURY $1,000,000
GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $2,000,000

POLICY PRO- X LOC JECT
OTHER:

PRODUCTS - COMP/OP AGG $2,000,000
Employee Benefit Lia $1,000,000
B AUTOMOBILE LIABILITY 7018435452 05/01/2023 05/01/2024 COMBINED SINGLE LIMIT (Ea accident) $1,000,000
BODILY INJURY ( Per person)

X ANY AUTO
BODILY INJURY (Per accident) OWNED

AUTOS ONLY

HIRED AUTOS
ONLY
Coll 1000 Ded

SCHEDULED
AUTOS

NON-OWNED

AUTOS ONLY
Comp 100 Ded

PROPERTY DAMAGE
(Per accident)

X X

C X UMBRELLA LIAB

EXCESS LIAB

X OCCUR

CLAIMS-MADE
7018435497 05/01/2023 05/01/2024 EACH OCCURRENCE $25,000,000 AGGREGATE $25,000,000
DED X RETENTION $10,000 Products/Completed O $25,000,000

D WORKERS COMPENSATION AND

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

N / A
2471746839 05/01/2023 05/01/2024 X PER STATUTE OTH- ER E.L. EACH ACCIDENT $1,000,000
E.L. DISEASE-EA EMPLOYEE $1,000,000
E.L. DISEASE-POLICY LIMIT $1,000,000

DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) City of Lancaster, its elected officials, officers, employees and volunteers are included as Additional Insured when required by written contract under the General Liability and Automobile Liability policies.

CERTIFICATE HOLDER CANCELLATION

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE

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

City of Lancaster
44933 Fern Avenue

AUTHORIZED REPRESENTATIVE
Lancaster CA 93534 USA

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

The ACORD name and logo are registered marks of ACORD
7777777707070700077763616065553330763716557305557707452136663517300073641576047221130736051102162011307566015376274556075662771720767300754403711263675607304011352270130077727252025773110777777707000707007 6666666606060600062606466204446200622020426204220006220006042240002060020262600420000602002626204022006222224060060222060022242422622000622000604026000206022224260222620066646062240664440666666606000606006 Holder Identifier : Certificate No : 570099230320 DocuSign Envelope ID: CBDF894C-5FC0-4AAD-B5A2-25EE1A72BAFA

CNA PARAMOUNT
General Liability Extension Endorsement
CNA74879XX (1-15)

Page 2 of 13 ends

Policy No: 7018435449
Endorsement No: 2
VALLEY FORGE INSURANCE COMPANY Effective Date: 05/01/2023 Insured Name: FTI CONSULTING, INC.

1. ADDITIONAL INSUREDS
a. WHO IS AN INSURED is amended to include as an Insured any person or organization described in paragraphs A. through K. below whom a Named Insured is required to add as an additional insured on this Coverage Part under a written contract or written agreement, provided such contract or agreement:
(1) is currently in effect or becomes effective during the term of this Coverage Part; and (2) was executed prior to:
(a) the bodily injury or property damage; or
(b) the offense that caused the personal and advertising injury, for which such additional insured seeks coverage.
b. However, subject always to the terms and conditions of this policy, including the limits of insurance, the Insurer will not provide such additional insured with:
(1) a higher limit of insurance than required by such contract or agreement; or (2) coverage broader than required by such contract or agreement, and in no event broader than that described by the applicable paragraph A. through K. below.

Any coverage granted by this endorsement shall apply only to the extent permissible by law.

A. Controlling Interest
Any person or organization with a controlling interest in a Named Insured, but only with respect to such person or organization’s liability for bodily injury, property damage or personal and advertising injury arising out of:

1. such person or organization’s financial control of a Named Insured; or

2. premises such person or organization owns, maintains or controls while a Named Insured leases or occupies such premises;
provided that the coverage granted by this paragraph does not apply to structural alterations, new construction or demolition operations performed by, on behalf of, or for such additional insured.

B. Co-owner of Insured Premises
A co-owner of a premises co-owned by a Named Insured and covered under this insurance but only with respect to such co-owner’s liability for bodily injury, property damage or personal and advertising injury as co-owner of such premises.

C. Grantor of Franchise
Any person or organization that has granted a franchise to a Named Insured , but only with respect to such person or organization’s liability for bodily injury, property damage or personal and advertising injury as grantor of a franchise to the Named Insured.

D. Lessor of Equipment
Any person or organization from whom a Named Insured leases equipment, but only with respect to liability for bodily injury, property damage or personal and advertising injury caused, in whole or in part, by the Named Insured’s maintenance, operation or use of such equipment, provided that the occurrence giving rise to such bodily injury, property damage or the offense giving rise to such personal and advertising injury takes place prior to the termination of such lease.

DocuSign Envelope ID: CBDF894C-5FC0-4AAD-B5A2-25EE1A72BAFA

CNA PARAMOUNT
General Liability Extension Endorsement
CNA74879XX (1-15)

Page 3 of 13 ends

Policy No: 7018435449
Endorsement No: 2
VALLEY FORGE INSURANCE COMPANY Effective Date: 05/01/2023 Insured Name: FTI CONSULTING, INC.

E. Lessor of Land
Any person or organization from whom a Named Insured leases land but only with respect to liability for bodily injury, property damage or personal and advertising injury arising out of the ownership, maintenance or use of such land, provided that the occurrence giving rise to such bodily injury or property damage, or the offense giving rise to such personal and advertising injury , takes place prior to the termination of such lease. The coverage granted by this paragraph does not apply to structural alterations, new construction or demolition operations performed by, on behalf of, or for such additional insured.

F. Lessor of Premises
An owner or lessor of premises leased to the Named Insured, or such owner or lessor’s real estate manager, but only with respect to liability for bodily injury, property damage or personal and advertising injury arising out of the ownership, maintenance or use of such part of the premises leased to the Named Insured, and provided that the occurrence giving rise to such bodily injury, property damage or the offense giving rise to such personal and advertising injury takes place prior to the termination of such lease. The coverage granted by this paragraph does not apply to structural alterations, new construction or demolition operations performed by, on behalf of, or for such additional insured.

G. Mortgagee, Assignee or Receiver
A mortgagee, assignee or receiver of premises but only with respect to such mortgagee, assignee or receiver’s liability for bodily injury, property damage or personal and advertising injury arising out of the Named Insured’s ownership, maintenance, or use of a premises by a Named Insured.

The coverage granted by this paragraph does not apply to structural alterations, new construction or demolition operations performed by, on behalf of, or for such additional insured.

H. State or Governmental Agency or Subdivision or Political Subdivisions – Permits A state or governmental agency or subdivision or political subdivision that has issued a permit or authorization, but only with respect to such state or governmental agency or subdivision or political subdivision’s liability for bodily injury, property damage or personal and advertising injury arising out of:

1. the following hazards in connection with premises a Named Insured owns, rents, or controls and to which this insurance applies:
a. the existence, maintenance, repai r, construction, erection, or removal of advertising signs, awnings, canopies, cellar entrances, coal holes, driveways, manholes, marquees, hoistaway openings, sidewalk vaults, street banners, or decorations and similar exposures; or b. the construction, erection, or removal of elevators; or c. the ownership, maintenance or use of any elevators covered by this insurance; or

2. the permitted or authorized operations performed by a Named Insured or on a Named Insured’s behalf.

The coverage granted by this paragraph does not apply to:
a. Bodily injury, property damage or personal and advertising injury arising out of operations performed for the state or governmental agency or subdivision or political subdivision; or b. Bodily injury or property damage included within the products-completed operations hazard.

With respect to this provision’s requirement that additional insured status must be requested under a written contract or agreement, the Insurer will treat as a written contract any governmental permit that requires the Named Insured to add the governmental entity as an additional insured. 30020004970184354498394

DocuSign Envelope ID: CBDF894C-5FC0-4AAD-B5A2-25EE1A72BAFA

CNA PARAMOUNT
General Liability Extension Endorsement
CNA74879XX (1-15)

Page 4 of 13 ends

Policy No: 7018435449
Endorsement No: 2
VALLEY FORGE INSURANCE COMPANY Effective Date: 05/01/2023 Insured Name: FTI CONSULTING, INC.

I. Trade Show Event Lessor

1. With respect to a Named Insured’s participation in a trade show event as an exhibitor, presenter or displayer, any person or organization whom the Named Insured is required to include as an additional insured, but only with respect to such person or organization’s liability for bodily injury, property damage or personal and advertising injury caused by:
a. the Named Insured’s acts or omissions; or
b. the acts or omissions of those acting on the Named Insured’s behalf, in the performance of the Named Insured’s ongoing operations at the trade show event premises during the trade show event.

2. The coverage granted by this paragraph does not apply to bodily injury or property damage included within the products-completed operations hazard.

J. Vendor
Any person or organization but only with respect to such person or organization’s liability for bodily injury or property damage arising out of your products which are distributed or sold in the regular course of such person or organization's business, provided that:

1. The coverage granted by this paragraph does not apply to:
a. bodily injury or property damage for which such person or organization is obligated to pay damages by reason of the assumption of liability in a contract or agreement unless such liability exists in the absence of the contract or agreement;
b. any express warranty unauthorized by the Named Insured; c. any physical or chemical change in any product made intentionally by such person or organization; d. repackaging, except when unpacked solely for the purpose of inspection, demonstration, testing, or the substitution of parts under instructions from the manufacturer, and then repackaged in the original container;
e. any failure to make any inspections, adjustments, tests or servicing that such person or organization has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products;
f. demonstration, installation, servicing or repair operations, except such operations performed at the such person or organization’s premises in connection with the sale of a product; g. products which, after distribution or sale by the Named Insured, have been labeled or relabeled or used as a container, part or ingredient of any other thing or substance by or for such person or organization; or h. bodily injury or property damage arising out of the sole negligence of such person or organization for its own acts or omissions or those of its employees or anyone else acting on its behalf. However, this exclusion does not apply to:
(1) the exceptions contained in Subparagraphs d. or f. above; or (2) such inspections, adjustments, tests or servicing as such person or organization has agreed with the Named Insured to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products.

2. This Paragraph J. does not apply to any insured person or organization, from whom the Named Insured has acquired such products, nor to any ingredient, part or container, entering into, accompanying or containing such products.

DocuSign Envelope ID: CBDF894C-5FC0-4AAD-B5A2-25EE1A72BAFA

CNA PARAMOUNT
General Liability Extension Endorsement
CNA74879XX (1-15)

Page 5 of 13 ends

Policy No: 7018435449
Endorsement No: 2
VALLEY FORGE INSURANCE COMPANY Effective Date: 05/01/2023 Insured Name: FTI CONSULTING, INC.

3. This Paragraph J. also does not apply:
a. to any vendor specifically scheduled as an additional insured by endorsement to this Coverage Part; b. to any of your products for which coverage is excluded by endorsement to this Coverage Part; nor c. if bodily injury or property damage included within the products-completed operations hazard is excluded by endorsement to this Coverage Part.

K. Other Person Or Organization
Any person or organization who is not an additional insured under Paragraphs A. through J. above. Such additional insured is an Insured solely for bodily injury, property damage or personal and advertising injury for which such additional insured is liable because of the Named Insured’s acts or omissions.

The coverage granted by this paragraph does not apply to any person or organization:

1. for bodily injury, property damage, or personal and advertising injury arising out of the rendering or failure to render any professional service;

2. for bodily injury or property damage included within the products-completed operations hazard; nor

3. who is specifically scheduled as an additional insured on another endorsement to this Coverage Part.

2. ADDITIONAL INSURED - PRIMARY AND NON-CONTRIBUTORY TO ADDITIONAL INSURED’S INSURANCE A. The Other Insurance Condition in the COMMERCIAL GENERAL LIABILITY CONDITIONS Section is amended to add the following paragraph:

B. With respect to persons or organizations that qualify as additional insureds pursuant to paragraph 1.K. of this endorsement, the following sentence is added to the paragraph above:

Otherwise, and notwithstanding anything to the contrary elsewhere in this Condition, the insurance provided to such person or organization is excess of any other insurance available to such person or organization.

3. BODILY INJURY – EXPANDED DEFINITION
Under DEFINITIONS the definition of bodily injury is deleted and replaced by the following:

Bodily injury means physical injury, sickness or disease sustained by a person, including death, humiliation, shock, mental anguish or mental injury sustained by that person at any time which results as a consequence of the physical injury, sickness or disease.

4. BROAD KNOWLEDGE OF OCCURRENCE/ NOTICE OF OCCURRENCE
Under CONDITIONS, the condition entitled Duties in The Event of Occurrence, Offense, Claim or Suit is amended to add the following:

A. BROAD KNOWLEDGE OF OCCURRENCE
The Named Insured must give the Insurer or the Insurer’s authorized representative notice of an occurrence, offense or claim only when the occurrence, offense or claim is known to a natural person Named Insured, to a partner, executive officer, manager or member of a Named Insured, or to an employee designated by any of the above to give such notice.

B. NOTICE OF OCCURRENCE
30020004970184354498395

DocuSign Envelope ID: CBDF894C-5FC0-4AAD-B5A2-25EE1A72BAFA

CNA PARAMOUNT
General Liability Extension Endorsement
CNA74879XX (1-15)

Page 6 of 13 ends

Policy No: 7018435449
Endorsement No: 2
VALLEY FORGE INSURANCE COMPANY Effective Date: 05/01/2023 Insured Name: FTI CONSULTING, INC.

The Named Insured’s rights under this Coverage Part will not be prejudiced if the Named Insured fails to give the Insurer notice of an occurrence, offense or claim and that failure is solely due to the Named Insured’s reasonable belief that the bodily injury or property damage is not covered under this Coverage Part. However, the Named Insured shall give written notice of such occurrence, offense or claim to the Insurer as soon as the Named Insured is aware that this insurance may apply to such occurrence, offense or claim.

5. BROAD NAMED INSURED
WHO IS AN INSURED is amended to delete its Paragraph 3. in its entirety and replace it with the following:

3. Pursuant to the limitations described in Paragraph 4. below, any organization in which a Named Insured has management control:
a. on the effective date of this Coverage Part; or
b. by reason of a Named Insured creating or acquiring the organization during the policy period, qualifies as a Named Insured , provided that there is no other similar liability insurance, whether primary, contributory, excess, contingent or otherwise, which provides coverage to such organization, or which would have provided coverage but for the exhaustion of its limit, and without regard to whether its coverage is broader or narrower than that provided by this insurance.

But this BROAD NAMED INSURED provision does not apply to:
(a) any partnership, limited liability company or joint venture; or (b) any organization for which coverage is excluded by another endorsement attached to this Coverage Part.

For the purpose of this provision, management control means:

A. owning interests representing more than 50% of the voting, appointment or designation power for the selection of a majority of the Board of Directors of a corporation; or B. having the right, pursuant to a written trust agreement, to protect, control the use of, encumber or transfer or sell property held by a trust.

4. With respect to organizations which qualify as Named Insureds by virtue of Paragraph 3. above, this insurance does not apply to:
a. bodily injury or property damage that first occurred prior to the date of management control, or that first occurs after management control ceases; nor
b. personal or advertising injury caused by an offense that first occurred prior to the date of management control or that first occurs after management control ceases.

5. The insurance provided by this Coverage Part applies to Named Insureds when trading under their own names or under such other trading names or doing-business-as names (dba) as any Named Insured should choose to employ.

6. ESTATES, LEGAL REPRESENTATIVES, AND SPOUSES
The estates, heirs, legal representatives and spouses of any natural person Insured shall also be insured under this policy; provided, however, coverage is afforded to such estates, heirs, legal representatives, and spouses only for claims arising solely out of their capacity or status as such and, in the case of a spouse, where such claim seeks damages from marital community property, jointly held property or property transferred from such natural person Insured to such spouse . No coverage is provided for any act, error or omission of an estate, heir, legal representative, or spouse outside the scope of such person's capacity or status as such, provided however that the spouse of a natural person Named Insured and the spouses of members or partners of joint venture or partnership Named Insureds are Insureds with respect to such spouses’ acts, errors or omissions in the conduct of the Named Insured’s business.

DocuSign Envelope ID: CBDF894C-5FC0-4AAD-B5A2-25EE1A72BAFA

CNA PARAMOUNT
General Liability Extension Endorsement
CNA74879XX (1-15)

Page 7 of 13 ends

Policy No: 7018435449
Endorsement No: 2
VALLEY FORGE INSURANCE COMPANY Effective Date: 05/01/2023 Insured Name: FTI CONSULTING, INC.

7. EXPECTED OR INTENDED INJURY – EXCEPTION FOR REASONABLE FORCE Under COVERAGES, Coverage A – Bodily Injury And Property Damage Liability, the paragraph entitled Exclusions is amended to delete the exclusion entitled Expected or Intended Injury and replace it with the following:

This insurance does not apply to:

Expected or Intended Injury
Bodily injury or property damage expected or intended from the standpoint of the Insured. This exclusion does not apply to bodily injury or property damage resulting from the use of reasonable force to protect persons or property.

8. IN REM ACTIONS
A quasi in rem action against any vessel owned or operated by or for the Named Insured, or chartered by or for the Named Insured, will be treated in the same manner as though the action were in personam against the Named Insured.

9. INCIDENTAL HEALTH CARE MALPRACTICE COVERAGE
Solely with respect to bodily injury that arises out of a health care incident:

A. Under COVERAGES, Coverage A – Bodily Injury And Property Damage Liability, the Insuring Agreement is amended to replace Paragraphs 1.b.(1) and 1.b.(2) with the following:
b. This insurance applies to bodily injury provided that the professional health care services are incidental to the Named Insured’s primary business purpose, and only if:
(1) such bodily injury is caused by an occurrence that takes place in the coverage territory. (2) the bodily injury first occurs during the policy period. All bodily injury arising from an occurrence will be deemed to have occurred at the time of the first act, error, or omission that is part of the occurrence; and
B. Under COVERAGES, Coverage A – Bodily Injury And Property Damage Liability, the paragraph entitled Exclusions is amended to:
i. add the following to the Employers Liability exclusion:

This exclusion applies only if the bodily injury arising from a health care incident is covered by other liability insurance available to the Insured (or which would have been available but for exhaustion of its limits).
ii. delete the exclusion entitled Contractual Liability and replace it with the following:

This insurance does not apply to:

Contractual Liability
the Insured’s actual or alleged liability under any oral or written contract or agreement, including but not limited to express warranties or guarantees.
iii. add the following additional exclusions.

This insurance does not apply to:

Discrimination
any actual or alleged discrimination, humiliation or harassment, including but not limited to claims based on an individual’s race, creed, color, age, gender, national origin, religion, disability, marital status or sexual orientation.
30020004970184354498396

DocuSign Envelope ID: CBDF894C-5FC0-4AAD-B5A2-25EE1A72BAFA

CNA PARAMOUNT
General Liability Extension Endorsement
CNA74879XX (1-15)

Page 8 of 13 ends

Policy No: 7018435449
Endorsement No: 2
VALLEY FORGE INSURANCE COMPANY Effective Date: 05/01/2023 Insured Name: FTI CONSULTING, INC.

Dishonesty or Crime
Any actual or alleged dishonest, criminal or malicious act, error or omission.

Medicare/Medicaid Fraud
any actual or alleged violation of law with respect to Medicare, Medicaid, Tricare or any similar federal, state or local governmental program.

Services Excluded by Endorsement
Any health care incident for which coverage is excluded by endorsement.

C. DEFINITIONS is amended to:
i. add the following definitions:

Health care incident means an act, error or omission by the Named Insured’s employees or volunteer workers in the rendering of:
a. professional health care services on behalf of the Named Insured or b. Good Samaritan services rendered in an emergency and for which no payment is demanded or received.

Professional health care services means any health care services or the related furnishing of food, beverages, medical supplies or appliances by the following providers in their capacity as such but solely to the extent they are duly licensed as required:
a. Physician;
b. Nurse;
c. Nurse practitioner;
d. Emergency medical technician;
e. Paramedic;
f. Dentist;
g. Physical therapist;
h. Psychologist;
i. Speech therapist;
j. Other allied health professional; or
Professional health care services does not include any services rendered in connection with human clinical trials or product testing.
ii. delete the definition of occurrence and replace it with the following:

Occurrence means a health care incident. All acts, errors or omissions that are logically connected by any common fact, circumstance, situation, transaction, event, advice or decision will be considered to constitute a single occurrence;
iii. amend the definition of Insured to:
a. add the following:
• the Named Insured’s employees are Insureds with respect to:

DocuSign Envelope ID: CBDF894C-5FC0-4AAD-B5A2-25EE1A72BAFA

CNA PARAMOUNT
General Liability Extension Endorsement
CNA74879XX (1-15)

Page 9 of 13 ends

Policy No: 7018435449
Endorsement No: 2
VALLEY FORGE INSURANCE COMPANY Effective Date: 05/01/2023 Insured Name: FTI CONSULTING, INC.

(1) bodily injury to a co-employee while in the course of the co-employee’s employment by the Named Insured or while performing duties related to the conduct of the Named Insured’s business; and
(2) bodily injury to a volunteer worker while performing duties related to the conduct of the Named Insured’s business;
when such bodily injury arises out of a health care incident. • the Named Insured’s volunteer workers are Insureds with respect to:
(1) bodily injury to a co-volunteer worker while performing duties related to the conduct of the Named Insured’s business; and
(2) bodily injury to an employee while in the course of the employee’s employment by the Named Insured or while performing duties related to the conduct of the Named Insured’s business; when such bodily injury arises out of a health care incident. b. delete Subparagraphs (a), (b), (c) and (d) of Paragraph 2.a.(1) of WHO IS AN INSURED. c. add the following:

Insured does not include any physician while acting in his or her capacity as such.

D. The Other Insurance condition is amended to delete Paragraph b.(1) in its entirety and replace it with the following:

Other Insurance
b. Excess Insurance
(1) To the extent this insurance applies, it is excess over any other insurance, self insurance or risk transfer instrument, whether primary, excess, contingent or on any other basis, except for insurance purchased specifically by the Named Insured to be excess of this coverage.

10. JOINT VENTURES / PARTNERSHIP / LIMITED LIABILITY COMPANIES WHO IS AN INSURED is amended to delete its last paragraph and replace it with the following:

No person or organization is an Insured with respect to the conduct of any current or past partnership, joint venture or limited liability company that is not shown as a Named Insured in the Declarations, except that if the Named Insured was a joint venturer, partner, or member of a limited liability company and such joint venture, partnership or limited liability company terminated prior to or during the policy period, such Named Insured is an Insured with respect to its interest in such joint venture, partnership or limited liability company but only to the extent that:
a. any offense giving rise to personal and advertising injury occurred prior to such termination date, and the personal and advertising injury arising out of such offense first occurred after such termination date; b. the bodily injury or property damage first occurred after such termination date; and c. there is no other valid and collectible insurance purchased specifically to insure the partnership, joint venture or limited liability company.

11. LEGAL LIABILITY – DAMAGE TO PREMISES
A. Under COVERAGES, Coverage A – Bodily Injury and Property Damage Liability , the paragraph entitled Exclusions is amended to delete the first paragraph immediately following subparagraph (6) of the Damage to Property exclusion and replace it with the following:

Paragraphs (1), (3) and (4) of this exclusion do not apply to property damage (other than damage by fire) to premises rented to the Named Insured or temporarily occupied by the Named Insured with the permission of the 30020004970184354498397

DocuSign Envelope ID: CBDF894C-5FC0-4AAD-B5A2-25EE1A72BAFA

CNA PARAMOUNT
General Liability Extension Endorsement
CNA74879XX (1-15)

Page 10 of 13 ends

Policy No: 7018435449
Endorsement No: 2
VALLEY FORGE INSURANCE COMPANY Effective Date: 05/01/2023 Insured Name: FTI CONSULTING, INC.

owner, nor to the contents of premises rented to the Named Insured for a period of 7 or fewer consecutive days.

A separate limit of insurance applies to Damage To Premises Rented To You as described in LIMITS OF INSURANCE.

B. Under COVERAGES, Coverage A – Bodily Injury and Property Damage Liability, the paragraph entitled Exclusions is amended to delete its last paragraph and replace it with the following:

Exclusions c. through n. do not apply to damage by fire to premises while rented to a Named Insured or temporarily occupied by a Named Insured with permission of the owner, nor to damage to the contents of premises rented to a Named Insured for a period of 7 or fewer consecutive days.

A separate limit of insurance applies to this coverage as described in the LIMITS OF INSURANCE Section.

C. LIMITS OF INSURANCE is amended to delete Paragraph 6. (the Damage To Premises Rented To You Limit) and replace it with the following:

6. Subject to Paragraph 5. above, (the Each Occurrence Limit), the Damage To Premises Rented To You Limit is the most the Insurer will pay under COVERAGE A for damages because of property damage to:
a. any one premises while rented to a Named Insured or temporarily occupied by a Named Insured with the permission of the owner; and
b. contents of such premises if the premises is rented to the Named Insured for a period of 7 or fewer consecutive days.

The Damage To Premises Rented To You Limit is $200,000. unless a higher Damage to Premises Rented to You Limit is shown in the Declarations.

D. The Other Insurance Condition is amended to delete Paragraph b.(1)(a)(ii), and replace it with the following:
(ii) That is property insurance for premises rented to a Named Insured, for premises temporarily occupied by the Named Insured with the permission of the owner; or for personal property of others in the Named Insured’s care, custody or control;
E. This Provision 11. does not apply if liability for damage to premises rented to a Named Insured is excluded by another endorsement attached to this Coverage Part.

12. MEDICAL PAYMENTS
A. LIMITS OF INSURANCE is amended to delete Paragraph 7. (the Medical Expense Limit) and replace it with the following:

7. Subject to Paragraph 5. above (the Each Occurrence Limit), the Medical Expense Limit is the most the Insurer will pay under Coverage C - Medical Payments for all medical expenses because of bodily injury sustained by any one person. The Medical Expense Limit is the greater of:
(1) $15,000 unless a different amount is shown here: ; or (2) the amount shown in the Declarations for Medical Expense Limit.

B. Under COVERAGES, Coverage C – Medical Payments, the Insuring Agreement is amended to replace Paragraph 1.a.(3)(b) with the following:
(b) The expenses are incurred and reported to the Insurer within three years of the date of the accident; and

13. NON-OWNED AIRCRAFT
Under COVERAGES, Coverage A – Bodily Injury and Property Damage Liability, the paragraph entitled Exclusions is amended as follows:

DocuSign Envelope ID: CBDF894C-5FC0-4AAD-B5A2-25EE1A72BAFA

CNA PARAMOUNT
General Liability Extension Endorsement
CNA74879XX (1-15)

Page 11 of 13 ends

Policy No: 7018435449
Endorsement No: 2
VALLEY FORGE INSURANCE COMPANY Effective Date: 05/01/2023 Insured Name: FTI CONSULTING, INC.

The exclusion entitled Aircraft, Auto or Watercraft is amended to add the following:

This exclusion does not apply to an aircraft not owned by any Named Insured, provided that:

1. the pilot in command holds a currently effective certificate issued by the duly constituted authority of the United States of America or Canada, designating that person as a commercial or airline transport pilot;

2. the aircraft is rented with a trained, paid crew to the Named Insured; and

3. the aircraft is not being used to carry persons or property for a charge.

14. NON-OWNED WATERCRAFT
Under COVERAGES, Coverage A – Bodily Injury and Property Damage Liability , the paragraph entitled Exclusions is amended to delete subparagraph (2) of the exclusion e ntitled Aircraft, Auto or Watercraft, and replace it with the following.

This exclusion does not apply to:
(2) a watercraft that is not owned by any Named Insured, provided the watercraft is:
(a) less than 75 feet long; and
(b) not being used to carry persons or property for a charge.

15. PERSONAL AND ADVERTISING INJURY –DISCRIMINATION OR HUMILIATION A. Under DEFINITIONS, the definition of personal and advertising injury is amended to add the following tort:
• Discrimination or humiliation that results in injury to the feelings or reputation of a natural person.

B. Under COVERAGES, Coverage B – Personal and Advertising Injury Liability, the paragraph entitled Exclusions is amended to:

1. delete the Exclusion entitled Knowing Violation Of Rights Of Another and replace it with the following:

This insurance does not apply to:

Knowing Violation of Rights of Another
Personal and advertising injury caused by or at the direction of the Insured with the knowledge that the act would violate the rights of another and would inflict personal and advertising injury. This exclusion shall not apply to discrimination or humiliation that results in injury to the feelings or reputation of a natural person, but only if such discrimination or humiliation is not done intentionally by or at the direction of:
(a) the Named Insured; or
(b) any executive officer, director, stockholder, partner, member or manager (if the Named Insured is a limited liability company) of the Named Insured.

2. add the following exclusions:

This insurance does not apply to:

Employment Related Discrimination
discrimination or humiliation directly or indirectly related to the employment, prospective employment, past employment or termination of employment of any person by any Insured.

Premises Related Discrimination
discrimination or humiliation arising out of the sale, rental, lease or sub- lease or prospective sale, rental, lease or sub-lease of any room, dwelling or premises by or at the direction of any Insured. 30020004970184354498398

DocuSign Envelope ID: CBDF894C-5FC0-4AAD-B5A2-25EE1A72BAFA

CNA PARAMOUNT
General Liability Extension Endorsement
CNA74879XX (1-15)

Page 12 of 13 ends

Policy No: 7018435449
Endorsement No: 2
VALLEY FORGE INSURANCE COMPANY Effective Date: 05/01/2023 Insured Name: FTI CONSULTING, INC.

Notwithstanding the above, there is no coverage for fines or penalties levied or imposed by a governmental entity because of discrimination.

The coverage provided by this PERSONAL AND ADVERTISING INJURY –DISCRIMINATION OR HUMILIATION Provision does not apply to any person or organization whose status as an Insured derives solely from • Provision 1. ADDITIONAL INSUREDS of this endorsement; or • attachment of an additional insured endorsement to this Coverage Part.

16. PERSONAL AND ADVERTISING INJURY - CONTRACTUAL LIABILITY A. Under COVERAGES, Coverage B –Personal and Advertising Injury Liability, the paragraph entitled Exclusions is amended to delete the exclusion entitled Contractual Liability and replace it with the following:

This insurance does not apply to:

Contractual Liability
Personal and advertising injury for which the Insured has assumed liability in a contract or agreement.

This exclusion does not apply to liability for damages:
(1) that the Insured would have in the absence of the contract or agreement; or (2) assumed in a contract or agreement that is an insured contract provided the offense that caused such personal or advertising injury first occurred subsequent to the execution of such insured contract. Solely for the purpose of liability assumed in an insured contract, reasonable attorney fees and necessary litigation expenses incurred by or for a party other than an Insured are deemed to be damages because of personal and advertising injury provided:
(a) liability to such party for, or for the cost of, that party's defense has also been assumed in such insured contract; and
(b) such attorney fees and litigation expenses are for defense of such party against a civil or alternative dispute resolution proceeding in which covered damages are alleged.

B. Solely for the purpose of the coverage provided by this paragraph, DEFINITIONS is amended to delete the definition of insured contract in its entirety, and replace it with the following:

Insured contract means that part of a written contract or written agreement pertaining to the Named Insured’s business under which the Named Insured assumes the tort liability of another party to pay for personal or advertising injury arising out of the offense of false arrest, detention or imprisonment. Tort liability means a liability that would be imposed by law in the absence of any contract or agreement.

C. Solely for the purpose of the coverage provided by this paragraph, the following changes are made to the Section entitled SUPPLEMENTARY PAYMENTS – COVERAGES A AND B:

1. Paragraph 2.d. is replaced by the following:
d. The allegations in the suit and the information the Insurer knows about the offense alleged in such suit are such that no conflict appears to exist between the interests of the Insured and the interests of the indemnitee;

2. The first unnumbered paragraph beneath Paragraph 2.f.(2)(b) is deleted and replaced by the following:

So long as the above conditions are met, attorneys fees incurred by the Insurer in the defense of that indemnitee, necessary litigation expenses incurred by the Insurer, and necessary litigation expenses incurred by the indemnitee at the Insurer’s request will be paid as defense costs. Notwithstanding the provisions of Paragraph e.(2) of the Contractual Liability exclusion (as amended by this Endorsement), such payments will DocuSign Envelope ID: CBDF894C-5FC0-4AAD-B5A2-25EE1A72BAFA

CNA PARAMOUNT
General Liability Extension Endorsement
CNA74879XX (1-15)

Page 13 of 13 ends

Policy No: 7018435449
Endorsement No: 2
VALLEY FORGE INSURANCE COMPANY Effective Date: 05/01/2023 Insured Name: FTI CONSULTING, INC.

not be deemed to be damages for personal and advertising injury and will not reduce the limits of insurance.

D. This PERSONAL AND ADVERTISING INJURY - LIMITED CONTRACTUAL LIABILITY Provision does not apply if Coverage B –Personal and Advertising Injury Liability is excluded by another endorsement attached to this Coverage Part.

17. PROPERTY DAMAGE – ELEVATORS
A. Under COVERAGES, Coverage A – Bodily Injury and Property Damage Liability, the paragraph entitled Exclusions is amended such that the Damage to Your Product Exclusion and subparagraphs (3), (4) and (6) of the Damage to Property Exclusion do not apply to property damage that results from the use of elevators.

B. Solely for the purpose of the coverage provided by this PROPERTY DAMAGE – ELEVATORS Provision, the Other Insurance conditions is amended to add the following paragraph:

This insurance is excess over any of the other insurance, whether primary, excess, contingent or on any other basis that is Property insurance covering property of others damaged from the use of elevators.

18. SUPPLEMENTARY PAYMENTS
The section entitled SUPPLEMENTARY PAYMENTS – COVERAGES A AND B is amended as follows:

A. Paragraph 1.b. is amended to delete the $250 limit shown for the cost of bail bonds and replace it with a $5,000. limit; and
B. Paragraph 1.d. is amended to delete the limit of $250 shown for daily loss of earnings and replace it with a $1,000. limit.

19. UNINTENTIONAL FAILURE TO DISCLOSE HAZARDS
If the Named Insured unintentionally fails to disclose all existing hazards at the inception date of the Named Insured’s Coverage Part, the Insurer will not deny coverage under this Coverage Part because of such failure.

20. WAIVER OF SUBROGATION - BLANKET
Under CONDITIONS, the Transfer Of Rights Of Recovery Against Others To Us Condition is amended to add the following:

The Insurer waives any right of recovery the Insurer may have against any person or organization because of payments the Insurer makes for injury or damage arising out of:

1. the Named Insured’s ongoing operations; or

2. your work included in the products-completed operations hazard.

However, this waiver applies only when the Named Insured has agreed in writing to waive such rights of recovery in a written contract or written agreement, and only if such contract or agreement:

1. is in effect or becomes effective during the term of this Coverage Part; and

2. was executed prior to the bodily injury, property damage or personal and advertising injury giving rise to the claim.

All other terms and conditions of the Policy remain unchanged.

This endorsement, which forms a part of and is for attachment to the Policy issued by the designated Insurers, takes effect on the effective date of said Policy at the hour stated in said Policy, unless another effective date is shown below, and expires concurrently with said Policy.
30020004970184354498399

DocuSign Envelope ID: CBDF894C-5FC0-4AAD-B5A2-25EE1A72BAFA

CNA PARAMOUNT
Additional Insured - Your Work Endorsement
7018435449
17 05/01/2023
CNA75076XX (1-15)

Page 1 ends

VALLEY FORGE INSURANCE
Policy No:

Endorsement No:

Effective Date: COMPANY
Insured Name: FTI CONSULTING, INC.

This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART
It is understood and agreed that:

I. WHO IS AN INSURED is amended to include as an Insured any person or organization whom a Named Insured is required to add as an additional insured on this Coverage Part under a written contract or written agreement, provided such contract or agreement:
(1) is currently in effect or becomes effective during the term of this Coverage Part; and (2) was executed prior to:
(a) the bodily injury or property damage; or
(b) the offense that caused the personal and advertising injury, for which such additional insured seeks coverage.

II. The insurance provided to such additional insured is limited as follows:
a. The Insurer will not provide such additional insured:
(1) coverage any broader than the narrowest coverage:
(a) required by such contact or agreement; or
(b) afforded to the Named Insured under this Coverage Part; or (c) described in paragraph b. below; or
(2) a higher limit of insurance than the lesser of the amount:
(a) required by such contract or agreement; or
(b) afforded to the Named Insured under this Coverage Part Any coverage granted by this endorsement shall apply solely to the extent permissible by law. b. Such additional insured is an Insured solely for bodily injury, property damage or personal and advertising injury for which such additional insured is liable because of the Named Insured’s acts or omissions. The coverage granted by this paragraph does not apply to any person or organization:
(1) for bodily injury, property damage, or personal and advertising injury arising out of the rendering or failure to render any professional service;
(2) who is specifically scheduled as an additional insured on another endorsement to this Coverage Part; nor (3) for bodily injury or property damage included within the products-completed operations hazard except to the extent all of the following apply:
a. this Coverage Part provides such coverage;
b. the written contract or agreement described in the opening paragraph of this endorsement requires the Named Insured to provide the additional insured such coverage; and c. the bodily injury or property damage results from your work that is the subject of the written contract or agreement, and such work has not been excluded by endorsement to this Coverage Part.

III. ADDITIONAL INSURED - PRIMARY AND NON-CONTRIBUTORY TO ADDITIONAL INSURED’S INSURANCE The Other Insurance Condition in the COMMERCIAL GENERAL LIABILITY CONDITIONS Section is amended to add the following paragraph:
30020004970184354498414

DocuSign Envelope ID: CBDF894C-5FC0-4AAD-B5A2-25EE1A72BAFA

CNA PARAMOUNT
Additional Insured - Your Work Endorsement
7018435449
17 05/01/2023
CNA75076XX (1-15)

Page 2 ends

VALLEY FORGE INSURANCE
Policy No:

Endorsement No:

Effective Date: COMPANY
Insured Name: FTI CONSULTING, INC.

If the Named Insured has agreed in writing in a contract or agreement that this insurance is primary and non- contributory relative to an additional insured's own insurance, then this insurance is primary, and the Insurer will not seek contribution from that other insurance. Otherwise, and notwithstanding anything to the contrary elsewhere in this Condition, the insurance provided to such person or organization is excess of any other insurance available to such person or organization. For the purpose of this Provision, the additional insured's own insurance means insurance on which the additional insured is a named insured.

All other terms and conditions of the Policy remain unchanged.

DocuSign Envelope ID: CBDF894C-5FC0-4AAD-B5A2-25EE1A72BAFA

Business Auto Policy
Policy Endorsement

EXTENDED COVERAGE ENDORSEMENT - BA PLUS

THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

This endorsement modifies insurance provided under the following:

BUSINESS AUTO COVERAGE FORM
I. LIABILTY COVERAGE
A. Who Is An Insured
The following is added to SECTION II, Paragraph A.1., Who Is An Insured:

1. a. Any incorporated entity of which the Named Insured owns a majority of the voting stock on the date of inception of this Coverage Form; provided that, b. The insurance afforded by this provision A.1. does not apply to any such entity that is an insured under any other liability policy providing auto coverage.

2. Any organization you newly acquire or form, other than a limited liability company, partnership or joint venture, and over which you maintain majority ownership interest.

The insurance afforded by this provision A.2.:
a. Is effective on the acquisition or formation date, and is afforded only until the end of the policy period of this Coverage Form, or the next anniversary of its inception date, whichever is earlier. b. Does not apply to:
(1) Bodily injury or property damage caused by an accident that occurred before you acquired or formed the organization; or
(2) Any such organization that is an insured under any other liability policy providing auto coverage.

3. Any person or organization that you are obligated to provide Insurance where required by a written contract or agreement is an insured, but only with respect to legal responsibility for acts or omissions of a person for whom Liability Coverage is afforded under this policy.

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

Policy, as used in this provision A. Who Is An Insured, includes those policies that were in force on the inception date of this Coverage Form but:

1. Which are no longer in force; or

2. Whose limits have been exhausted.

B. Bail Bonds and Loss of Earnings
SECTION II, Paragraphs A.2.a.(2) and A.2.a.(4) are revised as follows:

1. In a.(2), the limit for the cost of bail bonds is increased from $2,000 to $5,000, and

2. In a.(4), the limit for the loss of earnings is increased from $250 to $500 a day.

C. Fellow Employee
SECTION II, Paragraph B.5 does not apply.

Form No: SCA 23 500 D (10-2011)
Endorsement Effective Date:

Endorsement No: 28; Page: 1 of 5
Endorsement Expiration Date:

Policy No: BUA 7018435452
Policy Effective Date: 05/01/2023
Policy Page: 80 of 86
Underwriting Company: National Fire Insurance Company of Hartford, 151 N Franklin St, Chicago, IL 60606

DocuSign Envelope ID: CBDF894C-5FC0-4AAD-B5A2-25EE1A72BAFA

Workers' Compensation and Employers' Liability Policy
Named Insured
FTI CONSULTING, INC.
555 12TH ST NW STE 700
WASHINGTON DC 20004
Endorsement Number
Policy Number
Symbol: RWC Number: (24)7174-68-39
Policy Period
05-01-2023 TO 05-01-2024
Effective Date of Endorsement
05-01-2023
Issued By (Name of Insurance Company)

ACE AMERICAN INSURANCE COMPANY
Insert the policy number. The remainder of the information is to be completed only when this endorsement is issued subsequent to the preparation of the policy.

This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated.

WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT

We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.

This agreement shall not operate directly or indirectly to benefit any one not named in the Schedule.

Schedule

ANY PERSON OR ORGANIZATION AGAINST WHOM YOU HAVE AGREED TO WAIVE YOUR

RIGHT OF RECOVERY IN A WRITTEN CONTRACT, PROVIDED SUCH CONTRACT WAS EXECUTED PRIOR TO THE DATE OF LOSS.

For the states of CA, UT, TX, refer to state specific endorsements.

This endorsement is not applicable in KY, NH, and NJ.

The endorsement does not apply to policies in Missouri where the employer is in the construction group of code classifications. According to Section 287.150(6) of the Missouri statutes, a contractual provision purporting to waive subrogation rights against public policy and void where one party to the contract is an employer in the construction group of code classifications.

For Kansas, use of this endorsement is limited by the Kansas Fairness in Private Construction Contract Act(K.S.A.. 16-1801 through 16-1807 and any amendments thereto) and the Kansas Fairness in Public Construction Contract Act(K.S.A 16-1901 through 16-1908 and any amendments thereto). According to the Acts a provision in a contract for private or public construction purporting to waive subrogation rights for losses or claims covered or paid by liability or workers compensation insurance shall be against public policy and shall be void and unenforceable except that, subject to the Acts, a contract may require waiver of subrogation for losses or claims paid by a consolidated or wrap-up insurance program.

Authorized Agent

DocuSign Envelope ID: CBDF894C-5FC0-4AAD-B5A2-25EE1A72BAFA

To: Purchasing Division
From: Cindy Valdivia – Analyst – City Manager’s Office
CC: Alexus Merino – Manager, Assistant to the City Manager

Date: January 17, 2023
Subject: Sole Source Justification – FTI Consulting

Memo: As part of the City’s objective, FTI Consulting will create a comprehensive, proactive engagement strategy to achieve several key project updates, announcements, media, and speaking opportunities for the Communications Division support on key priority projects in the City. FTI Consulting has already established a working relationship with City staff for the past two years creating key resources and insight on the City’s events, obstacles, and past marketing efforts.

FTI Consulting is the only consultant with previous experience on specific City of Lancaster priority projects, as well as being specialized consultants in the marketing field. With their extensive knowledge, and current resources, getting another consultant would contradict any cost savings, therefore the City has no cost benefit to obtain additional quotes from other consultants for this project. Your approval is requested to find FTI Consulting as a sole source vendor.

Please contact Cindy Valdivia at ext. 6181 if you have any questions.

DocuSign Envelope ID: CBDF894C-5FC0-4AAD-B5A2-25EE1A72BAFA

Date: August 8, 2023

STAFF REPORT
City of Lancaster

CC
{{item.num
ber}}
8/8/2023
JC

To: Mayor Parris and City Council Members
From: Alexus Merino, Assistant Director
Subject: Professional Services Agreement - FTI Consulting, Inc.

Recommendation:

It is recommended that the City Council approve a Professional Services Agreement with FTI Consulting Inc. (“FTI”) in an amount not to exceed $156,000, and authorize the City Manager, or his designee, to sign all documents.

Fiscal Impact:

Sufficient funds of $156,000 ($130,000 plus a 20 percent contingency of $26,000) are available in account numbers 10115000.5710 ($50,000) and 50110000.5710 ($106,000).

Background:

Since June 2021, FTI Consulting, and the City of Lancaster have collaborated to elevate the city as a leading partner and adopter of clean energy solutions, notably hydrogen. Since Lancaster announced the goal to be the “First Hydrogen City” in the U.S. and launched the Smart Sister Cities partnership with Namie, Japan, FTI has supported the City’s communication and design across hydrogen, clean energy, and digital & insights workstreams. With its growing, global reputation as a leading clean energy City coupled with its successful amplification of projects and partnerships, the City of Lancaster is now seeking additional strategic communications and design support to accomplish its goals and objectives.

The City Manager’s Office is requesting to enter into a Professional Services Agreement and determine FTI as a Sole Source vendor for an overall Communications and Design Support Plan with Hydrogen as the main focus to support the plan. The tactics in this plan are designed to position Lancaster as a City in which government and businesses are working together to develop a thriving hydrogen economy.

DocuSign Envelope ID: CBDF894C-5FC0-4AAD-B5A2-25EE1A72BAFA

FTI has a proven track record of helping clients manage complex business challenges and delivering results by leveraging an integrated campaign approach to communications. FTI has a deep knowledge of the City through ongoing strategic communications work, extensive media relationships, and multidisciplinary skillsets across corporate reputation, financial communications, public affairs, and crisis management to support evolving needs.

Attachment:

Professional Services Agreement
Sole Source Memo
DocuSign Envelope ID: CBDF894C-5FC0-4AAD-B5A2-25EE1A72BAFA

Lancaster City CouncilMarch 12, 2024

Lancaster City Council
March 12, 2024