Placentia City Council
September 17, 2024

COMMERCIAL AUTO
CA 04 49 11 16
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

PRIMARY AND NONCONTRIBUTORY -

OTHER INSURANCE CONDITION
This endorsement modifies insurance provided under the following:

AUTO DEALERS COVERAGE FORM

BUSINESS AUTO COVERAGE FORM

MOTOR CARRIER COVERAGE FORM
With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement.

A. The following is added to the Other Insurance
Condition in the Business Auto Coverage Form
and the Other Insurance — Primary And Excess
Insurance Provisions in the Motor Carrier
Coverage Form and supersedes any provision to
the contrary:

This Coverage Form's Covered Autos Liability
Coverage is primary to and will not seek
contribution from any other insurance available to
an "insured" under your policy provided that:

1. Such "insured" is a Named Insured under such
other insurance; and

2. You have agreed in writing in a contract or
agreement that this insurance would be
primary and would not seek contribution from
any other insurance available to such
"insured".

B. The following is added to the Other Insurance
Condition in the Auto Dealers Coverage Form and
supersedes any provision to the contrary:

This Coverage Form's Covered Autos Liability
Coverage and General Liability Coverages are
primary to and will not seek contribution from any
other insurance available to an "insured" under
your policy provided that:

1. Such "insured" is a Named Insured under such
other insurance; and

2. You have agreed in writing in a contract or
agreement that this insurance would be
primary and would not seek contribution from
any other insurance available to such
"insured".

CA 04 49 11 16
© Insurance Services Office, Inc., 2016

POLICY NUMBER: 62P100999-03 COMMERCIAL AUTO
CA 20 48 10 13
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

DESIGNATED INSURED FOR

COVERED AUTOS LIABILITY COVERAGE
This endorsement modifies insurance provided under the following:

AUTO DEALERS COVERAGE FORM

BUSINESS AUTO COVERAGE FORM

MOTOR CARRIER COVERAGE FORM
With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by this endorsement.

This endorsement identifies person(s) or organization(s) who are "insureds" for Covered Autos Liability Coverage under the Who Is An Insured provision of the Coverage Form. This endorsement does not alter coverage provided in the Coverage Form.

This endorsement changes the policy effective on the inception date of the policy unless another date is indicated below.

Named Insured: AAA Oil Inc
Endorsement Effective Date: 5/1/2024

SCHEDULE
Name Of Person(s) Or Organization(s):

Blanket as per written contract.

Information required to complete this Schedule, if not shown above, will be shown in the Declarations.

Each person or organization shown in the Schedule is
an "insured" for Covered Autos Liability Coverage, but
only to the extent that person or organization qualifies as an "insured" under the Who Is An Insured
provision contained in Paragraph A.1. of Section II —
Covered Autos Liability Coverage in the Business
Auto and Motor Carrier Coverage Forms and
Paragraph D.2. of Section I — Covered Autos
Coverages of the Auto Dealers Coverage Form.

CA 20 48 10 13
© Insurance Services Office, Inc., 2011 Page 1 of 1 751

COMMERCIAL AUTO
CA 99 48 10 13
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

POLLUTION LIABILITY - BROADENED COVERAGE

FOR COVERED AUTOS - BUSINESS AUTO AND

MOTOR CARRIER COVERAGE FORMS
This endorsement modifies insurance provided under the following:

BUSINESS AUTO COVERAGE FORM

MOTOR CARRIER COVERAGE FORM
With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement.

A. Covered Autos Liability Coverage is changed as
follows:

1. Paragraph a. of the Pollution Exclusion
applies only to liability assumed under a
contract or agreement.

2. With respect to the coverage afforded by
Paragraph A.1. above, Exclusion B.6. Care,
Custody Or Control does not apply.

B. Changes In Definitions
For the purposes of this endorsement, Paragraph
D. of the Definitions Section is replaced by the
following:

D. "Covered pollution cost or expense" means any
cost or expense arising out of:

1. Any request, demand, order or statutory or
regulatory requirement that any "insured" or
others test for, monitor, clean up, remove,
contain, treat, detoxify or neutralize, or in
any way respond to, or assess the effects
of "pollutants"; or

2. Any claim or "suit" by or on behalf of a
governmental authority for damages
because of testing for, monitoring, cleaning
up, removing, containing, treating,
detoxifying or neutralizing, or in any way
responding to or assessing the effects of
"pollutants".
"Covered pollution cost or expense" does not
include any cost or expense arising out of the
actual, alleged or threatened discharge,
dispersal, seepage, migration, release or
escape of "pollutants":
a. Before the "pollutants" or any property in
which the "pollutants" are contained are
moved from the place where they are
accepted by the "insured" for movement
into or onto the covered "auto"; or
b. After the "pollutants" or any property in
which the "pollutants" are contained are
moved from the covered "auto" to the
place where they are finally delivered,
disposed of or abandoned by the
"insured".

Paragraphs a. and b. above do not apply to
"accidents" that occur away from premises
owned by or rented to an "insured" with
respect to "pollutants" not in or upon a
covered "auto" if:
(1) The "pollutants" or any property in
which the "pollutants" are contained
are upset, overturned or damaged as
a result of the maintenance or use of
a covered "auto"; and
(2) The discharge, dispersal, seepage,
migration, release or escape of the
"pollutants" is caused directly by
such upset, overturn or damage.

CA 99 48 10 13 © Insurance Services Office, Inc., 2011

COMMERCIAL GENERAL LIABILITY
CG 20 01 04 13
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

PRIMARY AND NONCONTRIBUTORY -

OTHER INSURANCE CONDITION
This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART

PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART
The following is added to the Other Insurance
Condition and supersedes any provision to the
contrary:

Primary And Noncontributory Insurance
This insurance is primary to and will not seek
contribution from any other insurance available
to an additional insured under your policy
provided that:
(1) The additional insured is a Named Insured
under such other insurance; and
(2) You have agreed in writing in a contract or
agreement that this insurance would be
primary and would not seek contribution
from any other insurance available to the
additional insured.

CG 20 01 04 13
© Insurance Services Office, Inc., 2012

POLICY NUMBER:62P100999-03 COMMERCIAL GENERAL LIABILITY CG 20 26 0413
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

ADDITIONAL INSURED - DESIGNATED PERSON OR

ORGANIZATION
This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART.

SCHEDULE
Name Of Additional Insured Person(s) Or Organization(s):

BLANKET AS PER WRITTEN CONTRACT
Information required to complete this Schedule, if not shown above, will be shown in the Declarations.

A. Section II - Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf:

1. In the performance of your ongoing operations; or

2. In connection with your premises owned by or rented to you.

However:

1. The insurance afforded to such additional insured only applies to the extent permitted by law; and

2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured.

B. With respect to the insurance afforded to these additional insureds, the following is added to Section III - Limits Of Insurance:

If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance:

1. Required by the contract or agreement; or

2. Available under the applicable Limits of Insurance shown in the Declarations; whichever is less.

This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations.

CG 20 26 04 13
Copyright, Insurance Services Office, Inc., 1984 Page 1 of 1 754

WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 99 06 34 (Ed. 8-00)

WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT - BLANKET 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).

The additional premium for this endorsement shall be 2 % of the total California Workers' Compensation premium otherwise due.

Schedule
Person or Organization

ANY PERSON OR

ORGANIZATION FOR

WHOM THE NAMED

INSURED IS REQUIRED

UNDER WRITTEN

CONTRACT TO FURNISH

THIS WAIVER
Job Description

CALIFORNIA

OPERATIONS ONLY
This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) Endorsement Effective 05/01/2024 Policy No. WSA 5060563 04 Insured AAA OIL INC
Insurance Company INSURANCE COMPANY OF THE WEST
Countersigned By
WC 99 06 34
(Ed. 8-00)
Endorsement No.

Premium $ INCL .

INSURED
755

WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 99 06 34 (Ed. 8-00)

WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT - BLANKET 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).

The additional premium for this endorsement shall be 2 % of the total California Workers' Compensation premium otherwise due.

Schedule
Person or Organization

ANY PERSON OR

ORGANIZATION FOR

WHOM THE NAMED

INSURED IS REQUIRED

UNDER WRITTEN

CONTRACT TO FURNISH

THIS WAIVER
Job Description

CALIFORNIA

OPERATIONS ONLY
This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) Endorsement Effective 05/01/2023 Policy No. WSA 5060563 03 Insured AAA OIL INC
Insurance Company INSURANCE COMPANY OF THE WEST
Countersigned By
WC 99 06 34
(Ed. 8-00)
Endorsement No.

Premium $ INCL .

INSURED
756

CITY OF PLACENTIA

PROFESSIONAL SERVICES AGREEMENT
WITH
BRENNAN ESTIMATING SERVICES, INC dba BRENNAN FIRE AND SECURITY THIS AGREEMENT is made and entered into this 3rd day of September, 2024 ("Effective Date"), by and between the CITY OF PLACENTIA, a municipal corporation ("City"), and Brennan Estimating Services, Inc dba Brennan Fire and Security, a California Fire and Security Alarm Monitoring corporation ("Consultant").

WITNESSETH:

A. WHEREAS, City proposes to utilize the services of Consultant as an independent contractor to provide security and fire alarm system installation and maintenance services, as more fully described herein; and
B. WHEREAS, Consultant represents that it has that degree of specialized expertise contemplated within California Government Code Section 37103, and holds all necessary licenses to practice and perform the services herein contemplated; and C. WHEREAS, City and Consultant desire to contract for the specific services described in Exhibit "A" (the "Project") and desire to set forth their rights, duties, and liabilities in connection with the services to be performed; and
D. WHEREAS, no official or employee of City has a financial interest, within the provisions of Sections 1090-1092 of the California Government Code, in the subject matter of this Agreement.

NOW, THEREFORE, for and in consideration of the mutual covenants and conditions contained herein, the parties hereby agree as follows:

1.0. SERVICES PROVIDED BY CONSULTANT

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

1.2. Professional Practices. All professional services to be provided by Consultant pursuant to this Agreement shall be provided by personnel experienced in their respective fields and in a manner consistent with the standards of care, diligence and skill ordinarily exercised by professional consultants in similar fields and circumstances in accordance with sound professional practices. Consultant also warrants that it is familiar with all laws that may affect its performance of this Agreement and shall advise City of any changes in any laws that may affect Consultant's performance of this Agreement. Consultant shall keep itself informed of State and Federal laws and regulations which in any manner affect those employed by it or in any way affect the performance of its service pursuant to this Agreement. The Consultant shall at all times observe and comply with all such laws and regulations. Officers and employees shall not be liable at law or in equity occasioned by failure of the Consultant to comply with this Section.

1.3. Performance to Satisfaction of City. Consultant agrees to perform all the work to the complete satisfaction of the City and within the hereinafter specified. Evaluations of the work will be done by the City Administrator or his or her designee. If the quality of work is not satisfactory, City in its discretion has the right to:
757

(a) Meet with Consultant to review the quality of the work and resolve the matters of concern;
(b) Require Consultant to repeat the work at no additional fee until it is satisfactory; and/or
(c) Terminate the Agreement as hereinafter set forth.

1.4. Warranty. Consultant warrants that it shall perform the services required by this Agreement in compliance with all applicable Federal and California employment laws, including, but not limited to, those laws related to minimum hours and wages; occupational health and safety; fair employment and employment practices; workers' compensation insurance and safety in employment; and all other Federal, State, and local laws and ordinances applicable to the services required under this Agreement. Consultant warrants that it is not suspended or debarred from doing business with the United States government and can legally be paid from federal funds. Consultant shall indemnify and hold harmless City from and against all claims, demands, payments, suits, actions, proceedings, and judgments of every nature and description including attorneys' fees and costs, presented, brought, or recovered against City for, or on account of any liability under any of the above -mentioned laws, which may be incurred by reason of Consultant's performance under this Agreement.

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

Consultant agrees to post in conspicuous places, available to employees and applicants for employment, a notice setting forth provisions of this non-discrimination clause.

Consultant shall, in all solicitations and advertisements for employees placed by, or on behalf of Consultant shall state that all qualified applicants will receive consideration for employment without regard to age, race, color, religion, sex, marital status, national origin, or mental or physical disability. Consultant shall cause the paragraphs contained in this Section to be inserted in all subcontracts for any work covered by the Agreement, provided that the foregoing provisions shall not apply to subcontracts for standard commercial supplies or raw materials.

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

1.7. Delegation and Assignment. This is a personal service contract, and the duties set forth herein shall not be delegated or assigned to any person or entity without the prior written consent of City. Consultant may engage a subcontractor(s) as permitted by law and may employ other personnel to perform services contemplated by this Agreement at Consultant's sole cost and expense. All insurance requirements contained in this Agreement are independently applicable to any and all subcontractors that Consultant may engage during the term of this 2 Brennan Estimating Services, Inc
Rev. 01/2024
758

Agreement.

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

2.0. COMPENSATION AND BILLING

2.1. Compensation. Consultant shall be paid in accordance with the fee schedule set forth in Exhibit "A". Consultant's total compensation shall not exceed One Hundred Ninety Thousand, Fifty Dollars ($190,050), unless authorized herein.

2.2. Additional Services. Consultant shall not receive compensation for any services provided outside the scope of services specified in the Consultant's Proposal or which is inconsistent with or in violation of the provisions of this Agreement unless the City or the Project Manager for this Project, prior to Consultant performing the additional services, approves such additional services in writing. It is specifically understood that oral requests and/or approvals of such additional services or additional compensation shall be barred and are unenforceable.

Should the City request in writing additional services that increase the hereinabove described "Scope of Services", an additional fee based upon the Consultant's standard hourly rates shall be paid to the Consultant for such additional services. Such increase in additional fees shall be limited to 10% of the total contract sum. The City Administrator is authorized to approve a Change Order for such additional services. Where the original contract is $40,000.00 or less, City Council approval shall be required prior to any increase bringing the total compensation to more than $40,000.00.

2.3. Method of Billing. Contractor shall submit invoices electronically within sixty (60) days of completed work to [email protected]. Invoices received in excess of sixty (60) days after completion of work are subject to rejection. Said invoice shall be based on the total of all Consultant's services which have been completed to City's sole satisfaction. City shall pay Consultant's invoice within forty-five (45) days from the date City receives said invoice. Each invoice shall describe in detail the services performed, the date of performance, and the associated time for completion. Any additional services approved and performed pursuant to this Agreement shall be designated as "Additional Services" and shall identify the number of the authorized change order, where applicable, on all invoices.

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

3.0. TIME OF PERFORMANCE

3.1. Commencement and Completion of Work. The professional services to be performed pursuant to this Agreement shall commence within five (5) days from the Effective Date 3 Brennan Estimating Services, Inc
Rev. 01/2024
759

of this Agreement. Said services shall be performed in strict compliance with the Project Schedule approved by City as set forth in Exhibit "A".

3.2. Excusable Delays. Neither party shall be responsible for delays or lack of performance resulting from acts beyond the reasonable control of the party or parties. Such acts shall include, but not be limited to, acts of God, fire, strikes, material shortages, compliance with laws or regulations, riots, acts of war, or any other conditions beyond the reasonable control of a party. If a delay beyond the control of the Consultant is encountered, a time extension may be mutually agreed upon in writing by the City and the Consultant. The Consultant shall present documentation satisfactory to the City to substantiate any request for a time extension.

4.0. TERM AND TERMINATION

4.1. Term. This Agreement shall commence on the Effective Date and continue for a period of 60 months, ending on September 3rd, 2029, unless previously terminated as provided herein or as otherwise agreed to in writing by the parties.

4.2. Notice of Termination. The City reserves and has the right and privilege of canceling, suspending, or abandoning the execution of all or any part of the work contemplated by this Agreement, with or without cause, at any time, by providing at least fifteen (15) days prior written notice to Consultant. The termination of this Agreement shall be deemed effective upon receipt of the notice of termination. In the event of such termination, Consultant shall immediately stop rendering services under this Agreement unless directed otherwise by the City. If the City suspends, terminates, or abandons a portion of this Agreement such suspension, termination, or abandonment shall not make void or invalidate the remainder of this Agreement.

If the Consultant defaults in the performance of any of the terms or conditions of this Agreement, it shall have ten (10) days after service upon it of written notice of such default in which to cure the default by rendering a satisfactory performance. In the event that the Consultant fails to cure its default within such period of time, the City shall have the right, notwithstanding any other provision of this Agreement, to terminate this Agreement without further notice and without prejudice to any other remedy to which it may be entitled at law, in equity or under this Agreement.

The City shall have the right, notwithstanding any other provisions of this Agreement, to terminate this Agreement, at its option and without prejudice to any other remedy to which it may be entitled at law, in equity or under this Agreement, immediately upon service of written notice of termination on the Consultant, if the latter should:
a. Be adjudged a bankrupt;
b. Become insolvent or have a receiver of its assets or property appointed because of insolvency;
c. Make a general assignment for the benefit of creditors; d. Default in the performance of any obligation or payment of any indebtedness under this Agreement;
e. Suffer any judgment against it to remain unsatisfied or unbonded of record 4 Brennan Estimating Services, Inc
Rev. 01/2024
760

for thirty (30) days or longer; or
f. Institute or suffer to be instituted any procedures for reorganization or rearrangement of its affairs.

4.3. Compensation. In the event of termination, City shall pay Consultant for reasonable costs incurred and professional services satisfactorily performed up to and including the date of City's written notice of termination within thirty-five (35) days after service of the notice of termination. Compensation for work in progress shall be prorated based on the percentage of work completed as of the effective date of termination in accordance with the fees set forth herein.

In ascertaining the professional services actually rendered hereunder up to the effective date of termination of this Agreement, consideration shall be given to both completed work and work in progress, to complete and incomplete drawings, and to other documents pertaining to the services contemplated herein whether delivered to the City or in the possession of the Consultant. City shall not be liable for any claim of lost profits.

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

5.0. INSURANCE

5.1. Insurance. The Consultant and all subcontractors, if any, shall procure and maintain, at its sole cost and expense, in a form and content satisfactory to City, during the entire term of this Agreement, including any extension thereof, insurance as set forth in Exhibit "B" attached hereto and incorporated herein by this reference.

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

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

5.3. Certificates of Insurance. Consultant shall provide to City certificates of insurance showing the insurance coverages, as well as providing the City with the required endorsements in a form and content approved by City, prior to performing any services under this Agreement.

The certificates of insurance and endorsements shall be attached hereto as Exhibit "C" and incorporated herein by this reference.

5.4. Non-limitinq. Nothing in this Section shall be construed as limiting in any way, the 5 Brennan Estimating Services, Inc
Rev. 01/2024
761

indemnification provision contained in this Agreement, or the extent to which Consultant may be held responsible for payments of damages to persons or property.

6.0. GENERAL PROVISIONS

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

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

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

6.3. Project Managers. City shall designate a Project Manager to work directly with Consultant in the performance of this Agreement. It shall be the Consultant's responsibility to assure that the Project Manager is kept informed of the progress of the performance of the services and the Consultant shall refer any decision, which must be made by City, to the Project Manager. Unless otherwise specified herein, any approval of City required hereunder shall mean the approval of the Project Manager.

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

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

IF TO CONSULTANT:

Brennan Fire and Security
12540 E. Slauson Ave. Suite D
Santa Fe Springs, CA
Tel: 562-698-6500
6 IF TO CITY:

City of Placentia
401 E. Chapman Ave.

Placentia, CA 92870
Tel: 714-993-8212
Brennan Estimating Services, Inc
Rev. 01/2024
762

Attn: Joseph Brennan, President Attn: Samantha Byfield, Public Works Manager

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

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

6.7. Assignment. Consultant shall not voluntarily or by operation of law assign, transfer, sublet, or encumber all or any part of Consultant's interest in this Agreement without City's prior written consent. Any attempted assignment, transfer, subletting, or encumbrance shall be void and shall constitute a breach of this Agreement and cause for termination of this Agreement. Regardless of City's consent, no subletting or assignment shall release Consultant of Consultant's obligation to perform all other obligations to be performed by Consultant hereunder for the term of this Agreement.

6.8. Indemnification and Hold Harmless. Consultant agrees to protect, defend, indemnify, and hold free and harmless the City, its officers, officials, agents, employees, and volunteers, at Consultant's sole expense, from and against any and all claims, liabilities, demands, actions, expenses, damages, suits or other legal proceedings brought against the City, its officers, officials, agents, employees, and volunteers arising out of or in any way connected with the performance of the Consultant, its employees, and/or authorized subcontractors' work undertaken pursuant to this Agreement including all acts or omissions, willful misconduct or negligent conduct, whether active or passive, on the part of the Consultant, its employees and/or subcontractors. The defense obligation provided for hereunder shall apply whenever any claim, action, complaint or suit asserts liability against the City, its officers, officials, agents, employees, and volunteers based upon the work performed by the Consultant, its employees, and/or authorized subcontractors under this Agreement, whether or not the Consultant, its employees, and/or authorized subcontractors are specifically named or otherwise asserted to be liable, and whether or not there is any evidence of fault or wrongdoing by the Consultant, its employees and/or its subcontractors. Notwithstanding the foregoing, the Consultant shall not be liable for the defense or indemnification of the City for claims, actions, complaints or suits arising out of the sole active negligence or willful misconduct of the City. This provision shall supersede and replace all other indemnity provisions contained either in the City's specifications or Consultant's Proposal, which shall be of no force and effect.

6.9. Independent Contractor. Consultant is and shall be acting at all times as an independent contractor and not as an employee of City. Consultant shall have no power to incur any debt, obligation, or liability on behalf of City or otherwise act on behalf of City as an agent.

Neither City nor any of its agents shall have control over the conduct of Consultant or any of Consultant's employees, except as set forth in this Agreement. Consultant shall not, at any time, or in any manner, represent that it or any of its or employees are in any manner agents or 7 Brennan Estimating Services, Inc
Rev. 01/2024
763

employees of City. Consultant shall secure, at its sole expense, and be responsible for any and all payment of Income Tax, Social Security, State Disability Insurance Compensation, Unemployment Compensation, and other payroll deductions for Consultant and its officers, agents, and employees, and all business licenses, if any are required, in connection with the services to be performed hereunder. Consultant shall indemnify and hold City harmless from any and all taxes, assessments, penalties, and interest asserted against City by reason of the independent contractor relationship created by this Agreement. Consultant further agrees to indemnify and hold City harmless from any failure of Consultant to comply with the applicable worker's compensation laws. City shall have the right to offset against the amount of any fees due to Consultant under this Agreement any amount due to City from Consultant as a result of Consultant's failure to promptly pay to City any reimbursement or indemnification arising under this paragraph.

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

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

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

6.12. Ownership of Documents. All findings, reports, documents, information, and data including, but not limited to, computer tapes or discs, preliminary notes, working documents, files, and tapes furnished or prepared by Consultant or any of its subcontractors in the course of performance of this Agreement, shall be and remain the sole property of City. Consultant agrees that any such documents or information shall not be made available to any individual or organization without the prior consent of City but shall be made available to the City within ten (10) days of request or within ten (10) days of termination. Any use of such documents for other projects not contemplated by this Agreement, and any use of incomplete documents, shall be at the sole risk of City and without liability or legal exposure to Consultant. City shall indemnify and hold harmless Consultant from all claims, damages, losses, and expenses, including attorneys' fees, arising out of or resulting from City's use of such documents for other projects not contemplated by this Agreement or use of incomplete documents furnished by Consultant.

Consultant shall deliver to City any findings, reports, documents, information, data, preliminary notes and working documents, in any form, including but not limited to, computer tapes, discs, files audio tapes, or any other Project related items as requested by City or its authorized representative, at no additional cost to the City. Consultant or Consultant's agents shall execute 8 Brennan Estimating Services, Inc
Rev. 01/2024
764

such documents as may be necessary from time to time to confirm City's ownership of the copyright in such documents.

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

6.14. Conflict of Interest. Consultant and its officers, employees, associates, and subconsultants, if any, will comply with all conflict of interest statutes of the State of California applicable to Consultant's services under this agreement, including, but not limited to, the Political Reform Act (Government Code Sections 81000, et seq.) and Government Code Section 1090.

During the term of this Agreement, Consultant and its officers, employees, associates, and subconsultants shall not, without the prior written approval of the City Representative, perform work for another person or entity for whom Consultant is not currently performing work that would require Consultant or one of its officers, employees, associates, or subconsultants to abstain from a decision under this Agreement pursuant to a conflict of interest statute. Consultant's duties and services under this Agreement shall not include preparing or assisting the City with any portion of the City's preparation of a request for proposals, request for qualifications, or any other solicitation regarding a subsequent or additional contract with the City. The City shall at all times retain responsibility for public contracting, including with respect to any subsequent phase of this project.

Consultant's participation in the planning, discussions, or drawing of project plans or specifications shall be limited to conceptual, preliminary, or initial plans or specifications.

Consultant shall cooperate with the public entity to ensure that all bidders for a subsequent contract on any subsequent phase of this project, if any, have access to the same information, including all conceptual, preliminary, or initial plans or specifications prepared by Consultant pursuant to this Agreement.

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

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

6.17. Order of Precedence. In the event of an inconsistency in this Agreement and any of the attached Exhibits, the terms set forth in this Agreement shall prevail. If, and to the extent 9 Brennan Estimating Services, Inc
Rev. 01/2024
765

this Agreement incorporates by reference any provision of any document, such provision shall be deemed a part of this Agreement. Nevertheless, if there is any conflict among the terms and conditions of this Agreement and those of any such provision or provisions so incorporated by reference, the conflict shall be resolved by giving precedence in the following order, if applicable:

This Agreement, the City's Request for Proposals, the Consultant's Proposal.

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

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

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

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

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

6.23. Waiver. The delay or failure of either party at any time to require performance or compliance by the other of any of its obligations or agreements shall in no way be deemed a waiver of those rights to require such performance or compliance. No waiver of any provision of this Agreement shall be effective unless in writing and signed by a duly authorized representative of the party against whom enforcement of a waiver is sought. The waiver of any right or remedy in respect to any occurrence or event shall not be deemed a waiver of any right or remedy in respect to any other occurrence or event, nor shall any waiver constitute a continuing waiver.

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

6.25. Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original. All counterparts shall be construed together and shall constitute one agreement.

6.26. Corporate Authority. The persons executing this Agreement on behalf of the 10 Brennan Estimating Services, Inc
Rev. 01/2024
766

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

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

CITY OF PLACENTIA,
A municipal corporation
Date:

Damien R. Arrula, City Administrator
ATTEST:

Robert S. McKinnell City Clerk and ex -officio Clerk
of the City of Placentia
CONSULTANT:
,)bst rtt, bVt.t'U&tun, 5r.

Signature
Joseph Brennan Sr.

President
Name and Title
45-4718832
Social Security or Taxpayer ID Number
APPROVED AS TO FORM:

Christian L. Bettenhausen, City Attorney
APPROVED AS TO INSURANCE:

Krystle Murillo, Risk Manager
11 Date:

Date:

Date:
8/20/2024
Brennan Estimating Services, Inc
Rev. 01/2024
767

APPROVED AS TO CONTENT:

Date:

Samantha Byfield, Project Manager
DEPARTMENTAL APPROVAL:

Date:

Christopher Tanio, Director of Public Works
12 Brennan Estimating Services, Inc
Rev. 01/2024
768

EXHIBIT A

CONSULTANT'S PROPOSAL AND SCOPE OF WORK
13 Brennan Estimating Services, Inc
Rev. 01/2024
769

Brennan Fire & Security, INC.
12540 Slauson Ave, Unit D
Santa Fe Springs, CA 90670

FIRE AND SECURITY ALARM MONITORING AND TESTING SERVICES

BID SCHEDULE
Date: July 30, 2024
Location
Address
Equipment Type
Monthly
Monitoring
Cost
Quantity
Annual
Cost
Aguirre Building
505 Jefferson
St
Vista 50 Burglary and
Fire Panel
$48.00
12 $576.00
Backs Community Building
201 N.

Bradford Ave
Vista 50 Burglary and
Fire Panel
$48.00
12 $576.00
Champions Sports
Complex
505 Jefferson
St
Vista 50 Burglary and
Fire Panel
$48.00
12 $576.00
City Corporate Yard
2999 E. La
Jolla St
Vista 32 Burglary and
Fire Panel
$48.00
12 $576.00
City Hall/ Police
Department
401 E.

Chapman Ave
Intrusion System:

Monitoring and MTC
Cellular Backup
Monitoring
$48.00
12 $576.00
Gomez Community Center
1701 Atwood
Ave
Vista 50 Burglary and
Fire Panel
$48.00
12 $576.00
Koch Recreation Center
2210 N.

Valencia Ave
Vista 50 Burglary and
Fire Panel
$48.00
12 $576.00
Kraemer Club House
116 N. Walnut
Ave
Vista 32 Burglary and
Fire Panel
$48.00
12 $576.00
Old City Hall/Fire
Headquarters
120 S.

Bradford Ave
Fire Panel - Potter RA -
6500
Radio - Napco StarLink
$48.00
12 $576.00
Police Department
Evidence Building
2999 E. La
Jolla St
Security - Napco GEM
1632
Fire Panel - Silent Night
6808
Radio - Napco StarLink
$96.00
12 $1152.00
Powell Building
143 S.

Bradford Ave
Vista 50 Burglary and
Fire Panel
$48.00
12 $576.00
Tynes Gymnasium
2101 N.

Tuffree Blvd
Vista 50 Burglary and
Fire Panel
$48.00
12 $576.00
Whitten Community Center
900 S.

Melrose Ave
Vista 32 Burglary and
Fire Panel
$48.00
12 $576.00
Annual Fire Alarm Testing
(per location)
All above
locations
1650.00
13 $21,450.00
Page A-1
770

Sprinkler Testing
Location
Address
Cost
Whitten Community Center - Annual
Sprinkler System Testing
900 S. Melrose Ave
$850.00
Police Evidence Building -Annual Sprinkler
System Testing
2999 E. La Jolla St
$850.00
Whitten Community Center - Five Year
Mainline Testing
900 S. Melrose Ave
$990.00
Police Evidence Building - Five Year
Mainline Testing
2999 E. La Jolla St
$990.00
Labor Rates
Hourly Rate
Normal Business
Hours
$135.00
Emergency After -
Hours
$255.00
Material Markup Percentage
6%
TOTAL BID PRICE WRITTEN IN FIGURES: $ $33,194.00
TOTAL BID PRICE WRITTEN IN WORDS: Thirty Three thousand one hundred ninety four dollars and zero.

Page A-2
771

GENERAL PROVISIONS

SCOPE OF WORK
The City is soliciting bids to provide fire and security monitoring and testing services for a term of five years. Monitoring will include 24 -hour a day services for all intrusion and fire alarm systems. Contractor shall provide the necessary, qualified personnel, vehicles and equipment to perform services, including but not limited to:

1. Annual testing for fire alarm system and in accordance with the National Fire Protection Association (NFPA) and the California Fire Code for fire monitoring.

The monitoring component of these services shall include system signals including but not limited to, fire, security, panic and low battery

2. Monitoring shall include 24 -hour per day, seven days per week central station monitoring of fire and security alarm systems regardless of brand. Monitoring shall include 24 -hour immediate notification to City of Placentia Police Emergency Dispatch, Public Works Superintendent, Public Works Supervisor and Public Works Standby Personnel.

3. Monitoring station must be Underwriter Laboratories (UL) listed and certified. The contractor will provide dispatching special instructions as required, as well as provide the City with control of code management and contact lists. Contractor will provide reports to the City that include number of people to contact, alarm reports, alarm verification and others as determined by the City. Contractor will maintain history, reports and logs for easy retrieval for a period of at least three months and archive history, reports and logs for a period of at least five years.

4. The contractor shall conduct yearly fire testing for City buildings which shall include full documentation of the inspection, deficiencies identified, and any actions taken or scheduled as a result of the preventative maintenance inspection. Inspection includes smoke detectors and security sensors at no extra charge to the City.

5. Contractor shall conduct annual sprinkler inspection at the Whitten Community Center and Police Evidence Building. Every five years Contractor shall conduct mainline testing at these locations.

6. Contractor shall respond to on -call maintenance and repair requests of the intrusion alarm, key entry, fire and security systems and components.

Page A-3
772

The work may include, but is not limited to, updating existing intrusion alarm control panels/communicators and associated control equipment, power supplies and standby batteries and chargers, intrusion system keypads, motion detectors, audible devices, and door alarms as directed by the City. The annual required testing of the fire alarm panels, and equipment shall be in accordance with all applicable regulations and requirements, including but not limited to, NFPA test methods and International Fire Code Chapter 1, Section 107.

Labor costs for any repair service calls during the term of the contract shall be at the hourly rate quoted in the bid proposal for work completed during regular business hours and after-hours emergency response. Costs for repairs shall be billed on a time and materials basis, with the markup percentage indicated in the bid proposal which shall not exceed a maximum of 15 percent. Evidence of material purchased must be provided with all invoices. The time computed to determine the total hours spent on repairs shall begin upon arrival to the job site and will not include drive time, vehicle charges nor gas charge. All repairs shall be invoiced separately upon approval of the Public Works Supervisor. Response time from the time a service request call is placed to Contractor shall not exceed 60 minutes.

7. Cataloging: Within three months of award of contract, Contractor shall provide a review of each facility and catalog, the security alarm components with appropriate identifying information including but not limited to control panel/communicator, intrusion system keypads, motion detectors, audible devices, and door alarms in a form acceptable to the City. The contractor shall provide an electronic copy of the catalog to the City and maintain the catalog current throughout the term of the contract. The catalog shall be the sole property of the City and all copies of the catalog shall be provided to the City upon written demand and none retained by the Contractor in any form.

8. The contractor shall provide recommendations and associated costs for upgrades to equipment and systems where appropriate.

Page A-4
773

EXHIBIT B

INSURANCE REQUIREMENTS
14 Brennan Estimating Services, Inc
Rev. 01/2024
774

EXHIBIT B

INSURANCE REQUIREMENTS
A. Minimum Scope and Limits of Insurance
City reserves the right to review any and all of the required insurance policies and/or endorsements, but has no obligation to do so. Failure to demand evidence of full compliance with the insurance requirements set forth in this Agreement or failure to identify any insurance deficiency shall not relieve Consultant from, nor be construed or deemed a waiver of, its obligation to maintain the required insurance at all times during the performance, including any extension thereof, of this Agreement.

Consultant shall obtain, maintain, and keep in full force and effect during the life of this Agreement, including any extension thereof, all of the following minimum scope of insurance coverages:

1. Commercial General Liability Insurance
Broad -form commercial general liability, with coverage at least as broad as the most current version of ISO Commercial General Liability coverage form CG 00 01, in a form at least as broad as ISO form CG 00 01 04 13, and shall include insurance for premises and operations, products/completed operations, broad form property damage, blanket contractual liability, independent contractors, personal injury or bodily injury, and personal and advertising injury with a policy limit of not less than Two Million Dollars ($2,000,000.00) per occurrence and Four Million Dollars ($4,000,000.00) general aggregate. The aggregate limit, encompassing the above coverage, shall apply separately to this project/location. If Consultant maintains higher limits than the specified minimum limits, City requires and shall be entitled to coverage for the higher limits maintained by the Consultant.

2. Business Automobile Liability Insurance
Business automobile liability for all owned, hired, leased, and non -owned vehicles at least as broad as the most current version of ISO Business Auto Coverage Form CA 00 01, with a policy limit of not less than Two Million Dollars ($2,000,000.00) combined single limit per accident. If Consultant maintains higher limits than the specified minimum limits, City requires and shall be entitled to coverage for the higher limits maintained by the Consultant.

3. Workers' Compensation and Employer's Liability Insurance Workers' compensation insurance as required by the State of California and Employer's Liability Insurance with a minimum limit of One Million Dollars ($1,000,000.00) per accident for any employee or employees of Consultant. Consultant agrees to waive and to obtain endorsements from its workers' compensation insurer waiving subrogation rights under its workers' compensation insurance policy against the City, its officers, officials, agents, employees, and volunteers for losses arising from work performed by Consultant for the City and to require each of its subcontractors, if any, to do likewise under their workers' compensation insurance policies.
775

By signing this Agreement, the Consultant acknowledges and agrees to the following:

I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for Workers' Compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the work of this contract.

The Consultant shall also comply with Section 3800 of the Labor Code by securing, paying for, and maintaining in full force and effect for the duration of this Agreement, complete workers' compensation insurance, and shall furnish a certificate of insurance to the Project Manager before execution of this Agreement by the City. The City, its officers, officials, agents, employees, and volunteers shall not be responsible for any claims in law or equity occasioned by failure of the Consultant to comply with this Section.

4. Standards for Insurance Companies
All insurance policies shall be issued by an insurance company currently authorized by the Insurance Commission to transact business of insurance or is on the List of Approved Surplus Line Insurers in the State of California, with an assigned policyholders' rating of A- (or higher) and Financial Size Category Class VII (or larger) in accordance with the latest edition of Best's Key Rating Guide.

B. Documentation and Other Provisions

1. The commercial general liability insurance policy and business automobile liability policy shall be endorsed to contain the following: The City of Placentia, its officers, officials, agents, employees, and volunteers are additional insureds with respect to: liability arising out of activities performed by or on behalf of the Consultant pursuant to its contract with the City; products and completed operations of the Consultant; premises owned, occupied, or used by the Consultant; and automobiles owned, leased, hired, or borrowed by the Consultant. General liability coverage can be provided in the form of an endorsement to the Contractor's insurance at least as broad as one of the following ISO ongoing operations forms: CG 20 10 or CG 20 26 or CG 20 33 (not allowed from subcontractors), or CG 20 38; and one of the following ISO completed operations forms:

CG 20 37, 2039 (not allowed from subcontractors), or CG 20 40.

2. Said policies shall not terminate, nor shall they be cancelled or coverage reduced, without at least thirty (30) days' written notice to the City. In the event of any cancellation or reduction in coverage or limits of any insurance, Consultant shall forthwith obtain and submit proof of substitute insurance. Should Consultant fail to immediately procure other insurance, as specified, to substitute for any cancelled policy or reduction in the required coverage limits, the City may procure such insurance at Consultant's sole cost and expense.

3. The Consultant's insurance coverage shall be primary insurance coverage at least as broad as ISO CG 20 01 04 13 as respects the City of Placentia, its officers, officials, agents, employees, and volunteers. Any other insurance maintained by the City of Placentia shall be excess and not contributing with the insurance provided by this policy. 776

4. Any failure to comply with the reporting provisions of the policies shall not affect coverage provided to the City of Placentia, its officers, officials, agents, employees, and volunteers.

5. Defense fees and costs shall not deplete the limits of any insurance provided under this Agreement.

6. The Consultant's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability.

7. Consultant shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Consultant shall ensure the City is an additional insured on insurance required from subcontractors.

8. Consultant agrees to waive, and to obtain endorsements from insurers waiving, subrogation rights against the City, its officers, officials, agents, employees, and volunteers for losses arising from work performed by Consultant for the City and to require each of its subcontractors, if any, to do likewise under their insurance policies.

9. Coverage shall be on a standard occurrence form. Claims -made forms are not acceptable. Modified, limited, or restricted occurrence forms are not acceptable. 777

EXHIBIT C

CERTIFICATES OF INSURANCE AND ENDORSEMENTS
15 Brennan Estimating Services, Inc
Rev. 01/2024
778

/ ® CERTIFICATE OF LIABILITY INSURANCE
A���

DATE (MM/DDIYYYY)
7/2/2024
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
Patriot Risk & Insurance Services
18952 MacArthur Blvd., Suite #300
Irvine, CA 92612
www.patrisk.com 0K07568

CONTACT
NAME: Annette Romero

PHONE FAX
(A/c, No, Ext):E-M 949-486-7904 (A/C, No):

ADDRESS: A [email protected]

INSURER(S) AFFORDING COVERAGE
NAIC #
INSURERA: Crum & Forster Specialty Insurance Co (A XIII) 44520

INSURED
Brennan Estimating Services, Inc.

DBA: Brennan Fire and Security
12540 E Slauson Avenue, Suite 'D'
Santa Fe Springs CA 90670
INSURER B : California Automobile Insurance Company (A XIV) 38342
INSURER C : Insurance Company of the West (A XII)
27847
INSURERD: Peleus Insurance Company (A XIV)
34118
INSURERE:

INSURER F :

COVERAGES
CERTIFICATE NUMBER: 80812346
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.

INSR

TYPE OF INSURANCE

INSD DDL
NSD
SWUBR
VD

POLICY NUMBER

POLICY EFF
(MM/DDIYYYY)

POLICY EXP
(MM/DD/YYYY)
LIMITS
A
✓

COMMERCIAL GENERAL LIABILITY
✓
j
GLO107163
7/3/2024
7/3/2025

EACH OCCURRENCE
$1,000,000

CLAIMS -MADE
✓
OCCUR

DAMAGE TO RENTED
PREMISES (Ea occurrence)
$ 50,000
MED EXP (Any one person)
$ 5,000

PERSONAL & ADV INJURY
$ 1,000,000
GEN'L

AGGREGATE
✓

LIMIT APPLIES
jE
PER:

LOC

GENERAL AGGREGATE
$ 2,000,000

PRODUCTS - COMP/OP AGG
$ 2,000,000
$
B

AUTOMOBILE
✓

✓

LIABILITY

ANY AUTO
OWNED
✓

SCHEDULED
AUTOS

AUTOS ONLY E
✓
✓
A040000089973
7/3/2024
7/3/2025
C 0 aBIN tED, SINGLE LIMIT
$ 1,000,000
BODILY INJURY (Per person)
$
BODILY INJURY (Per accident)
$
PROPERTY r d DAMAGE
$
A
✓

UMBRELLA LIAB

EXCESS LIAB
✓
OCCUR

CLAIMS -MADE
E0131142
7/3/2024
7/3/2025

EACH OCCURRENCE
$ 5,000,000

AGGREGATE
$ 5,000,000
DED
RETENTION $
$
C

WORKERS COMPENSATION

AND EMPLOYERS' LIABILITY

ANYPROPRIETOR/PARTNER/EXECUTIVE
OFFICER/MEMBEREXCLUDED?
(Mandatory in NH)
If yes, describe under
DESCRIPTION OF OPERATIONS below
Y / N
N/A
✓
WSD505781503
10/24/2023
10/24/2024
✓

STATUTE
OOTH

E.L. EACH ACCIDENT
$ 1,000,000
E.L. DISEASE - EA EMPLOYEE
$ 1 ,000,000
E.L. DISEASE - POLICY LIMIT
$ 1 ,000,000
D
Professional Liability
CTR 000445404
7/3/2024
7/3/2025
Each Claim: $2,000,000
DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) The City of Placentia, its elected and appointed boards, officers, officials, agents, employees, and volunteers are named as additional insureds with respect to liability arising out of activities performed by or on behalf of the Named Insured pursuant to it's contract with the City; products & completed operations of the named insured; premises owned, occupied or used by the Named Insured; automobiles owned, leased, hired, or borrowed by the Named Insured. This insurance coverage shal be primary insurance as respects the City of Placentia, its officers, officials, agents, employees ***SEE ATTACHED ADDENDUM *30 -day notice of cancellation/10-days for non-payment of premium.

CERTIFICATE HOLDER

CANCELLATION
City of Placentia
Attn: City Administrator
401 E. Chapman
Placentia CA 92870

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE

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

AUTHORIZED REPRESENTATIVE
Dave Jacobson
�c---.e 21? -6-
© 1988-2015 ACORD CORPORATION. All rights reserved.

ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD 779 80812346 24/25 GL/A[:/[:MR/PROF — 23/24 WC Annette Romero 1 7/2/2024 1:45:12 PM (PDT) Page 1 of 14

AGENCY CUSTOMER ID:

LOC #:

ACORO®

ADDITIONAL REMARKS SCHEDULE
Page of
AGENCY
Patriot Risk & Insurance Services

POLICY NUMBER
GLO107163

CARRIER
Crum & Forster Specialty Insurance Co (A XIII)

NAIC CODE
44520

NAMED INSURED
Brennan Estimating Services, Inc.

DBA: Brennan Fire and Security
12540 E Slauson Avenue Suite 'D'
Santa Fe Springs CA 906`70
EFFECTIVE DATE: 7/3/2024

ADDITIONAL REMARKS

THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 25 FORM TITLE: Certificate of Liability (03/16) HOLDER: City of Placentia Attn: City Administrator
ADDRESS: 401 E. Chapman Placentia CA 92870
This insurance coverage shall be primary insurance as respects the City of Placentia, its officers, officials, agents, employees & volunteers. Any other insurance maintained by the City of Placentia shall be excess & not contributory.

ACORD 101 (2008/01)
© 2008 ACORD CORPORATION. All rights reserved.

The ACORD name and logo are registered marks of ACORD ADDENDI 780 80812346 1 24/25 GL/AU/UMB/PROF - 23/24 WC I Annette Romero 1 7/2/2024 1:45:12 PM (PDT) I Page 2 of 14

Brennan Estimating Services, Inc.

DBA: Brennan Fire and Security
GLO107163

COMMERCIAL GENERAL LIABILITY
CG 20 33 12 19
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

ADDITIONAL INSURED - OWNERS, LESSEES OR

CONTRACTORS - AUTOMATIC STATUS WHEN

REQUIRED IN A WRITTEN CONSTRUCTION

AGREEMENT WITH YOU
This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART
A. Section II — Who Is An Insured is amended to
include as an additional insured any person or
organization for whom you are performing
operations when you and such person or
organization have agreed in writing in a contract or
agreement that such person or organization be
added as an additional insured on your policy.

Such person or organization is an additional
insured only with respect to liability for "bodily
injury", "property damage" or "personal and
advertising injury" caused, in whole or in part, by:

1. Your acts or omissions; or

2. The acts or omissions of those acting on your
behalf,
in the performance of your ongoing operations for
the additional insured.

However, the insurance afforded to such
additional insured:

1. Only applies to the extent permitted by law;
and

2. WII not be broader than that which you are
required by the contract or agreement to
provide for such additional insured.

A person's or organization's status as an
additional insured under this endorsement ends
when your operations for that additional insured
are completed.

B. With respect to the insurance afforded to these
additional insureds, the following additional
exclusions apply:

This insurance does not apply to:

1. "Bodily injury", "property damage" or "personal
and advertising injury" arising out of the
rendering of, or the failure to render, any
professional architectural, engineering or
surveying services, including:
a. The preparing, approving, or failing to
prepare or approve, maps, shop drawings,
opinions, reports, surveys, field orders,
change orders or drawings and
specifications; or
b. Supervisory, inspection, architectural or
engineering activities.

This exclusion applies even if the claims
against any insured allege negligence or other
wrongdoing in the supervision, hiring,
employment, training or monitoring of others by
that insured, if the "occurrence" which caused
the "bodily injury" or "property damage", or the
offense which caused the "personal and
advertising injury", involved the rendering of or
the failure to render any professional
architectural, engineering or surveying
services.

CG 20 33 12 19
Insurance Services Office, Inc., 2018
80812346 1 24/25 GL/AU/OMB/PROF - 23/24 WC I Annette Romero 1 7/2/2024 1:45:12 PM (PDT) I Page 3 of 14

781

2. "Bodily injury" or "property damage" occurring
after.
a. All work, including materials, parts or
equipment fumished in connection with
such work, on the project (other than
service, maintenance or repairs) to be
performed by or on behalf of the additional
insured(s) at the location of the covered
operations has been completed; or
b. That portion of "your work" out of which the
injury or damage arises has been put to its
intended use by any person or organization
other than another contractor or
subcontractor engaged in performing
operations for a principal as a part of the
same project.

C. With respect to the insurance afforded to these
additional insureds, the following is added to
Section III — Limits Of Insurance:

The most we will pay on behalf of the additional
insured is the amount of insurance:

1. Required by the contract or agreement you
have entered into with the additional insured;
or

2. Available under the applicable limits of
insurance;
whichever is less.

This endorsement shall not increase the
applicable limits of insurance.

Insurance Services Office, Inc., 2018
80812346 1 24/25 Di./AO/OMB/PROF - 23/24 WC I Annette Romero 1 7/2/2024 1:45:12 PM (PDT) I Page 4 of 14 CG 20 33 12 19
782

GLO107163
Brennan Estimating Services, Inc.

DBA: Brennan Fire and Security

COMMERCIAL GENERAL LIABILITY
CG 20 37 12 19
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

ADDITIONAL INSURED - OWNERS, LESSEES OR

CONTRACTORS - COMPLETED OPERATIONS
This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART

PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART

SCHEDULE
Name Of Additional Insured Person(s)
Or Organization(s)
Location And Description Of Completed Operations
Any person or organization you have agreed in a
written contract to add as an additional insured on
your policy provided the written contract is executed
prior to the "bodily injury", "property damage" or
"personal and advertising injury"
Premises covered under this policy when required by
written contract executed prior to the "bodily injury", "property damage" or "personal and advertising injury"
Information recuired to complete this Schedule, if not shown above, will be shown in the Declarations.

A. Section II — Who Is An Insured is amended to
include as an additional insured the person(s) or
organization(s) shown in the Schedule, but only
with respect to liability for "bodily injury" or
"property damage" caused, in whole or in part, by
"your work" at the location designated and
described in the Schedule of this endorsement
performed for that additional insured and included
in the "products -completed operations hazard".

However:

1. The insurance afforded to such additional
insured only applies to the extent permitted by
law; and

2. If coverage provided to the additional insured
is required by a contract or agreement, the
insurance afforded to such additional insured
will not be broader than that which you are
required by the contract or agreement to
provide for such additional insured.

B. With respect to the insurance afforded to these
additional insureds, the following is added to
Section III — Limits Of Insurance:

If coverage provided to the additional insured is
required by a contract or agreement, the most we
will pay on behalf of the additional insured is the
amount of insurance:

1. Required by the contract or agreement; or

2. Available under the applicable limits of
insurance;
whichever is less.

This endorsement shall not increase the
applicable limits of insurance.

CG 20 37 12 19
© Insurance Services Office, Inc., 2018
80812346 1 24/25 GL/AU/OMB/PROF - 23/24 WC I Annette Romero 1 7/2/2024 1:45:12 PM (PDT) I Page 5 of 14

783

GLO107163
Brennan Estimating Services, Inc.

DBA: Brennan Fire and Security
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

PRIMARY AND NONCONTRIBUTORY -

OTHER INSURANCE CONDITION
This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART

PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART
The following is added to the Other Insurance Condition and supersedes any provision to the contrary:

Primary And Noncontributory Insurance
This insurance is primary to and will not seek contribution from any other insurance available to an additional insured under this policy provided that:
(1) The additional insured is a named insured under such other insurance; and (2) You have agreed in writing in a contract or agreement prior to the injury or damage that this insurance would be primary and would not seek contribution from any other insurance available to the additional insured where the additional insured is a named insured.

However, the insurance provided under this endorsement will not apply beyond the extent required by such contract or agreement.

ALL OTHER TERMS AND CONDITIONS OF THIS POLICY REMAIN UNCHANGED.

CFSIC-GL-1002(09/2020) Page 1 of 1
784
80812346 1 24/25 GL/AU/OMB/PROF — 23/24 WC I Annette Romero 1 7/2/2024 1:45:12 PM (PDT) I Page 6 of 14

Brennan Estimating Services, Inc.y
P idaS IVUMt3 V GLOr107163

COMMERCIAL GENERAL LIABILITY
CG 20121219
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

ADDITIONAL INSURED - STATE OR GOVERNMENTAL

AGENCY OR SUBDIVISION OR POLITICAL

SUBDIVISION - PERMITS OR AUTHORIZATIONS
This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART

SCHEDULE
State Or Govemmental Agency Or Subdivision Or Political Subdivision:

City of Placentia
Attn: City Administrator
401 E. Chapman
Placentia CA 92870
The City of Placentia, its elected and appointed boards, officers, officials, agents, employees, and volunteers are named as additional insureds with respect to liability arising out of activities performed by or on behalf of the Named Insured pursuant to it's contract with the City; products & completed operations of the named insured; premises owned, occupied or used by the Named Insured; automobiles owned, leased, hired, or borrowed by the Named Insured. This insurance coverage shall be primary insurance as respects the City of Placentia, its officers, officials, agents, employees and volunteers. Any other insurance maintained by the City of Placentia shall be e„euss fA yet ce, ,t, .Lutery.

Information required to complete this Schedule, if not shown above, will be shown in the Declarations.

A. Section II — Who Is An Insured is amended to
include as an additional insured any state or
governmental agency or subdivision or political
subdivision shown in the Schedule, subject to the
following provisions:

1. This insurance applies only with respect to
operations performed by you or on your behalf
for which the state or govemmental agency or
subdivision or political subdivision has issued a
permit or authorization.

However:
a. The insurance afforded to such additional
insured only applies to the extent permitted
by law; and
b. If coverage provided to the additional
insured is required by a contract or
agreement, the insurance afforded to such
additional insured will not be broader than
that which you are required by the contract
or agreement to provide for such additional
insured.

2. This insurance does not apply to:
a. "Bodily injury", "property damage" or
"personal and advertising injury" arising out
of operations performed for the federal
govemment, state or municipality; or
b. "Bodily injury" or "property damage"
included within the "products -completed
operations hazard".

B. With respect to the insurance afforded to these
additional insureds, the following is added to
Section III — Limits Of Insurance:

If coverage provided to the additional insured is
required by a contract or agreement, the most we
will pay on behalf of the additional insured is the
amount of insurance:

1. Required by the contract or agreement; or

2. Available under the applicable limits of
insurance;
whichever is less.

This endorsement shall not increase the
applicable limits of insurance.

CG20121219
© Insurance Services Office, Inc., 2018 Page 1 of 1
785
80812346 1 24/25 Di./AO/OMB/PROF - 23/24 WC Annette Romero 1 7/2/2024 1:45:12 PM (PDT) I Page 7 of 14

A040000089973
Brennan Estimating Services, Inc.

DBA: Brennan Fire and Security
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

Business Auto Broadening Endorsement
This endorsement modifies insurance provided under the following:

BUSINESS AUTO COVERAGE FORM
I. NEWLY ACQUIRED OR FORMED ENTITY (BROAD FORM NAMED INSURED) I I. EMPLOYEES AS INSUREDS
I I I . AUTOMATIC ADDITIONAL INSURED
IV. EMPLOYEE HIRED AUTO LIABILITY
V. SUPPLEMENTARY PAYMENTS
VI. FELLOW EMPLOYEE COVERAGE
VII. ADDITIONAL TRANSPORTATION EXPENSE
VIII. HIRED AUTO PHYSICAL DAMAGE COVERAGE
IX. ACCIDENTAL AIRBAG DEPLOYMENT COVERAGE
X. LOAN/LEASE GAP COVERAGE
XI. GLASS REPAIR - DEDUCTIBLE WAIVER
XII. TWO OR MORE DEDUCTIBLES
XIII. AMENDED DUTIES IN EVENT OF ACCIDENT, CLAIM, SUIT OR LOSS XIV. WAIVER OF SUBROGATION
XV. UNINTENTIONAL ERROR, OMISSION, OR FAILURE TO DISCLOSE HAZARDS XVI. EMPLOYEE HIRED AUTO PHYSICAL DAMAGE
XVII. PRIMARY AND NONCONTRIBUTORY IF REQUIRED BY CONTRACT XVIII. HIRED AUTO - COVERAGE TERRITORY
XIX. BODILY INJURY REDEFINED TO INCLUDE RESULTANT MENTAL ANGUISH MCA85100817-CA
Copyright 2017 Mercury Insurance Services, LLC. All rights reserved.

Includes copyrighted material of Insurance Services Office, Inc., with its Permission Page 1 of 6 786
80812346 1 24/25 GL/AU/OMB/PROF - 23/24 WC I Annette Romero 1 7/2/2024 1:45:12 PM (PDT) I Page 8 of 14

BUSINESS AUTO COVERAGE FORM
NEWLY ACQUIRED OR FORMED ENTITY (Broad Form Named Insured) SECTION II - LIABILITY COVERAGE, A. Coverage, 1. Who Is An Insured, the following is added:
d. Any business entity newly acquired or formed by you during the policy period provided you own 50% or more of the business entity and the business entity is not separately insured for Business Auto Coverage. Coverage is extended up to a maximum of 180 days following acquisition or formation of the business entity.

Coverage under this provision is afforded only until the end of the policy period.

Coverage does not apply to an "accident" which occurred before you acquired or formed the organization.

II. EMPLOYEES AS INSUREDS
SECTION II - LIABILITY COVERAGE, A. Coverage, 1. Who Is An Insured, the following is added:
e. Any "employee" of yours is an "insured" while using a covered "auto" you don't own, hire or borrow in your business or your personal affairs.

III. AUTOMATIC ADDITIONAL INSURED
SECTION II - LIABILITY COVERAGE, A. Coverage, 1. Who Is An Insured, the following is added:
f. Any person or organization that you are required to include as additional insured on the Coverage Form in a written contract or agreement that is signed and executed by you before the "bodily injury" or "property damage" occurs and that is in effect during the policy period is an "insured" for Liability Coverage, but only for damages to which this insurance applies and only to the extent that person or organization qualifies as an "insured" under the Who Is An Insured provision contained in Section I I.

IV. EMPLOYEE HIRED AUTO LIABILITY
SECTION II - LIABILITY COVERAGE, A. Coverage, 1. Who Is An Insured, the following is added:
g.

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.

V. SUPPLEMENTARY PAYMENTS
SECTION II — LIABILITY COVERAGE, A. Coverage, 2. Coverage Extensions, a. Supplementary Payments, Subparagraphs (2) and (4) are replaced by the following:
(2) Up to $3,000 for cost of bail bonds (including bonds for related traffic law violations) required because of an "accident" we cover. We are not obligated to furnish these bonds.
(4) All reasonable expenses incurred by the "insured" at our request, including actual loss of earnings up to $500 a day because of time off from work.

MCA85100817-CA
Copyright 2017 Mercury Insurance Services, LLC. All rights reserved.

Includes copyrighted material of Insurance Services Office, Inc., with its Permission Page 2 of 6 787
80812346 1 24/25 GL/AU/OMB/PROF — 23/24 WC I Annette Romero 1 7/2/2024 1:45:12 PM (PDT) I Page 9 of 14

VI. FELLOW EMPLOYEE COVERAGE:

SECTION II — LIABILITY COVERAGE, B. Exclusions, 5. Fellow Employee This exclusion does not apply if you have workers' compensation insurance in -force covering all of your "employees". Coverage is excess over any other collectible insurance.

VII. ADDITIONAL TRANSPORTATION EXPENSE
SECTION III - PHYSICAL DAMAGE COVERAGE, A. Coverage, 4. Coverage Extensions, a. Transportation Expenses, is replaced with the following:

We will pay up to $50 per day to a maximum of $1000 for temporary transportation expense incurred by you because of the total theft of a covered "auto" of the private passenger type. We will pay only for those covered "autos" for which you carry either Comprehensive or Specified Causes of Loss Coverage. We will pay for temporary transportation expenses incurred during the period beginning 48 hours after the theft and ending, regardless of the policy's expiration, when the covered "auto" is returned to use or we pay for its "loss". If your business shown in the Declarations is other than an auto dealership, we will also pay up to $1,000 for reasonable and necessary costs incurred by you to return a stolen covered auto from the place where it is recovered to its usual garaging location.

VIII. HIRED AUTO PHYSICAL DAMAGE COVERAGE
SECTION II I — PHYSICAL DAMAGE COVERAGE, A. Coverage, 4. Coverage Extensions, the following is added:
c. If Liability Coverage is provided in this policy on a Symbol 1 or a Symbol 8 basis and Comprehensive, Specified Causes of Loss, or Collision coverages are provided under this coverage form for any "auto" you own, then the Physical Damage Coverages provided are extended to "autos" you hire, subject to the following limit:
(1) The most we will pay for "loss" to any hired "auto" is $50,000 or Actual Cash Value or Cost of Repair, whichever is less
(2) $500 deductible will apply to any loss under this coverage extension, except that no deductible shall apply to "loss" caused by fire or lightning Subject to the above limit and deductible we will provide coverage equal to the broadest coverage applicable to any covered "auto" you own of similar size and type. This coverage extension is excess coverage over any other collectible insurance.

IX. ACCIDENTAL AIRBAG DEPLOYMENT COVERAGE
SECTION II I - PHYSICAL DAMAGE COVERAGE, B. Exclusions, 3.a., is amended to add the following:

This exclusion does not apply to the accidental discharge of an airbag.

MCA85100817-CA
Copyright 2017 Mercury Insurance Services, LLC. All rights reserved.

Includes copyrighted material of Insurance Services Office, Inc., with its Permission Page 3 of 6 788
80812346 1 24/25 GL/AU/OMB/PROF — 23/24 WC I Annette Romero 1 7/2/2024 1:45:12 PM (PDT) I Page 10 of 14

X. LOAN/LEASE GAP COVERAGE
SECTION III - PHYSICAL DAMAGE COVERAGE C. Limit of Insurance, the following is added:

4. In the event of a "total loss" to a covered "auto" shown in the schedule or declarations for which Collision and Comprehensive Coverage apply, we will pay any unpaid amount due on the lease or loan for that covered "auto," less:
a. The amount paid under the Physical Damage Coverage Section of the policy; and
b. Any:
(1) Overdue lease/loan payments at the time of the "loss"; (2) Financial penalties imposed under a lease for excessive use, abnormal wear and tear or high mileage.
(3) Security deposits not returned by the lessor;
(4) Costs for extended warranties, Credit Life Insurance, Health, Accident or Disability Insurance purchased with the loan or lease; and (5) Carry-over balances from previous loans or leases.

The most we will pay under Auto Loan/Lease Gap Coverage for an insured auto is 25% of the actual cash value of that insured auto at the time of the loss.

XI. GLASS REPAIR — DEDUCTIBLE WAIVER
SECTION II I - PHYSICAL DAMAGE COVERAGE, D. Deductible, the following is added:

No deductible applies to glass damage if the glass is repaired rather than replaced.

XII. TWO OR MORE DEDUCTIBLES
SECTION II I -PHYSICAL DAMAGE COVERAGE, D. Deductible, the following is added:

If two or more "company" policies or coverage forms apply to the same accident:

1. If the applicable Business Auto deductible is the smallest, it will be waived; or

2. If the applicable Business Auto deductible is not the smallest, it will be reduced by the amount of the smallest deductible; or

3. If the loss involves two or more Business Auto coverage forms or policies the smallest deductible will be waived.

For the purpose of this endorsement "company" means the company providing this insurance and any of the affiliated members of the Mercury Insurance Group of companies.

XIII. AMENDED DUTIES IN EVENT OF ACCIDENT, CLAIM, SUIT OR LOSS The requirement in SECTION IV, BUSINESS AUTO CONDITIONS, A. Loss Conditions, 2. Duties In The Event Of Accident, Claim, Suit, Or Loss, a., In the event of "accident", you must notify us of an "accident" applies only when the "accident" is known to:
(1) You, if you are an individual;
(2) A partner, if you are a partnership;
(3) A member, if you are a limited liability company; or (4) An executive officer or insurance manager, if you are a corporation.

MCA85100817-CA
Copyright 2017 Mercury Insurance Services, LLC. All rights reserved.

Includes copyrighted material of Insurance Services Office, Inc., with its Permission Page 4 of 6 789
80812346 1 24/25 GL/AU/OMB/PROF — 23/24 WC I Annette Romero 1 7/2/2024 1:45:12 PM (PDT) I Page 11 of 14

XIV. WAIVER OF SUBROGATION
SECTION IV - BUSINESS AUTO CONDITIONS, A. Loss Conditions, 5. Transfer of Rights Of Recovery Against Others To Us, section is replaced by the following:

5. Transfer Of Rights Of Recovery Against Others To Us
We waive any right of recovery we may have against any person or organization to the extent required of you by a written contract executed prior to any "accident" or "loss", provided that the "accident" or "loss" arises out of the operations contemplated by such contract. The waiver applies only to the person or organization designated in such contract.

XV. UNINTENTIONAL ERROR, OMISSION, OR FAILURE TO DISCLOSE HAZARDS SECTION IV - BUSINESS AUTO CONDITIONS, B. General Conditions, 2. Concealment, Misrepresentation, or Fraud, the following is added:

Any unintentional omission of or error in information given by you, or unintentional failure to disclose all exposures or hazards existing as of the effective date or at any time during the policy period shall not invalidate or adversely affect the coverage for such exposure or hazard or prejudice your rights under this insurance. However, you must report the undisclosed exposure or hazard to us as soon as reasonably possible after its discovery.

This provision does not affect our right to collect additional premium or exercise our right of cancellation or non -renewal.

XVI. EMPLOYEE HIRED AUTO PHYSICAL DAMAGE
SECTION IV — BUSINESS AUTO CONDITIONS, B. General Conditions, 5. Other Insurance, b. For Hired Auto Physical Damage Coverage, is replaced by the following:
b. For Hired Auto Physical Damage Coverage, the following are deemed to be covered "autos" you own:

1. Any covered "auto" you lease, hire, rent or borrow; and

2. Any covered "auto" hired or rented by your "employee" under a contract in that individual "employee's" name, with your permission, while performing duties related to the conduct of your business.

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

XVII. PRIMARY AND NONCONTRIBUTORY IF REQUIRED BY CONTRACT SECTION IV - BUSINESS AUTO CONDITIONS, B. General Conditions, 5. Other Insurance, the following is added and supersedes any provision to the contrary:
e. This insurance is primary to and will not seek contribution from any other insurance available to an additional insured under your policy provided that:
(1) The additional insured is a Named Insured under such other insurance; and (2) You have agreed in writing in a contract or agreement that this insurance would be primary and would not seek contribution from any other insurance available to the additional insured.

MCA85100817-CA
Copyright 2017 Mercury Insurance Services, LLC. All rights reserved.

Includes copyrighted material of Insurance Services Office, Inc., with its Permission Page 5 of 6 790
80812346 1 24/25 GL/AU/OMB/PROF — 23/24 WC I Annette Romero 1 7/2/2024 1:45:12 PM (PDT) I Page 12 of 14

XVIII. HIRED AUTO - COVERAGE TERRITORY
SECTION IV - BUSINESS AUTO CONDITIONS, B. General Conditions, 7. Policy Period, Coverage Territory, e. Anywhere in the world if:, is replaced by the following:
e. Anywhere in the world if:
(1) A covered "auto" is leased, hired, rented or borrowed without a driver for a period of 30 days or less; and
(2) The "insured's" responsibility to pay damages is determined in a "suit" on the merits, in the United States of America, the territories and possessions of the United States of America, Puerto Rico, or Canada or in a settlement we agree to.

XIX. BODILY INJURY REDEFINED TO INCLUDE RESULTANT MENTAL ANGUISH SECTION V - DEFINITIONS, C. "Bodily Injury" is amended by adding the following:
"Bodily injury" also includes mental anguish but only when the mental anguish arises from other bodily injury, sickness, or disease.

MCA85100817-CA
Copyright 2017 Mercury Insurance Services, LLC. All rights reserved.

Includes copyrighted material of Insurance Services Office, Inc., with its Permission Page 6 of 6 791
80812346 1 24/25 GL/AU/OMB/PROF — 23/24 WC I Annette Romero 1 7/2/2024 1:45:12 PM (PDT) I Page 13 of 14

WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 99 06 34 (Ed. 8-00)

WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT - BLANKET 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).

The additional premium for this endorsement shall be 3% of the total California Workers' Compensation premium otherwise due.

Schedule
Person or Organization Job Description

ANY PERSON I ORG WHEN REQUIRED ALL CA OPERATIONS

BY WRITTEN CONTRACT
Policy Number: wSD50578I503
Endorsement Effective: 10/24/2023
Issue Date:7/2,2024
Insured: Brennan Estimating Services, Inc.

DBA: Brennan Fire and Security
Coverage Provided by: Ins Co of the West
Countersigned by:

WC 99 06 34
(Ed. 8-00)
80812346 1 24/25 GL/AU/OMB/PROF - 23/24 WC I Annette Romero 1 7/2/2024 1:45:12 PM (PDT) I Page 14 of 14 792