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Home My WebLink AboutC-3098 \\ ClerKIS ORIGINAL CITY OF ARCADIA PROFESSIONAL SERVICES AGREEMENT REGARDING ASSESSMENT ENGINEERING SERVICES FOR 6.6KV STREET LIGHT CONVERSION 1: PARTIES AND DATE. This Agreement is made and entered into this day of NOV,eM be/ 2016 by and between the City of Arcadia, a charter city organized under the Constitution and laws of the State of California with its principal place of business at 240 West Huntington Drive, Arcadia, California 91066-6021 ("City") and Willdan Financial Services, a California Corporation, with its principal place of business at 27368 Via- Industria, Suite 200, Temecula, CA 92590 ("Consultant"). City and Consultant are sometimes individually referred to as "Party" and collectively as "Parties." 2. RECITALS. 2.1 Consultant. Consultant desires to perform and assume responsibility for the provision of certain professional services required by the City on the terms and conditions set forth in this Agreement. Consultant represents that it is experienced in providing assessment engineering services to public clients, is licensed in the State of California, and is familiar with the plans of City. 2.2 Project. City desires to engage Consultant to render such services for the 6.6kV Street Light Conversion project ("Project") as set forth in this Agreement. 3. TERMS. 3.1 Scope of Services and Term. 3.1.1 General Scope of Services. Consultant promises and agrees to furnish to the City all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately supply the professional assessment engineering services necessary for the Project ("Services"). The Services are more particularly described in Exhibit "A" attached hereto and incorporated herein by reference. All Services shall be subject to, and performed in accordance with, this Agreement, the exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations. Revised 04/13 1 J I ' 3.1.2 Term. The term of this Agreement shall be from one year from the date of execution, unless earlier terminated as provided herein. Consultant shall complete the Services within the term of this Agreement, and shall meet any other established'schedules and deadlines. 3.2 Responsibilities of Consultant. 3.2.1 Control and Payment of Subordinates; Independent Contractor. The Services shall be performed by Consultant or under its supervision. Consultant will determine the means, methods and details of performing the Services subject to the requirements of this Agreement. City retains Consultant on an independent contractor basis and not as an employee. Consultant retains the right to perform similar or different services for others during the term of this Agreement. Any additional personnel performing the Services under this Agreement on behalf of Consultant shall also not be employees of City and shall at all times be under Consultant's exclusive direction and control. Consultant shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of Services under this Agreement and . as required by law. Consultant shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment.insurance, disability insurance, and workers' compensation insurance. 3.2.2 Schedule of Services. Consultant shall perform the Services expeditiously, within the term of this Agreement, and in accordance with the Schedule of Services set forth in Exhibit "B" attached hereto and incorporated herein by reference. Consultant represents that it has the professional and technical personnel required to perform the Services in conformance with such conditions. In order to facilitate Consultant's conformance with the Schedule, City shall respond to Consultant's submittals in a timely manner. Upon request of City, Consultant shall provide a more detailed schedule of anticipated performance to meet the Schedule of Services. 3.2.3 Conformance to Applicable Requirements. All work prepared by Consultant shall be subject to the prior written approval of City. 3.2.4 Substitution of Key Personnel. Consultant has represented to City that certain key personnel will perform and coordinate the Services under this Agreement. Should one or more of such personnel become unavailable, Consultant may substitute other personnel of at least equal competence upon prior written approval of City. In the event that City and Consultant cannot agree as to the substitution of key personnel, City shall be entitled to terminate this Agreement for cause. As discussed below, any personnel who fail or refuse to perform the Services in a manner acceptable to the City, or who are determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project or a threat to the safety of persons or property, shall be promptly removed from the Project by the Consultant at the request of the City. The key personnel for performance of this Agreement are as follows: Jim McGuire, Principal Consultant. Revised 04/13 2 3.2.5 City's Representative. The City hereby designates Tom Tait, Public Works Services Director, or his or her designee, to act as its representative for the performance of this Agreement ("City's Representative"). City's Representative shall have the power to act on behalf of the City for all purposes under this Contract. Consultant shall not accept direction or orders from any person other than the City's Representative or his or her designee. 3.2.6 Consultant's Representative. Consultant hereby designates Jim McGuire, Principal Consultant, or his or her designee, to act as its representative for the performance of this Agreement ("Consultant's Representative"). Consultant's Representative shall have full authority to represent and act on behalf of the Consultant for all purposes under this Agreement. The Consultant's Representative shall supervise and direct the Services, using his best skill and attention, and shall be responsible for all means, methods, techniques, sequences and procedures and for the satisfactory coordination of all portions of the Services under this,Agreement. 3.2.7 Coordination of Services. Consultant agrees to work closely with City staff in the performance of Services and shall be available to City's staff, consultants and other staff at all reasonable times. 3.2.8 Standard of Care; Performance of Employees. Consultant shall perform all Services under this Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Consultant represents and maintains that it is skilled in the professional calling necessary to perform the Services. Finally, Consultant represents that it, its employees and subcontractors have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services, including a City Business License, and that such licenses and approvals shall be maintained throughout the term of this Agreement. As provided for in the indemnification provisions of this Agreement, Consultant shall perform, at its own cost and expense and without reimbursement from the City, any services necessary to correct errors or omissions which are caused by the Consultant's failure to comply with the standard of care provided for herein. Any employee of the Consultant or its sub- consultants who is determined by the City to be uncooperative,.incompetent, a threat to the adequate or timely completion of the Project, a threat to the safety of persons or property, or any employee who fails or refuses to perform the Services in a manner acceptable to the City, shall be promptly removed from the Project by the Consultant and shall not be re-employed to perform any of the Services or to work on the Project. 3.2.9 Laws and Regulations. Consultant shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Project or the Services, including all Cal/OSHA requirements, and shall give all notices required by law. Consultant shall be liable for all violations of such laws and regulations in connection with Services. If the Consultant performs any work knowing it to be contrary to such laws, rules and regulations and Revised 04113 3 without giving written notice to the City, Consultant shall be solely responsible for all costs arising therefrom. Consultant shall defend, indemnify and hold City, its officials, directors, officers, and employees free and harmless, pursuant to the indemnification provisions of this Agreement, from any claim or liability arising out of any failure or alleged failure to comply with such laws, rules or regulations. 3.2.9.1 Immigration Reform and Control Act. Consultant acknowledges that Consultant, and all subcontractors hired by Consultant to perform services under this Agreement, are aware of and understand the Immigration Reform and Control Act ("IRCA"). Consultant is and shall remain in compliance with the IRCA and shall ensure that any subcontractors hired by Consultant to perform services under this Agreement are in compliance with the IRCA. In addition, Consultant agrees to indemnify, defend and hold harmless the City, its directors, officials, officers and employees, from any liability, damages or causes of action arising out of or relating to any claims that Consultant's employees, or the employees of any subcontractor hired by Consultant, are not authorized to work in the United States for Consultant or its subcontractor and/or any other claims based upon alleged IRCA violations committed by Consultant or Consultant's subcontractor(s). 3.2.10 Insurance. 3.2.10.1 Time for Compliance. Consultant shall not commence Work under this Agreement until it has provided evidence satisfactory to the City that it has secured all insurance required under this section. In addition, Consultant - shall not allow any subcontractor to commence work on any subcontract until it has provided evidence satisfactory to the City that the subcontractor has secured all insurance required under this section; provided, however, that in lieu thereof, the Consultant may provide evidence to the City that all subcontractors are additional insureds under the Consultant's policies of insurance. 3.2.10.2 Minimum Requirements. Consultant shall, at its expense, procure and maintain for the duration of the Agreement insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the Agreement by the Consultant, its agents, representatives, employees, subcontractors and volunteers. Consultant shall also name and obtain insurer's consent to naming City, its directors, officials, officers, and employees as an additional insured with proof of certificate of insurance that they are an additional insured. Such insurance shall meet at least the following minimum levels of coverage: (A) Minimum Scope of Insurance. Coverage shall be when commercially available (occurrence based) at least as broad as the latest version of the following: (1) General Liability: Insurance Services Office Commercial General Liability coverage for premises and operations, contractual liability, personal injury, bodily injury, independent contractors, broadform property damage, explosion, collapse, and underground, products and completed operations; (2) Automobile Liability: Revised 04/13 4 Insurance Services Office Business Auto coverage for any auto owned, leased, hired, and borrowed by Consultant or for which Consultant is responsible; and (3) Workers' Compensation and Employer's Liability: Workers' Compensation insurance as required by the State of California and Employer's Liability Insurance. The City, its directors, officials, officers, and employees shall be listed as additional insured. Any deductibles or self-insured retentions must be declared to and approved by City and conform to the requirements provided in Section 3.2.10.6 herein. (B) Minimum Limits of Insurance. Consultant shall maintain limits no less than: (1) General Liability: $1,000,000 combined single limit per occurrence for bodily injury, personal injury and property damage, with an aggregate limit of$1,000,000. If Commercial General Liability Insurance or other form with general aggregate limit is used, either the general aggregate limit shall apply separately to this Agreement/location or the general aggregate limit shall be twice the required occurrence limit; (2) Automobile Liability: $1,000,000 combined single limit per accident for bodily injury and property damage; and (3) Workers' Compensation and Employer's Liability: Workers' Compensation limits as required by the Labor Code of the State of California. Employer's Liability limits of $1,000,000 per accident for bodily injury or disease. 3.2.10.3 Professional Liability. Consultant shall procure and maintain, and require its sub-consultants to procure and maintain, for a period of three (3) years following completion of the Project, errors and omissions liability insurance appropriate to their profession. Such insurance shall be in an amount not less than $1,000,000 per claim, and shall be endorsed to include contractual liability. 3.2.10.4 Insurance Endorsements. The insurance policies shall contain the following provisions, or Consultant shall provide endorsements on forms supplied or approved by the City to add the following provisions to the insurance policies: (A) General Liability. The general liability policy shall be endorsed to state that: (1) the City, its directors, officials, officers, and employees shall be covered as additional insured with respect to liability arising out of Services operations and for completed operations performed by or on behalf of the Consultant, including materials, parts or equipment furnished in connection with such work; and (2) the insurance coverage shall be primary insurance as respects the City, its directors, officials, officers, and employees, or if excess, shall stand in an unbroken chain of coverage excess of the Consultant's scheduled underlying coverage. Any insurance or self-insurance maintained by the City, its directors, officials, officers, employees and volunteers shall be excess of the Consultant's insurance and shall not be called upon to contribute with it in any way. (B) Automobile Liability. The automobile liability policy shall be endorsed to state that: (1) the City, its directors, officials, officers, and • Revised 04113 5 • employees shall be covered as additional insureds with respect to the ownership, operation, maintenance, use, loading or unloading of any auto owned, leased, hired or borrowed by the Consultant or for which the Consultant is responsible; and (2) the insurance coverage shall be primary insurance as respects the City, its directors, officials, officers, and employees, or if excess, shall stand in an unbroken chain of coverage excess of the Consultant's scheduled underlying coverage. Any insurance or self-insurance maintained by the City, its directors, officials, officers, and employees shall be excess of the Consultant's insurance and shall not be called upon to contribute with it in any way. (C) Workers' Compensation and Employers Liability Coverage. The insurer shall agree to waive all rights of subrogation against the City, its directors, officials, officers, and employees for losses paid under the terms of the insurance policy which arise from work performed by the Consultant. (D) All Coverages. Each insurance policy required by this Agreement shall be endorsed to state that: (A) coverage shall not be, reduced or canceled except after thirty (30) days prior written notice by first class mail, of cancellation, provided, however, that in the event of cancellation due solely to non- payment of premium, ten (10) days notice of cancellation for non-payment of premium may instead be given to the City.; and (B) any failure to comply with reporting or other provisions of the policies, including breaches of warranties, shall not affect coverage provided to the City, its directors, officials, officers, and employees. 3.2.10.5' Separation of Insureds; No Special Limitations. All insurance required by this Section shall contain standard separation of insureds provisions. In addition, such insurance shall not contain any special limitations on the scope of protection afforded to the City, its directors, officials, officers, and employees. 3.2.10.6 Deductibles and Self-Insurance Retentions. Any deductibles or self-insured retentions must be declared to and approved by the City. Consultant shall guarantee that, at the option of the City, either: (1) the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City, its directors, officials, officers, and employees; or (2) the Consultant shall procure a bond guaranteeing payment of losses and related investigation costs, claims and administrative and defense expenses. 3.2.10.7 Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best's rating no less than A:VII, admitted or approved to do business in California, and satisfactory to the City. 3.2.10.8 Verification of Coverage. Consultant shall furnish City with complete and accurate copies of current certificates of insurance and endorsements effecting coverage required by this Agreement on forms satisfactory to the City. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf, and shall be on forms provided by the City if requested. Copies of all certificates and endorsements Revised 04/13 6 must be received and approved by the City before work commences. The City reserves the right to require complete, certified copies of all required insurance policies, at any time. 3.2.10.9 Safety. Consultant shall execute and maintain its work so as to avoid injury or damage to any person or property. In carrying out its Services, the Consultant shall at all times be in compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the work and the conditions under which the work is to be performed. Safety precautions as applicable shall include, but shall not be limited to: (A) adequate life protection and life saving equipment and procedures; (B) instructions in accident prevention for all employees and subcontractors, such as safe walkways, scaffolds, fall protection ladders, bridges, gang planks, confined space procedures, trenching and shoring, equipment and other safety devices, equipment and wearing apparel as are necessary or lawfully required to prevent accidents or injuries; and (C) adequate facilities for the proper inspection and maintenance of all safety measures. 3.2.10.10 Material Breach. Lack of insurance does not negate Consultant's obligations under this Agreement. Maintenance of proper insurance coverage is a material element of this Agreement and failure to maintain or renew coverage or to provide evidence of renewal may be treated by the City as a material breach of the Agreement. 3.3 Fees and Payments. 3.3.1 Compensation. Consultant shall receive compensation, including reimbursements which receive the City's prior written authorization, for all Services rendered under this Agreement at the rates set forth in Exhibit"C" attached hereto and incorporated herein by reference. The total compensation shall not exceed TWENTY- EIGHT THOUSAND, SIX HUNDRED FIFTY DOLLARS, AND NO CENTS ($28,650.00) without written approval of the City Manager. Extra Work may be authorized, as described below, and if authorized, will be compensated at the rates and manner set forth in this Agreement. 3.3.2 Payment of Compensation. Consultant shall submit to City a monthly itemized statement which indicates work completed and hours of Services rendered by Consultant. The statement shall describe the amount of Services and supplies provided since the initial commencement date, or since the start of the subsequent billing periods, as appropriate, through the date of the statement. City shall, within forty-five (45) days of receiving such statement, review the statement and pay all approved charges thereon. 3.3.3 Reimbursement for Expenses. Consultant shall not be reimbursed for any expenses unless prior written authorization is obtained from the City. Revised 04/13 7 3.3.4 Extra Work. At any time during the term of this Agreement, City may request that Consultant perform Extra Work. As used herein, "Extra Work" means any work which is determined by City to be necessary for the proper completion of the Project, but which the parties did not reasonably anticipate would be necessary at the execution of this Agreement. Consultant shall not perform, nor be compensated for, Extra Work without prior written authorization from City's Representative. 3.4 Accounting Records. 3.4.1 Maintenance and Inspection. Consultant shall maintain complete and accurate records with respect to all costs and expenses incurred under this Agreement. All such records shall be clearly identifiable. Consultant shall allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement. 3.5 General Provisions. 3.5.1 Termination of Agreement. 3.5.1.1 Grounds for Termination. City may, by written notice to Consultant, terminate the whole or any part of this Agreement at any time and without cause by giving written notice to Consultant of such termination, and specifying the effective date thereof, at least seven (7) days before the effective date of such termination. Upon termination, Consultant shall be compensated only for those services which have been adequately rendered to City, and Consultant shall be entitled to no further compensation. Consultant may not terminate this Agreement except for cause. A termination without cause by City shall not act as or be deemed a waiver of any potential known or unknown City claims associated with Consultant's performance prior to the date of termination. 3.5.1.2 Effect of Termination. If this Agreement is terminated as provided herein, City may require Consultant to provide all finished or unfinished Documents and Data and other information of any kind prepared by Consultant in connection with the performance of Services under this Agreement. Consultant shall be required to provide such document and other information within fifteen (15) days of the request. 3.5.1.3 Additional Services. In the event this Agreement is terminated in whole or in part as provided herein, City may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated. Revised 04/13 8 3.5.2 Delivery of Notices. All notices permitted or required under this Agreement shall be given to the respective parties at the following address, or at such other address as the respective parties may provide in writing for this purpose: Consultant: Willdan Financial Services 27368 Via Industria, Suite 110 Temecula, CA 92590 Attn: Jim McGuire, Principal Consultant City: City of Arcadia 240 West Huntington drive Arcadia, CA 91007 Attn: Dave McVey, General Services Superintendent Such notice shall be deemed made when personally delivered or when mailed, forty- eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service. 3.5.3 Ownership of Materials and Confidentiality. 3.5.3.1 Documents & Data; Licensing of Intellectual Property. This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Consultant under this Agreement ("Documents & Data"). Consultant shall require all subcontractors to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subcontractor prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all Documents & Data. Consultant makes no such representation and warranty in regard to Documents & Data which were prepared by design professionals other than Consultant or provided to Consultant by the City. City shall not be limited in any way in its use of the Documents and Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City's sole risk. 3.5.3.2 Confidentiality. Except as otherwise required by California law, all ideas, memoranda, specifications, plans, procedures, drawings, -descriptions, computer program data, input record data, written information, and other Documents and Data either created by or provided to Consultant in connection with the performance of this Agreement shall be held confidential by Consultant. Such materials Revised 04113 9 shall not, without the prior written consent of City, be used by Consultant for any purposes other than the performance of the Services. Nor shall such materials be disclosed to any person or entity not connected with the performance of the Services or the Project. Nothing furnished to Consultant which is otherwise known to Consultant or is generally known, or has become known, to the related industry shall be deemed confidential. Consultant shall not use City's name or insignia, photographs of the Project, or any publicity pertaining to the Services or the Project in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of City. 3.5.4 Cooperation; Further Acts. The Parties shall fully cooperate with one another, and shall take any additional acts or sign any additional documents as may be necessary, appropriate or convenient to attain the purposes of this Agreement. 3.5.5 Indemnification. 3.5.5.1 To the fullest extent permitted by law, Consultant shall defend, indemnify and hold the City, its officials, officers, and employees free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury, in law or equity, to property or persons, including wrongful death, in any manner arising out of or incident to and to the extent of the negligent or other wrongful acts, omissions or willful misconduct of Consultant, its officials, officers, employees, agents, consultants and contractors arising out of or in connection with the performance of the Services, the Project or this Agreement, including without limitation the payment of all consequential damages and attorney's fees and other related costs and expenses. Notwithstanding the foregoing, to the extent Consultant's Services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant. Consultant shall defend with Legal Counsel of City's choosing, at Consultant's own cost, expense and risk, any and all such aforesaid suits, actions or other legal proceedings of every kind that may be brought or instituted against City, its directors, officials, officers, and employees. Consultant shall pay and satisfy any judgment, award or decree that may be rendered against City or its directors, officials, officers, and employees, in any such suit, action or other legal proceeding arising from Consultant's performance of the Services, the Project or this Agreement; except to the extent that liability is caused by the active negligence or willful misconduct by the City or its directors, officials, officers, and employees. Consultant shall reimburse City and its directors, officials, officers, and employees, for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Consultant's obligation to indemnify shall not be restricted to insurance proceeds, if any, received by the City, its directors, officials, officers, and employees, and shall take effect immediately upon execution of this Agreement. 3.5.5.2 The duty to defend and to hold harmless, as set forth above, shall include the duty to defend as established by Section 2778 of the California Revised 04/13 10 Civil Code, and the duty to defend shall arise upon the making of any claim or demand against the City, its respective officials, officers, agents, employees and representatives, notwithstanding that no adjudication of the underlying facts has occurred, and whether or not Consultant has been named in the claim or lawsuit. 3.5.6 Entire Agreement. This Agreement contains the entire Agreement of the Parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements. This Agreement may only be modified by a writing signed by both Parties. 3.5.7 Attorney's Fees. If either party commences an action against the other party, either legal, administrative or otherwise, arising out of or in connection with this Agreement, the prevailing party in such litigation shall be entitled to have and recover from the losing party reasonable attorneys' fees and all other costs of such action. 3.5.8 Governing Law. This Agreement shall be governed by the laws of the State of California. Venue shall be in Los Angeles County. 3.5.9 Time of Essence. Time is of the essence for each and every provision of this Agreement. 3.5.10 City's Right to Employ Other Consultants. City reserves right to employ other consultants in connection with this Project. 3.5.11 Successors and Assigns. This Agreement shall be binding on the successors and assigns of the Parties. 3.5.12 Assignment or Transfer. Consultant shall not assign, hypothecate, or transfer, either directly or by operation of law, this Agreement or any interest herein without the prior written consent of the City. Any attempt to do so shall be null and void, and any assignees, hypothecates or transferees shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer. 3.5.13 Construction; References; Captions. Since the Parties or their agents have participated fully in the preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party. Any term referencing time, days or period for performance shall be deemed calendar days and not work days. All references to Consultant include all personnel, employees, agents, and subcontractors of Consultant, except as otherwise specified in this Agreement. All references to City include its elected officials, officers, and employees except as otherwise specified in this Agreement. The captions of the various articles and paragraphs are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content, or intent of this Agreement. Revised 04/13 11 3.5.14 Amendment; Modification. No supplement, modification, or amendment of this Agreement shall be binding unless executed in writing and signed by both Parties. 3.5.15 Waiver. No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel, or otherwise. 3.5.16 No Third Party Beneficiaries. There are no intended third party beneficiaries of any right or obligation assumed by the Parties. 3.5.17 Invalidity; Severability. If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect. 3.5.18 Prohibited Interests. Consultant maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Consultant, to solicit or secure this Agreement. Further, Consultant warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Consultant, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom. 3.5.19 Equal Opportunity Employment. Consultant represents that it is an equal opportunity employer and it shall not discriminate against any subcontractor, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex, sexual orientation or age. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. Consultant shall also comply with all relevant provisions of City's Minority Business Enterprise program, Affirmative Action Plan or other related programs or guidelines currently in effect or hereinafter enacted. . 3.5.20 Labor Certification. By its signature hereunder, Consultant certifies that it is aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability for Worker's Compensation or to undertake self-insurance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Services. 3.5.21 Authority to Enter Agreement. Consultant has all requisite power and authority to conduct its business and to execute, deliver, and perform the Revised 04113 12 Agreement. Each Party warrants that the individuals who have signed this Agreement have the legal power, right, and authority to make this Agreement and bind each respective Party. 3.5.22 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original. 3.5.23 Exhibits and Recitals. All Exhibits and Recitals contained herein are hereby incorporated into this Agreement by this reference. 3.6 Subcontracting. 3.6.1 Prior Approval Required. Consultant shall not subcontract any portion of the work required by this Agreement, except as expressly stated herein, without prior written approval of City. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement. • In witness whereof the Parties have executed this Professional Services Agreement on the date set forth below. CITY OF ARCADIA WILLDAN FINANCIAL SER ICES By 1 ,,' 7,-Li `h 0o I Laz' aretto Signature City Manager Date: //• 6 (‘ R klal\)610.Aitk- Print Namb and Title ATTEST: Date: .10124/2,2111,0 614i ..719 Cit Jerk - 1 Signature f\ APPROVED AS TO FORM: At , Ai I )) /- ,4; .4 Print Name d Title �+ Date: 10/V-1170lLp Stephen P. Deitsch City Attorney CONCUR: om Tait Public Works Services Director Revised 04/13 13 EXHIBIT`°A°' SCOPE OF SERVICES Scope of Services for the Assessment Engineering Services for the 6.6kV Street Light Conversion shall include, but not limited to the following: A. Consultant shall consult with City staff to determine a project timeline, lists of specific improvements, and budget information related to the improvements. B. Consultant shall review Parcel maps provided by the City to evaluate the specific improvement costs of the project and establish a reasonable special benefit nexus that the improvements would have on the properties within the district. C. Consultant shall identify a proposed district boundary and reasonable method of apportionment. • D. Consultant shall develop a district assessment database that contains all benefiting properties within the proposed district and specific land use data for each parcel that would be utilized to establish an apportionment of the assessment. E. Consultant shall assist with preparing a district budget and coordinate with City staff to develop options for cost recovery (including loan repayment for construction and installation) in order to achieve maximum cost to benefit equity. F. Consultant shall present the recommended approach and resulting assessment rates in summary technical memorandum format for City staff to review and approve. This document may include the proposed district budget, identification of any proposed zones, and benefit findings. The technical memorandum must contain most of the documentation and analysis that will form the basis of the Engineer's Report. G. Consultant shall prepare an Engineer's Report in accordance with the Landscaping and Lighting Act of 1972 and Proposition 218 that includes: • Plans and specifications that describe the district, zones, and improvements • Method of apportionment that outlines the special benefit conferred on properties within the district from the improvements and the calculations used to establish each parcel's proportional special benefit assessment, as well as a description of the assessment range formula that establishes the maximum assessment rate in subsequent fiscal years. • Budget that outlines the costs and expenses to convert the 6.6kV street lights to modern lighting system. • Assessment diagram that identifies the boundaries of the district. • Assessment roll containing each of the assessor parcel numbers that comprise the district and proportional maximum assessment. • Affidavit stating the report has been prepares by a professional engineer. A-1 H. Consultant shall assist City staff with Proposition 218 including, preparing notices and ballots in accordance with requirements of Proposition 218. I. Consultant shall prepare a FAQ Guide that City staff can mail to residents. J. Consultant shall assist City staff with preparing for and attending three Public Information Meetings to provide factual information regarding the assessment and balloting process. K. Consultant shall prepare resolutions for the intent meeting and Public Hearing. L. Consultant shall attend Intent meeting and Public Hearing meeting and be available to answer questions the City Council may have. M. Consultant shall, if necessary, update the draft Engineer's Report to reflect changes by the City Council prior to the public hearing. N. Consultant shall prepare and submit necessary documents to the County Recorder as required. A-I Exhibit "B" SCHEDULE OF SERVICES Consultant shall complete all work in accordance with the following schedule: - Work to be done for one year from the date of execution. B-] Exhibit "C" COMPENSATION Compensation shall be based on time and materials spent in accordance with the' following tasks, not to exceed the total compensation listed: Assessment Engineering Services for $28,650.00 6.6kV Street Light Conversion Total Compensation: $28,650.00 The total compensation shall not exceed the total listed without written authorization in accordance with Section 3.3.1 of this agreement. individual rates and fees are attached as Exhibit"C" Attachment— Project Cost Proposal. c-i City of Arcadia I California Fee for Services The Willdan Team will perform the scope of services described in our technical proposal for the fixed fee outlined in the table below. Willdan Financial Services Fees for Services Assessment Engineering Services Task A: District Formation Analysis $13,250 Task B: Preparation of Assessment Documents $ 9,400 Task C: Proposition 218 Services Task C.1: Prepare Notices and Ballots $ 4,200 Task C.2: Print and Mail Notices and Ballots TBD($1-$1.50 per parcel) Task C.3: Public Hearing and Ballot Tabulation $ 1,800 Fixed Fee (not including mailing costs) $28,650 Optional Task D: Community Outreach Efforts Task D.1: Develop Informational Mailer $2,850 $5,130 (Mailing costs not included) Task D.2: Public Outreach and Property Owner $1,650 per meeting Workshop(s) plus expenses Note: • Our fees will not be contingent on the outcome of the proposed assessments and/or the formation of the district. • The proposed fees outlined above does not include putting the assessment(s)on the tax rolls. • The fees identified above do not include direct expenses for printing, postage and processing associated with the mailing of the notices and ballots and/or the Informational Mailer. • As part of the mailing process, related to notices, ballots and public outreach materials, postage must be paid in advance to the mailing house before they will proceed with the mailing. Willdan will provide a postage estimate in order to receive funds prior to the mailing. • Telephone conference calls are not considered meetings and are not limited by our proposal. • Additional services, including additional meetings or mailings, may be authorized by the City and will require an additional fee. • Additional meetings or tasks outside our proposed scope of work will require an additional fee.The fee to attend meetings in addition to the four outlined within our Scope of Services is$1,200. • The City will be invoiced on a monthly percentage-completion basis. • If the City cannot provide the GIS shapefiles described in the Scope of Services,Task 2, Willdan can assist with this electronic mapping.The scope and fee associated with this optional service will be provided upon request for the City's review and approval. Comprehensive. Innovative.Trusted. 1 Cost Proposal for Assessment Engineering Services 6.6kV Street Light Conversion ACTION BY UNANIMOUS WRITTEN CONSENT OF THE BOARD OF DIRECTORS OF WILLDAN FINANCIAL SERVICES (Approval of Officers) (September 1,2016) The undersigned,constituting all of the directors of Willdan Financial Services,acting pursuant to the authority of Corporations Code Section 307(b),hereby adopts the following resolution by unanimous written consent,effective September 1,2016: RESOLVED,that the Slate of Officers of Willdan Financial Services dated September 1, 2016, a copy of which is attached hereto as Exhibit "A," is hereby approved, effective immediately. By: (� ce-A- Thomas D. Brisbin, Sole Director 1 Exhibit"A" WILLDAN FINANCIAL SERVICES SLATE OF OFFICERS September 1,2016 Thomas D.Brisbin Chairman of the Board Mark J.Risco President,Chief Executive Officer Stacy B.McLaughlin Chief Financial Officer,Treasurer Anne Pelej Vice President-Group Manager Chris Fisher Vice President—Group Manager Gladys Medina Vice President Group Manager Jeff McGarvey Vice President Dan Jackson Vice President Kate Nguyen Secretary Cathaleen D.Steele Assistant Secretary Rebekah L. Smith Assistant Secretary Officersslate wfs 9/1/2016 • CERTIFICATE OF LIABILITY INSURE NCE DATE(1/012016 W) THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS n 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 o REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT:lithe 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 tom' certificate does not confer rights to the certificate holder in lieu of such endorsement(s). 42 PRODUCER CONTACT 0 AOn Risk insurance Services West, Inc. NAME: 'a PHONE (866) 283-7122 FAX Los Angeles CA Office (AC.No.Ext): (A/C.No.): (800) 363-0105 m 707 Wilshire Boulevard E-MAIL a Suite 2600 ADDRESS: O Los Angeles CA 90017-0460 USA INSURER(S)AFFORDING COVERAGE NAIC# - INSURED INSURER A: National Fire Ins. Co. of Hartford 20478 Willdan Financial Services INSURER B: The Continental Insurance Company 35289 vo. 27368 via Industrie Suite 200 INSURER C: Lexington Insurance company 19437 Temecula, CA 92590 USA INSURER D: INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER:570064439313 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED.NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN,THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. Limits shown are as requested INSR -ADOL SUBR POLICY EFF PUUCYEXP - LTR TYPE OF INSURANCE INSD WVD POUCY NUMBER JMM/DD MM/DD/YY1'Y LIMITS B X COMMERCIAL GENERAL LIABILITY 5088210181 11/09/201 /09/201 EACH OCCURRENCE $1,000,000 CLAIMS-MADE OCCUR DAMAGE I OREN fED A/0 A PREMISES(Ea occurrence) $1,000,000 I X V MED EXP(Any one person) 515,000 _ PERSONAL&ADV INJURY 51,000,000 2 GEN'LAGGREGATE LIMITAPPLIES PER: GENERAL AGGREGATE $2,000,000 R O _ co POLICY ©JEPRCT © LOC PRODUCTS-COMP/OPAGG $2,000,000 v OTHER: 0 0 F- A AUTOMOBILE LIABILITY 6020541619 11/09/2016 11/09/2017 COMBINED SINGLE LIMIT $1,000,000 `n `, (Ea accident) X ANY AUTO A.,I x V BODILY INJURY(Per person) ZO OWNED —SCHEDULED BODILY INJURY(Per accident) 0 AUTOS ONLY AUTOS - HIREDAUTOS _NON-OWNED PROPERTY DAMAGE 0 ONLY _AUTOS ONLY -(Per accident) t= tD UMBRELLA UAB OCCUR EACH OCCURRENCE U EXCESS LIAB CLAIMS-MADE AGGREGATE DED 'RETENTION B WORKERS COMPENSATION AND 6022647422 ^ V 11/09/2016 11/09/2017 x PER STATUTE OTH- EMPLOYERS'UABILITY ¢-� ANY PROPRIETOR/PARTNER/EXECUTIVE YIN A05 ) ER $1,000,000 B OFFICER/MEMBER EXCLUDED? n N/A 6020541572 11/09/2016 11/09/2017 E.L.EACH ACCIDENT (Mandatory in NH) CA E.L.DISEASE-EA EMPLOYEE ' $1,000,000 '(yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $1,000,000— c Archit&Eng Prof - 028174912 11/09/2016 11/09/2017 per Claim $1,000,000— SIR applies per policy terms & condiiions Aggregate $2,000,000 MI A ` x v SIR $250,000 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached if more space Is required) RE: Assessment Engineering services. City of Arcadia, its directors, officials, officers and employees are included as WWI Additional Insured in accordance with the policy provisions of the General Liability policy. A waiver of Subrogation is granted in favor of Certificate Holder in accordance with the policy provisions of the General Liability, Automobile Liability and workers' Compensation policies. should General Liability, Automobile Liability, Professional Liability and Workers' Compensation policies be cancelled before the expiration date/thereof, the policy provisions will govern how notice of cancellation may be delivered to certificate holders in accordance with the policy provisions. Pollution coverage is provided t for covered operations subject to limits and policy terms and conditions of the Professional Liability policy. CERTIFICATE HOLDER CANCELLATION ILI SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE .Ei5 EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POUCY PROVISIONS. City of Arcadia AUTHORIZED REPRESENTATIVE Attn: Ms. Anabel Carrillo 11800 Goldring Road (-QC t `� �b ✓ m I. Arcadia CA 91006 USA t ©1988-2015 ACORD CORPORATION.All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD CNA Additional Insured — State or Governmental Agency or Subdivision or Political Subdivision — Permits or Authorizations Endorsement This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART •� SCHEDULE THE CITY OF ARCADIA, ITS DIRECTORS, OFFICIALS,OFFICERS,AND EMPOLOYEES✓ Information required to complete this Schedule, if not shown above,will be shown in the Declarations. It is understood and agreed as follows: A. The WHO IS AN INSURED is amended to add as an Insured any state or governmental agency or subdivision or political subdivision shown in the Schedule that has issued a permit or authorization for operations performed by or on behalf of the Named Insured, but only with respect to bodily injury, property damage or personal and advertising injury arising out of the permitted or authorized operations. However, if coverage for the additional insured is required by written contract or written agreement, subject always to the terms and conditions of this policy, including the limits of insurance, the Insurer will not provide such additional insured with: 1. coverage broader than required by such contract or agreement;or 2. a higher limit of insurance than required by such contract or agreement. B. This insurance provided to the additional insured does not apply to: 1. bodily injury, property damage or personal and advertising injury arising out of operations performed • for the federal government, state or municipality; or 2. bodily injury or property damage included within the products-completed operations hazard. All other terms and conditions of the Policy remain unchanged. This endorsement, which forms a part of and is for attachment to the Policy issued by the designated Insurers,takes effect on the effective date of said Policy at the hour stated in said Policy, unless another effective date is shown below, and expires concurrently with said Policy. CNA74739XX(1-15) Policy No: 5088210281V- Page 1 of 1 Endorsement No: Effective Date: 10/24/2016 Insured Name: Willdan Group, Inc. Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office,Inc.,with its permission. CNA CNA PARAMOUNT Waiver of Transfer of Rights of Recovery Against Others to the Insurer Endorsement This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Person Or Organization: THE CITY OF ARCADIA, ITS DIRECTORS, OFFICIALS, OFFICERS, AND EMPOLOYEES Information required to complete this Schedule, if not shown above,will be shown in the Declarations. It is understood and agreed that the condition entitled Transfer Of Rights Of Recovery Against Others To The Insurer is amended by the addition of the following: Solely with respect to the person or organization shown in the Schedule above, the Insurer waives any right of recovery the Insurer may have against such person or organization because of payments the Insurer makes for injury or damage arising out of the Named Insured's ongoing operations or your work done under a contract with that person or organization and included in the products-completed operations hazard. All other terms and conditions of the Policy remain unchanged. This endorsement, which forms a part of and is for attachment to the Policy issued by the designated Insurers,takes effect on the effective date of said Policy at the hour stated in said Policy, unless another effective date is shown below, and expires concurrently with said Policy. • S CNA75008XX(1-15) Policy No: 5088210281 V/ Page 1 of 1 Endorsement No: 33 The Continental Insurance Co. Effective Date: 10/24/2016 Insured Name:WILLDAN GROUP, INC.Including all Subsidiaries or Subsidiaries Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office.Inc.,with its permission. CNA71526XX CNA (Ed. 10/12) • ADDITIONAL INSURED ENDORSEMENT - CONTRACTUAL OBLIGATION It is understood and agreed that this endorsement amends the BUSINESS AUTO COVERAGE FORM as follows: SCH EDULE Name of Additional Insured Person Or Organization THE CITY OF ARCADIA, ITS DIRECTORS, OFFICIALS, OFFICERS,AND EMPOLOYEES ./ 1. Paragraph A.1. Who Is An Insured of Section II — LIABILITY COVERAGE is amended to include as an additional insured the person or organization scheduled above, but only if you are required by"written contract" to make that person or organization an additional insured under this policy. 2. The insurance provided to the additional insured is limited as follows: a. The person or organization is an additional insured only with respect to "bodily injury" or"property damage" arising out of a covered "auto" and caused by your negligent acts or omissions or the negligent acts or omissions of someone, other than the additional insured, for whom you are legally liable. b. The person or organization is not an additional insured for the person or organization's own acts or omissions, nor those of anyone, other than you, for whom the person or organization is legally liable. c. We will not provide the additional insured any broader coverage or any higher limit of liability than the least that is: (1) Required by the"written contract"; or (2) Afforded to you under this policy. 3. Condition 2. Duties In the Event of Accident, Claim, Suit or Loss of Section IV — BUSINESS AUTO CONDITIONS is amended to add the following conditions applicable to the additional insured: An additional insured under this endorsement will as soon as practicable: a. Give us written notice of an "accident"which may result in a claim or"suit" under this insurance, and of any claim or"suit"that does result; b. Agree to make available any other insurance the additional insured has for a loss we cover under this policy; c. Send us copies of all legal papers received, and otherwise cooperate with us in the investigation, defense, or settlement of the claim or"suit"; and d. Tender the defense and indemnity of any claim or"suit"to any other insurer or self insurer whose policy or program applies to a loss we cover under this policy. But if the "written contract" requires this insurance to be primary and non-contributory, this provision d. does not apply to insurance on which the additional insured is a Named Insured. We have no duty to defend or indemnify an additional insured under this endorsement until we receive from the additional insured written notice of a"suit." 4. Only for the purpose of the insurance provided by this endorsement, SECTION V— DEFINITIONS is amended to add the following definition: "Written contract" means a written contract or written agreement that requires you to make a person or organization an additional insured under this policy, provided the contract or agreement: 1. Is currently in effect or becomes effective during the term of this policy; and 2. Was executed prior to the accident for which the additional insured seeks coverage under this policy. CNA71526XX(10/12) Policy No: 6020541619✓ Page 1 of 2 Endorsement No: Effective Date: 10/24/2016 Insured Name: Willdan Group, Inc. Copyright CNA All Rights Reserved. CNA71526XX (Ed. 10/12) All other terms and conditions of the Policy remain unchanged. Material used with permission of ISO Properties, Inc • CNA71526XX(10/12) Policy No:. 6020541619 V Page 2 of 2 Endorsement No: • Effective Date: 10/24/2016 Insured Name: Willdan Group, Inc. Copyright CNA All Rights Reserved. C'NA CNA71527XX (Ed. 10/12) ADDITIONAL INSURED - PRIMARY AND NON-CONTRIBUTORY It is understood and agreed that this endorsement amends the BUSINESS AUTO COVERAGE FORM as follows: SCHEDULE Name of Additional Insured Persons Or Organizations THE CITY OF ARCADIA, ITS DIRECTORS, OFFICIALS; OFFICERS,AND EMPOLOYEES ✓ 1. In conformance with paragraph A.1.c. of Who Is An Insured of Section II—LIABILITY COVERAGE, the person or organization scheduled above is an insured under this policy. 2. The insurance afforded to the additional insured under this policy will apply on a primary and non-contributory basis if you have committed it to,be so in a written contract or written agreement executed prior to the date of the"accident"for which the additional insured seeks coverage under this policy. All other terms and conditions of the Policy remain unchanged. CNA71527XX(10/12) Policy No: 6020541619 ✓ Page 1 of 1 Endorsement No: Effective Date: 10/24/2016 Insured Name: Willdan Group, Inc. Copyright CNA All Rights Reserved. POLICY NUMBER INSURED NAME AND ADDRESS C 6020541619,' WILLDAN GROUP, INC. 2401 E KATELLA AVE STE 300 ANAHEIM, CA 92806-5909 POLICY CHANGES ENDORSEMENT EFFECTIVE 11/09/2016 This Change Endorsement changes the Policy. Please read it carefully. This Change Endorsement is a part of your Policy and takes effect on the effective date of your Policy, unless another effective date is shown. It is agreed that the Waiver of Subrogation has been added in favor of the following name(s) : Form #: CA0444 Title: WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US (WAIVER OF SUBROGATION) Name: THE CITY OF ARCADIA, ITS DIRECTORS, OFFICIALS, OFFICERS, AND EMPOLOYEES ✓ Form #: Title: - Name: Min gg Chairman of the Board retery G-56015-B (ED. 11/91) WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 04 03 06 (Ed.4-84) '/WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT—CALIFORNIA 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.) You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule. The additional premium for this endorsement shall be of the California workers' compensation premium otherwise due on such remuneration. Schedule Person or Organization THE CITY OF ARCADIA, ITS DIRECTORS, OFFICIALS, OFFICERS,AND EMPOLOYEES • • 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 10/24/2016 Policy No.6020541572✓ Endorsement No. Insured Premium$ Willdan Group,Inc. Insurance Company:Continental Insurance Company WC 04 03 06 (Ed. 4-84) • WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 04 03 06 (Ed. 4-84) WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT—CALIFORNIA 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.) You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule. The additional premium for this endorsement shall be of the California workers' compensation premium otherwise due on such remuneration. Schedule Person or Organization Job Description THE CITY OF ARCADIA, ITS DIRECTORS, OFFICIALS, OFFICERS,AND EMPOLOYEES V • • 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 10/24/2016 • Policy No.6020541572 s Endorsement No. Insured Premium$ Willdan Group,Inc. Insurance Company:Continental Insurance Company • WC 04 03 06 (Ed.4-84) The Continental Insurance Company - Company Profile - Best's Credit Rating Center Page 1 of 3 A.M. Best Rating Services The Continental Insurance Company (?) A.M.Best#:002118 NAIC#:35289 FEIN#:135010440 Administrative Office View Additional Address Information Financial Sirangth Rating: 333 South Wabash Avenue Chicago,IL 60604 A Excellent United States Assigned to insurance companies that have,in our opinion,an excellent ability Web:www.cna.com to meet their ongoing insurance Phone:312-822-5000 obligations. Based on A.M.Best's analysis,058705-CNA Financial Corporation is the AMB Ultimate Parent and identifies the topmost entity of the corporate structure.View a list of operating insurance entities in this structure. Best's Credit Ratings Financial Strength Rating View Definition — Rating: A(Excellent) Affiliation Code: g(Group) Financial Size Category: XV($2 Billion or greater) Outlook: Stable Action: Affirmed Effective Date: February 23,2016 Initial Rating Date: December 31, 1907 Long-Term Issuer Credit Rating View Definition Long-Term: a Outlook: Stable Action: Affirmed Effective Date: February 23,2016 Initial Rating Date: June 21,2005 u Denotes Under Review Best's Rating Best's Credit Rating Analyst Rating Issued by:A.M.Best Rating Services,Inc. Director:Jennifer Marshall,CPCU,ARM Disclosure Information If% View A.M.Best's Rating Disclosure Form ® A.M.Best Affirms Ratings of CNA Financial Corporation and Its Subsidiaries;Assigns Rating to New Senior Notes �. February 23,2016 • Rating History A.M.Best has provided ratings&analysis on this company since 1907. Financial Strength — -- - – - ---- - --- --- -- -- - - - – -- -- -- http://www3.ambest.com/ratings/entities/CompanyProfile.aspx?ambnum=2118&URATI... 10/26/2016 National Fire Insurance Company of Hartford- Company Profile -Best's Credit Rating C... Page 1 of 3 A.M. Best Rating Services National Fire Insurance Company of Hartford u A.M.Best#:002129 NAIC#:20478 FEIN#:060464510 Domiciliary Address Finsncial Strength Rnting' 333 South Wabash Avenue . Chicago,IL 60604 AExcllant United States Assigned to insurance companies that have,in our opinion,an excellent ability Web:www.cna.com to meet their ongoing insurance Phone:312-822-5000 obligations. Based on A.M.Best's analysis,058705-CNA Financial Corporation is the AMB Ultimate Parent and identifies the topmost entity of the corporate structure.View a list of operating insurance entities in this structure. Best's Credit Ratings Financial Strength Rating View Definition Rating: A(Excellent) Affiliation Code: g(Group) Financial Size Category: XV($2 Billion or greater) 1 Outlook: Stable Action: Affirmed Effective Date: February 23,2016 Initial Rating Date: December 31, 1907 , Long-Term Issuer Credit Rating View Definition Long-Term: a -- --- --- --Outlook: Stable Action: _ Affirmed Effective Date: February 23,2016 Initial Rating Date: June 21,2005 u Denotes Under Review Best's Rating I Best's Credit Rating Analyst 1. — -- - - -- ----------- -- Rating Issued by:A.M. Best Rating Services,Inc. 1 Director:Jennifer Marshall,CPCU,ARM Disclosure Information View A.M.Best's Rating Disclosure Form A.M.Best Affirms Ratings of CNA Financial Corporation and Its Subsidiaries:Assigns Rating to New Senior Notes N .f. February 23,2016 • Rating History A.M.Best has provided ratings&analysis on this company since 1907. Financial Strength --- _ -__— _. - http://www3.ambest.com/ratings/entities/CompanyProfile.aspx?ambnum=2129&URating... 10/26/2016 Company Profile Page 1 of 2 CALIFORNIA A.ERARTMENT0P.iUSJ1RAN COMPANY PROFILE Company Profile Company Search Company Information Company Search Results NATIONAL FIRE INSURANCE COMPANY OF HARTFORD Company 333 S.WABASH Information CHICAGO, IL 60604 Old Company 800-588-7400 Names Agent for Service Old Company Names P Y Effective Date Reference Information NAIC Group List Agent For Service Lines of Business Vivian Imperial Workers' 818 WEST SEVENTH STREET Compensation SUITE 930 Complaint and LOS ANGELES CA 90017 Request for Action/Appeals Reference Information Contact Information • Financial Statements PDF's NAIC#: 20478 Annual Statements California Company ID #: 0128-9 Quarterly Statements Date Authorized in California: 08/05/1884 Company Complaint Company License Status: ' UNLIMITED-NORMAL Performance& Company Type: Property&Casualty Comparison Data Company State of Domicile: ILLINOIS Enforcement Action Composite Complaints Studies back to top Additional Info Find A Company NAIC Group List Representative In Your Area View Financial NAIC Group#: 0218 CNA INS GRP Disclaimer Lines Of Business The company is authorized to transact business within these lines of insurance. For an explanation of any of these terms,please refer to the glossary. AIRCRAFT AUTOMOBILE BOILER AND MACHINERY BURGLARY COMMON CARRIER LIABILITY CREDIT DISABILITY FIRE LIABILITY • MARINE MISCELLANEOUS PLATE GLASS SPRINKLER https://interactive.web.insurance.ca.gov/companyprofile/companyprofile?event=company... 11/14/2016 Company Profile Page 1 of 2 MUF(MA OEPARTMENIX OF JUROBOU COMPANY PROFILE Company Profile Company Search Company Information Company Search • Results CONTINENTAL INSURANCE COMPANY(THE) Company 333 S.WABASH. Information CHICAGO, IL 60604 Old Company 800-262-4554 Names Agent for Service Old Company Names Effective Date Reference Information NAIC Group List Agent For Service Lines of Business Vivian Imperial . Workers' 818 WEST SEVENTH STREET Compensation SUITE 930 Complaint and LOS ANGELES CA 90017 Request for Action/Appeals Contact Information Reference Information Financial Statements PDF's NAIC#: 35289 Annual Statements California Company ID#: 2270-7 Quarterly Statements Date Authorized in California: 01/01/1978 Company Complaint Company License Status: UNLIMITED-NORMAL • Performance& Company Type: Property&Casualty Comparison Data Company State of Domicile: PENNSYLVANIA Enforcement Action Composite Complaints Studies back to top Additional Info Find A Company NAIC Group List Representative In Your Area View Financial NAIC Group#: 0218 CNA INS GRP Disclaimer Lines Of Business The company is authorized to transact business within these lines of insurance. For an explanation of any of these terms,please refer to the glossary. AIRCRAFT AUTOMOBILE BOILER AND MACHINERY BURGLARY COMMON CARRIER LIABILITY CREDIT DISABILITY FIRE LIABILITY MARINE MISCELLANEOUS PLATE GLASS SPRINKLER https://interactive.web.insurance.ca.gov/companyprofile/companyprofile?event=company... 11/14/2016