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HomeMy WebLinkAboutContract 62235Docusign Envelope ID: D813ACBF-D69A-4CD9-99BE-5858D3F56B9F CSC No. 62235 ADDENDUM TO SHORT FORM PROFESSIONAL SERVICES AGREEMENT LUMP SUM SERVICES BETWEEN THE CITY OF FORT WORTH AND WESTWOOD PROFESSIONAL SERVICES, INC. This Addendum to Short Form Professional Services Agreement — Lump Sum Services ("Addendum") is entered into by and between the City of Fort Worth, a home -rule municipal corporation of the State of Texas ("City"), and Westwood Professional Services, Inc. ("Engineer"), for a project generally described as: Intermodal Parkway, City Project No. 103332 ("Project"). City and Engineer are referred to herein individually as a "party" and collective as the "parties". Recitals WHEREAS, Hillwood Alliance Services, LLC ("HAS") and Peloton Land Solutions, Inc. ("Peloton") entered into a Short Form Professional Services Agreement — Lump Sum Services executed on or about October 1, 2021 for a project described therein as CoFW Intermodal Pkwy Full Road ("Agreement"); and WHEREAS, HAS, Peloton and Engineer executed an Assignment and Assumption of the Agreement (the "Assignment") whereby Peloton assigned, granted conveyed and transferred to Engineer all of Peloton's rights, duties and obligations under the Agreement and Assignment; and WHEREAS, pursuant to the Assignment, HAS assigned, granted, conveyed and transferred to City all of HAS's right, title and interest in and to the Agreement to the City, except HAS remains liable for any and all former, current, and future payment obligations for Engineer's Services under the Agreement and City accepted such assignment and assumed all of HAS's duties and obligations under the Agreement, except for any payment obligations; and WHEREAS, City and Engineer find it necessary to execute this Addendum to the Agreement to clarify the duties and responsibilities of the City and Engineer; NOW, THEREFORE, for and in consideration of the covenants and conditions contained herein, and in the Agreement, the City and Engineer do hereby agree to the following, and to amend the Agreement as follows: Article I Amendment of Agreement; Addendum Controlling City and Engineer agree that the Agreement is hereby amended to incorporate the terms and conditions of this Addendum. To the extent of any conflict between the terms and City of Fort Worth, Texas Intermodal Parkway Addendum to Short Form Professional Services Agreement — Lump Sum Services Page 1 of 14 OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX Docusign Envelope ID: D813ACBF-D69A-4CD9-99BE-5858D3F56B9F conditions in this Addendum and the terms and conditions of the Agreement, the terms and conditions in this Addendum shall be controlling. Article II Scope of Services (1) Engineer hereby agrees to perform professional services as set forth in this Addendum and the Scope of Services, attached hereto as Attachment "A" ("Services"). These Services shall be performed in connection with the Project. (2) Additional services, if any, will be memorialized by an amendment to the Agreement. (3) All reports, whether partial or complete, prepared under the Agreement, including any original drawings or documents, whether furnished by City, its officers, agents, employees, consultants, or contractors, or prepared by Engineer, shall be or become the property of City, and shall be furnished to the City, prior to or at the time such services are completed, or upon termination or expiration of Agreement. Article III Compensation Engineer shall be compensated by HAS for all Services performed pursuant to the Agreement. Engineer shall submit all invoices directly to HAS. Acceptance by Engineer of payments from HAS shall release City from all claims or liabilities under the Agreement for anything related to, performed, or furnished in connection with the Services for which payment is made. Article IV Term The term of the Agreement shall commence on the Effective Date and shall continue until the completion of the subject project pursuant to the schedule, whichever occurs first, unless terminated in accordance with the terms of the Agreement. Unless specifically otherwise amended, the original term shall not exceed five years from the original effective date. Article V Standard of Care The paragraph of the Agreement titled "General Considerations" is amended in its entirety to be and read as follows: Standard of Care: Engineer shall perform the Services with the professional skill and care ordinarily provided by competent engineers practicing under the same or similar circumstances City of Fort Worth, Texas Intermodal Parkway Addendum to Short Form Professional Services Agreement — Lump Sum Services Page 2 of 14 Docusign Envelope ID: D813ACBF-D69A-4CD9-99BE-5858D3F56B9F and professional license. Engineer and its consultants may use or rely upon design elements and information ordinarily or customarily furnished by others, including, but not limited to, specialty contractors, manufacturers, suppliers, and the publishers of technical standards. Article VI Engineer's Subcontractors The last paragraph of the Section of the Agreement titled "Construction Services" is amended in its entirety to be and reads as follows: - Engineer shall not be responsible for the acts or omissions of any contractor, subcontractor, or supplier, or of any other agents or employees, or of any other persons (except Engineer's own employees and Engineer's own subcontractors) at the Project site or otherwise furnishing or performing any construction work; or for any decision made regarding the construction contract requirements, or any application, interpretation, or clarification of the construction contract other than those may by Engineer. Article VIII Independent Contractor Engineer shall operate as an independent contractor and not as an officer, agent, servant, or employee of City. Engineer shall have exclusive control of and the exclusive right to control the details of the work to be performed hereunder and of all persons performing same, and shall be solely responsible for the acts and omissions of its officers, agents, employees, contractors and subcontractors. The doctrine of respondent superior shall not apply as between City and Engineer, its officers, agents, employees, contractors, and subcontractors, and nothing herein shall be construed as creating a partnership or joint venture between City and Engineer. Article IX Professional Competence Work performed by Engineer shall comply in all aspects with all applicable local, state and federal laws and with all applicable, standards, codes, rules and/or regulations promulgated by local, state and national boards, bureaus and agencies. Approval to proceed by City of Engineer's work or work product shall not constitute or be deemed to be a release of the responsibility and liability of Engineer or its officers, agents, employees, contractors and subcontractors for the accuracy and competency of its performance of the Services. Article X Indemnification City of Fort Worth, Texas Intermodal Parkway Addendum to Short Form Professional Services Agreement — Lump Sum Services Page 3 of 14 Docusign Envelope ID: D813ACBF-D69A-4CD9-99BE-5858D3F56B9F ENGINEER SHALL INDEMNIFY OR HOLD HARMLESS THE CITY AGAINST LIABILITY FOR ANY DAMAGE COMMITTED BY THE ENGINEER OR ENGINEER'S AGENT, CONSULTANT UNDER CONTRACT, OR ANOTHER ENTITY OVER WHICH THE ENGINEER EXERCISES CONTROL TO THE EXTENT THAT THE DAMAGE IS CAUSED BY OR RESULTING FROM AN ACT OF NEGLIGENCE, INTENTIONAL TORT, INTELLECTUAL PROPERTY INFRINGEMENT, OR FAILURE TO PAY A SUBCONTRACTOR OR SUPPLIER. CITYIS ENTITLED TO RECOVER ITS REASONABLE ATTORNEY'S FEES IN PROPORTION TO THE ENGINEER'S LIABILITY. Article XI Insurance Engineer shall not commence work under the Agreement until it has obtained all insurance required under Attachment B and City has approved such insurance. Article XII Transfer or Assignment Engineer, its lawful successors and assigns, shall not assign, sublet or transfer any interest in the Agreement without prior written consent of City. Article XIII Right to Audit (1) Engineer agrees that City shall, until the expiration of three (3) years after final payment under the Agreement, have access to and the right to examine any directly pertinent books, documents, papers and records of Engineer involving transactions relating to the Agreement. Engineer agrees that City shall have access during normal working hours to all necessary facilities and shall be provided adequate and appropriate workspace in order to conduct audits in compliance with the provisions of this section. City shall give Engineer reasonable advance notice of intended audits. (2) Engineerfurther agrees to include in all its subcontracts hereunder, a provision to the effect that the subcontractor agrees that City shall, until the expiration of three (3) years after final payment under the subcontract, have access to and the right to examine any directly pertinent books, documents, papers and records of such subcontractor(s), involving transactions to the subcontract, and further, that City shall have access during normal working hours to all subcontractor facilities, and shall be provided adequate and appropriate work space in order to conduct audits in compliance with the provisions of this article. City shall give Engineer and any subcontractor reasonable advance notice of intended audit. City of Fort Worth, Texas Intermodal Parkway Addendum to Short Form Professional Services Agreement — Lump Sum Services Page 4 of 14 Docusign Envelope ID: D813ACBF-D69A-4CD9-99BE-5858D3F56B9F (3) Engineer and subcontractor(s) agree to photocopy such documents as may be requested by City. City agrees to reimburse Engineer for the cost of copies at the rate published in the Texas Administrative Code in effect as of the time copying is performed. Article XIV Observe and Comply Engineer shall at all times observe and comply with all federal, state, and local laws and regulations and with all City ordinances and regulations which in any way affect the Agreement and the work thereunder, and shall observe and comply with all orders, laws ordinances and regulations which may exist or may be enacted later by governing bodies having jurisdiction or authority for such enactment. No plea of misunderstanding or ignorance thereof shall be considered. ENGINEER AGREES TO INDEMNIFYAND HOLD HARMLESS CITY AND ALL OF ITS OFFICERSAND EMPLOYEES FROM AND AGAINST ALL CLAIMS OR LIABILITY TO THE EXTENT CAUSED BY THE VIOLATION OF ANY SUCH ORDER, LAW, ORDINANCE, OR REGULATION, WHETHER IT BE BYITSELF OR ITS EMPLOYEES OR ITS SUBCONTRACTOR(S). Article XV Immigration Nationality Act Engineer shall verify the identity and employment eligibility of its employees and employees of all subcontractor(s) who perform work under the Agreement, including completing the Employment Eligibility Verification Form (1-9). Upon request by City, Engineer shall provide City with copies of all 1-9 forms and supporting eligibility documentation for each employee who performs work under the Agreement. Engineer shall adhere to all Federal and State laws as well as establish appropriate procedures and controls so that no services will be performed by any Engineer employee who is not legally eligible to perform such services. ENGINEER SHALL INDEMNIFY CITY AND HOLD CITY HARMLESS FROM ANY PENALTIES, LIABILITIES, OR DIRECT LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH BY ENGINEER, ENGINEER'S EMPLOYEES, SUBCONTRACTORS, AGENTS, OR LICENSEES. City, upon written notice to Engineer, shall have the right to immediately terminate Agreement for violations of this provision by Engineer. Article XVI Venue and Jurisdiction If any action, whether real or asserted, at law or in equity, arises on the basis of any provision of the Agreement, venue for such action shall lie in state courts located in Tarrant County, Texas or the United States District Court for the Northern District of Texas — Fort Worth Division. The Agreement shall be construed in accordance with the laws of the State of Texas. City of Fort Worth, Texas Intermodal Parkway Addendum to Short Form Professional Services Agreement — Lump Sum Services Page 5 of 14 Docusign Envelope ID: D813ACBF-D69A-4CD9-99BE-5858D3F56B9F Article XVII Contract Construction/No Waiver The parties acknowledge that each Party and, if it so chooses, its counsel, have reviewed and revised this Addendum and that the normal rule of contract construction, to the effect that any ambiguities are to be resolved against the drafting party, must not be employed in the interpretation of the Agreement, this Addendum, or any amendments or exhibits thereto. The failure of City or Engineer to insist upon the performance of any term or provision of the Agreement or to exercise any right granted therein shall not constitute a waiver of City's or Engineer's respective right to insist upon appropriate performance or to assert any such right on any future occasion. Article XVIII Severability The provisions of the Agreement are severable, and if any word, phrase, clause, sentence, paragraph, section or other part of the Agreement or the Addendum, or the application thereof to any person or circumstance, shall ever be held by any court of competent jurisdiction to be invalid or unconstitutional for any reason, the remainder of the Agreement and the application of such word, phrase, clause, sentence, paragraph, section, or other part of the Agreement to other persons or circumstances shall not be affected thereby and the Agreement shall be construed as if such invalid or unconstitutional portion had never been contained therein. Article XIX Notices Notices required pursuant to the Agreement are to be provided to the other Party by hand -delivery or via U.S. Postal Service certified mail return receipt requested, postage prepaid, to the address of the other Party shown below: City of Fort Worth: City of Fort Worth Attn: Bradley Radovich Transportation & Public Works 200 Texas Street 76102 With a copy to: City Manager's Office City of Fort Worth City of Fort Worth, Texas Intermodal Parkway Addendum to Short Form Professional Services Agreement — Lump Sum Services Page 6 of 14 Docusign Envelope ID: D813ACBF-D69A-4CD9-99BE-5858D3F56B9F 100 Fort Worth Trail Fort Worth, Texas 76102 Engineer: Westwood Professional Services Attn: Kole Weber 9800 Hillwood Pkwy., Suite 250 Fort Worth, Texas 76177 With a copy to: Westwood Professional Services, Inc. Attn: General Counsel 2805 North Dallas Parkway, Suite 150 Plano, Texas 75093 Email: legal@westwoodps.com Article XX Headings The headings contained herein are for the convenience in reference and are not intended to define or limit the scope of any provision of the Agreement. Article XXI Attachments, Schedules and Counterparts This Addendum may be executed in one or more counterparts and each counterpart shall, for all purposes, be deemed an original, but all such counterparts shall together constitute but one and the same instrument. The following attachments are attached to this Addendum and are incorporated by reference into the Agreement: Attachment A - Scope of Services Attachment B — Insurance Requirements [SIGNATURES ON FOLLOWING PAGE] City of Fort Worth, Texas Intermodal Parkway Addendum to Short Form Professional Services Agreement — Lump Sum Services Page 7 of 14 Docusign Envelope ID: D813ACBF-D69A-4CD9-99BE-5858D3F56B9F Duly executed by each party's designated representative to be effective on the date subscribed by the City's designated Assistant City Manager ("Effective Date"). BY: CITY OF FORT WORTH Jesica McEachern Assistant City Manager Date: Oct 30, 2024 p O�anq FOR? add �o ATTEST: 9 oo=A ,,;uz$S�tvxy ddQ� QEXASopp Jannette Goodall City Secretary APPROVAL RECOMMENDED: LA"etl PNi-" By: Lauren Prieur (Oct 25, 2024 10:07 CDT) Lauren Prieur, P.E. Director, Transportation & Public Works BY: ENGINEER Westwood Professional Services, Inc. Signed by: 9FC7?7FC7A2943fi Randy Pogue FORMTEXT vice President, Land Division Date: 10/14/2024 OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX City of Fort Worth, Texas Intermodal Parkway Addendum to Short Form Professional Services Agreement — Lump Sum Services Page 8 of 14 Docusign Envelope ID: D813ACBF-D69A-4CD9-99BE-5858D3F56B9F APPROVED AS TO FORM AND LEGALITY y: RichardM(Nov 1, 202416:13 CDT) Richard A. McCracken Sr. Assistant City Attorney No M&C Required Form 1295: N/A Contract Compliance Manager: By signing, I acknowledge that I am the person responsible for the monitoring and administration of this contract, including ensuring all performance and reporting requirements. Bradley Radovich, P.E. Senior Professional Engineer City of Fort Worth, Texas Intermodal Parkway Addendum to Short Form Professional Services Agreement — Lump Sum Services Page 9 of 14 Docusign Envelope ID: D813ACBF-D69A-4CD9-99BE-5858D3F56B9F ATTACHMENT A SCOPE OF SERVICES The Services Engineer shall provide to the City shall include, but are not limited to, the following: 1. Attend the preconstruction meeting to be scheduled by the City. 2. Review materials and other construction submittals as necessary. 3. Assist with review of construction progress payments. 4. Visit the construction site periodically, as requested by City staff, or a minimum of every other week, to monitor progress and inspect construction for conformance with construction documents. 5. Issue construction progress reports as requested by City staff. 6. Review contractor's Request for Information (RFI) and recommend action to City as appropriate. Provide clarification and/or additional or revised design drawings, quantity checks or any other materials necessary to address RFI's. 7. Review contractor's Change Order Requests and recommend action to the City as appropriate. 8. Attend final inspection and assist the City with issuing the correction punch list. 9. Upon completion of construction of the Roadway Improvements, provide the City with as -built drawings in conformance with City standards and specifications. 10. Assist with project close-out for final City Acceptance. City of Fort Worth, Texas Intermodal Parkway Addendum to Short Form Professional Services Agreement — Lump Sum Services Page 10 of 14 Docusign Envelope ID: D813ACBF-D69A-4CD9-99BE-5858D3F56B9F ATTACHMENT B STANDARD INSURANCE REQUIREMENTS (1) INSURANCE LIMITS a. Commercial General Liability — Insured shall maintain commercial general liability (CGL) and, if necessary, commercial umbrella insurance as follows: $1,000,000 each occurrence $2,000,000 aggregate If such Commercial General Liability insurance contains a general aggregate limit, it shall apply separately to this Project or location. City shall be included as an additional insured with all rights of defense under the CGL, using ISO additional insured endorsement or a substitute providing equivalent coverage, and under the commercial umbrella, if any. This insurance shall apply as primary insurance with respect to any other insurance or self-insurance programs afforded to City. The Commercial General Liability insurance policy shall have no exclusions or endorsements that would alter or nullify: premises/operations, products/completed operations, contractual, personal injury, or advertising injury, which are normally contained within the policy, unless City specifically approves such exclusions in writing. ii. Insured waives all rights against City and its agents, officers, directors and employees for recovery of damages to the extent these damages are covered by the commercial general liability or commercial umbrella liability insurance maintained in accordance with Agreement. b. Business Auto — Insured shall maintain business auto liability and, if necessary, commercial umbrella liability insurance as follows: $1,000,000 each accident (or reasonably equivalent limits of coverage if written on a split limits basis). Such insurance shall cover liability arising out of "and auto", including owned, hired, and non -owned autos, when said vehicle is used in the course of Insured's business and/or the Project. If Insured owns no vehicles, coverage for hired or non -owned autos is acceptable. City of Fort Worth, Texas Intermodal Parkway Addendum to Short Form Professional Services Agreement — Lump Sum Services Page 11 of 14 Docusign Envelope ID: D813ACBF-D69A-4CD9-99BE-5858D3F56B9F Insured waives all rights against City and its agents, officers, directors and employees for recovery of damages to the extent these damages are covered by the business auto liability or commercial umbrella liability insurance obtained by Insured pursuant to this Agreement or under any applicable auto physical damage coverage. c. Worker's Compensation Coverage A: statutory limits Coverage B: $100,000 each accident $500,000 disease - policy limit $100,000 disease - each employee Insured waives all rights against City and its agents, officers, directors and employees for recovery of damages to the extent these damages are covered by workers compensation and employer's liability or commercial umbrella insurance obtained by Insured pursuant to this Agreement. d. Professional Liability (Errors & Omissions) — Insured shall maintain professional liability insurance as follows: $1,000,000 — Each Claim Limit $2,000,000 —Aggregate Limit Professional Liability coverage may be provided through an endorsement to the Commercial General Liability policy, or a separate policy specific to Professional E&O. Either is acceptable if coverage meets all other requirements. Coverage shall be written on a claims -made basis, and maintained for the duration of the contractual agreement and for five (5) years following completion of services provided. The policy shall contain a retroactive date prior or equal to the Effective Date of the Agreement or the first date of services to be performed, whichever is earlier. An annual certificate of insurance shall be submitted to City to evidence coverage. (2) GENERAL INSURANCE REQUIREMENTS a. Certificates of insurance evidencing that Insured has obtained all required insurance shall be attached to Agreement concurrent with its execution. Any failure to attach the required insurance documentation hereto shall not constitute a waiver of the insurance requirements. b. Applicable policies shall be endorsed to name City as an Additional Insured, as its interests may appear, and must afford the City the benefit of any defense provided by City of Fort Worth, Texas Intermodal Parkway Addendum to Short Form Professional Services Agreement — Lump Sum Services Page 12 of 14 Docusign Envelope ID: D813ACBF-D69A-4CD9-99BE-5858D3F56B9F the policy. The term City shall include its employees, officers, officials, and agents as respects the contracted services. Applicable policies shall each be endorsed with a waiver of subrogation in favor of City with respect to the Project. c. Certificate(s) of insurance shall document that insurance coverage limits specified in this Agreement are provided under applicable policies documented thereon. Insured's insurance policy(s) shall be endorsed to provide that said insurance is primary protection and any self -funded or commercial coverage maintained by City shall not be called upon to contribute to loss recovery. Insured's liability shall not be limited to the specified amounts of insurance required herein. d. Other than worker's compensation insurance, in lieu of traditional insurance, City may consider alternative coverage or risk treatment measures through insurance pools or risk retention groups. City must approve in writing any alternative coverage for it to be accepted. e. A minimum of thirty (30) days' notice of cancellation or material change in coverage shall be provided to City. A ten (10) days' notice shall be acceptable in the event of non-payment of premium. f. Insurers must be authorized to do business in the State of Texas and have a current A.M. Best rating of A:VII or equivalent measure of financial strength and solvency as determined by the City's Risk Management division. g. Any deductible or self -insured retention in excess of $25,000 that would change or alter the requirements herein is subject to approval in writing by City, if coverage is not provided on a first -dollar basis. City, at its sole discretion, may consent to alternative coverage maintained through insurance pools or risk retention groups. Dedicated financial resources or letters of credit may also be acceptable to City. h. In the course of the Agreement, Insured shall report, in a timely manner, to City's Risk Management Department with additional notice to the Contract Compliance Manager, any known loss or occurrence which could give rise to a liability claim or lawsuit against City or which could result in a property loss. City shall be entitled, upon its request and without incurring expense, to review Insured's insurance policies including endorsements thereto and, at City's discretion, Insured may be required to provide proof of insurance premium payments. Lines of coverage, other than Professional Liability, underwritten on a claims -made basis, shall contain a retroactive date coincident with or prior to the date of this Agreement. The certificate of insurance shall state both the retroactive date and that the coverage is claims -made. k. Coverages, whether written on an occurrence or claims -made basis, shall be maintained without interruption nor restrictive modification or changes from date of commencement of the Project until final payment and termination of any coverage required to be maintained after final payments. City of Fort Worth, Texas Intermodal Parkway Addendum to Short Form Professional Services Agreement — Lump Sum Services Page 13 of 14 Docusign Envelope ID: D813ACBF-D69A-4CD9-99BE-5858D3F56B9F City shall not be responsible for the direct payment of any insurance premiums required by Agreement. m. Subcontractors of Insured shall be required by Insured to maintain the same or reasonably equivalent insurance coverage as required for Insured. Upon City's request, Insured shall provide City with documentation thereof. City of Fort Worth, Texas Intermodal Parkway Addendum to Short Form Professional Services Agreement — Lump Sum Services Page 14 of 14 ® Attachment Code: D583373 Certificate ID: 21075186 CNA CNA PARAMOUNT BLANKET ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - WITH PRODUCTS -COMPLETED OPERATIONS COVERAGE ENDORSEMENT POLICY NO: 7011509284 EFFECTIVE DATE: 11/1/2024 This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART It is understood and agreed as follows: I. WHO IS AN INSURED is amended to include as an Insured any person or organization whom you are required by written contract to add as an additional insured on this Coverage Part, 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: A. In the performance of your ongoing operations subject to such written contract; or B. In the performance of your work subject to such written contract, but only with respect to bodily injury or property damage included in the products -completed operations hazard, and only if: 1. The written contract requires you to provide the additional insured such coverage; and 2. This Coverage Part provides such coverage; and C. 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 what you are required to provide by the written contract; or 2. A higher limit of insurance than what you are required to provide by the written contract. Any coverage granted by this Paragraph I. shall apply solely to the extent permissible by law. II. If the written contract requires additional insured coverage under the 07-04 edition of CG2010 or CG2037, then paragraph I. above is deleted in its entirety and replaced by the following: WHO IS AN INSURED is amended to include as an Insured any person or organization whom you are required by written contract to add as an additional insured on this Coverage Part, 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: A. In the performance of your ongoing operations subject to such written contract; or B. In the performance of your work subject to such written contract, but only with respect to bodily injury or property damage included in the products -completed operations hazard, and only if: 1. The written contract requires you to provide the additional insured such coverage; and 2. This Coverage Part provides such coverage. III. But if the written contract requires: A. Additional insured coverage under the 11-85 edition, 10-93 edition, or 10-01 edition of CG2010, or under the 1001 edition of CG2037; or B. Additional insured coverage with "arising out of language; then paragraph I. above is deleted in its entirety and replaced by the following: WHO IS AN INSURED is amended to include as an Insured any person or organization whom you are required by written contract to add as an additional insured on this Coverage Part, but only with respect to liability for bodily injury, property damage or personal and advertising injury arising out of your work that is subject to such written contract. IV. But if the written contract requires additional insured coverage to the greatest extent permissible by law, then paragraph I. above is deleted in its entirety and replaced by the following: V. The insurance granted by this endorsement to the additional insured does not apply to bodily injury, property damage, or personal and advertising injury arising out of: A. The rendering of, or the failure to render, any professional architectural, engineering, or surveying services, Attachment Code: D583373 Certificate ID: 21075186 including: 1. The preparing, approving, or failing to prepare or approve maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; and 2. Supervisory, inspection, architectural or engineering activities; or B. Any premises or work for which the additional insured is specifically listed as an additional insured on another endorsement attached to this Coverage Part. VI. Under COMMERCIAL GENERAL LIABILITY CONDITIONS, the Condition entitled Other Insurance is amended to add the following, which supersedes any provision to the contrary in this Condition or elsewhere in this Coverage Part: Primary and Noncontributory Insurance With respect to other insurance available to the additional insured under which the additional insured is a named insured, this insurance is primary to and will not seek contribution from such other insurance, provided that a written contract requires the insurance provided by this policy to be: 1. Primary and non-contributing with other insurance available to the additional insured; or 2. Primary and to not seek contribution from any other insurance available to the additional insured. But except as specified above, this insurance will be excess of all other insurance available to the additional insured. VII. Solely with respect to the insurance granted by this endorsement, the section entitled COMMERCIAL GENERAL LIABILITY CONDITIONS is amended as follows: The Condition entitled Duties In The Event of Occurrence, Offense, Claim or Suit is amended with the addition of the following: Any additional insured pursuant to this endorsement will as soon as practicable: 1. Give the Insurer written notice of any claim, or any occurrence or offense which may result in a claim; 2. Send the Insurer copies of all legal papers received, and otherwise cooperate with the Insurer in the investigation, defense, or settlement of the claim; and 3. Make available any other insurance, and endeavor to tender the defense and indemnity of any claim to any other insurer or self -insurer, whose policy or program applies to a loss that the Insurer covers under this coverage part. However, if the written contract requires this insurance to be primary and non-contributory, this paragraph 3. does not apply to other insurance under which the additional insured is a named insured. The Insurer has no duty to defend or indemnify an additional insured under this endorsement until the Insurer receives written notice of a claim from the additional insured. Vill. Solely with respect to the insurance granted by this endorsement, the section entitled 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 on this Coverage Part, provided the contract or agreement: A. Was executed prior to: 1. The bodily injury or property damage; or 2. The offense that caused the personal and advertising injury; for which the additional insured seeks coverage; and B. Is still in effect at the time of the bodily injury or property damage occurrence or personal and advertising injury offense. Attachment Code: D583373 Certificate ID: 21075186 CNA PARAMOUNT Amendment - Additional Insured Limit Provisions This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART It is understood and agreed as follows: When the Named Insured agrees in a written contract to make another entity an Additional Insured, and to carry particular limits of liability insurance, and • The minimum limit of insurance the written contract requires the Named Insured to carry is lower than the limit of insurance otherwise provided by this Policy; and • The written contract does not specify a limit of liability for insurance that applies excess of this Policy, then provisions in this Policy's Additional Insured endorsements that cap the limits available to such Additional Insureds to no more than the amount specified by the written contract continue to apply. In all other instances, however, such provisions in all Additional Insured endorsements attached to this policy do not apply, and are hereby rendered null and void. In no event, however, will the limits of insurance available under this Policy to an Additional Insured be higher than the limits available to the Named Insured. 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. Page 1 of 1 Insured Name: WESTWOOD PROFESSIONAL SERVICES, INC. Copyright CNA All Rights Reserved. Policy No: 7011509284 Endorsement No: Effective 11 /1 /2024 Date: Attachment Code: D583373 Certificate ID: 21075186 Business Auto Policy Policy Endorsement B. Transfer Of Rights Of Recovery Against Others To Us The following is added to Section IV, Paragraph A.S. Transfer Of Rights Of Recovery Against Others To Us: We waive any right of recovery we may have, because of payments we make for injury or damage, against any person or organization for whom or which you are required by written contract or agreement to obtain this waiver from us. This injury or damage must arise out of your activities under a contract with that person or organization You must agree to that requirement prior to an accident or loss. Form No: CNA63359XX (04-2012) Policy No: 7011509298 EFF Date: 11/1/2024 Attachment Code: D583373 Certificate ID: 21075186 CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement 26. WAIVER OF SUBROGATION - BLANKET Under CONDITIONS, the condition entitled Transfer Of Rights Of Recovery Against Others To Us is amended to add the following: The Insurer waives any right of recovery the Insurer may have against any person or organization because of payments the Insurer makes for injury or damage arising out of: 1. the Named Insured's ongoing operations; or 2. your work included in the products -completed operations hazard. However, this waiver applies only when the Named Insured has agreed in writing to waive such rights of recovery in a written contract or written agreement, and only if such contract or agreement: 1. is in effect or becomes effective during the term of this Coverage Part; and 2. was executed prior to the bodily injury, property damage or personal and advertising injury giving rise to CNA74858XX (1-15) Policy No: 7011509284 Endorsement No 7 The Continental Insurance Co. Effective Date: 11/1/2024 Insured Name: WESTWOOD PROFESSIONAL SERVICES, INC. Copy CNA All rights Reserved. Includes copyrighted material of Insurance Services Office., Inc with its permission. Attachment Code: D583373 Certificate ID: 21075186 POLICY NUMBER: 7011509298 CNA63359XX (Ed. 04/12) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CONTRACTORS EXTENDED COVERAGE ENDORSEMENT - BUSINESS AUTO PLUS - This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM I. LIABILITY COVERAGE A. Who Is An Insured The following is added to Section II, Paragraph A.1., Who Is An Insured: 1. a. Any incorporated entity of which the Named Insured owns a majority of the voting stock on the date of inception of this Coverage Form; provided that, b. The insurance afforded by this provision A.1. does not apply to any such entity that is an 'insured' under any other liability 'policy' providing 'auto' coverage. 2. Any organization you newly acquire or form, other than a limited liability company, partnership or joint venture, and over which you maintain majority ownership interest. The insurance afforded by this provision A.2 a. Is effective on the acquisition or formation date, and is afforded only until the end of the policy period of this Coverage Form, or the next anniversary of its inception date, whichever is earlier. b. Does not apply to: (1)'Bodily injury' or'property damage' caused by an 'accident' that occurred before you acquired or formed the organization; or (2) Any such organization that is an 'insured' under any other liability "policy" providing "auto' coverage. 3. Any person or organization that you are required by a written contract to name as an additional insured is an 'insured" but only with respect to their legal liability for acts or omissions of a person, who qualifies as an 'insured" under Section II Who Is An Insured and for whom Liability Coverage is afforded under this policy. If required by written contract, this insurance will be primary and non-contributory to insurance on which the additional insured is a Named Insured. CNA63359XX (Ed. 04/12) Attachment Code: D583373 Certificate ID: 21075186 Workers Compensation And Employers Liability Insurance Policy Endorsement We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule. Schedule Any Person or Organization on whose behalf you are required to obtain this waiver of our right to recover from under a written contract or agreement. The premium charge for the endorsement is reflected in the Schedule of Operations. 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 Policy Effective Date of said policy at the hour stated in said policy, unless another effective date (the Endorsement Effective Date) is shown below, and expires concurrently with said policy unless another expiration date is shown below. Form No: WC 00 03 13 (04-1984) Endorsement Effective Date: 11/1/2024 Policy No: 7011509303 (AOS) Attachment Code: D583373 Certificate ID: 21075186 CNA Workers Compensation And Employers Liability Insurance Policy Endorsement This endorsement changes the policy to which it is attached. It is agreed that Part One - Workers' Compensation Insurance G. Recovery From Others and Part Two - Employers' Liability Insurance H. Recovery From Others are amended by adding the following: We will not enforce our right to recover against persons or organizations. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) PREMIUM CHARGE - Refer to the Schedule of Operations The charge will be an amount to which you and we agree that is a percentage of the total standard premium for California exposure. The amount is 2%. 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 Policy Effective Date of said policy at the hour stated in said policy, unless another effective date (the Endorsement Effective Date) is shown below, and expires concurrently with said policy unless another expiration date is shown below. Form No: G-19160-B (11-1997) Policy No: 7018431689 (CA) Policy Effective Date:11/1/2024 Endorsement No: 2; Page: 1 of 1 Policy Page: 32 of 46 Underwriting Company: Continental Casualty Company, 151 N Franklin St, Chicago, IL 60606 © Copyright CNA All Rights Reserved. FORT WORTH. Routing and Transmittal Slip Transportation & Public Works Department DOCUMENT TITLE: Addendum for Construction Services M&C: NA CPN: 103332 NA DOC#: 1 Date: To: Name Department Initials Date Out 1. Bradley Radovich TPW 3 Oct 25, 2024 2. Lauren Prieur TPW-DIR!116' Oct 25, 2024 3. Jesica McEachern TPW-ACM a` Oct 30, 2024 4. Richard McCracken TPW-legal RM 4 Nov 1, 2024 5. Jannette Goodall City Secretary Nov 1, 2024 6. 7. DOCUMENTS FOR CITY MANAGER'S SIGNATURE: All documents received from any and all City Departments requesting City Manager's signature for approval MUST BE ROUTED TO THE APPROPRIATE ACM for approval first. Once the ACM has signed the routing slip, David will review and take the next steps. NEEDS TO BE NOTARIZED: ❑YES ®No RUSH: []YES ®No SAME DAY: ❑YES ❑No NEXT DAY: ❑YES ❑No ROUTING TO CSO: ❑YES ❑No Action Required: ❑ As Requested ❑ For Your Information ® Signature/Routing and or Recording ❑ Comment ❑ File ❑ Attach Signature, Initial and Notary Tabs Return To: bradlev.radovich(&FortWorthTexas.2ov at ext. 7817 for pick up when completed. Thank you! Note to Signers-Intermodal Parkway 103332 This agreement references the Assignment agreement between Hillwood, Peloton and Fort Worth and adds supplemental scope and indemnification language to the standard agreement necessary due to that reassignment of responsibility. Hillwood bears the cost portion of this addendum as part of that agreement.