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24-R-120 H2O Partners, INC grant writing for local hazard mitigation plansRESOLUTION NO. 24-R-120 A RESOLUTION BY THE CITY COUNCIL OF THE CITY OF SCHERTZ, TEXAS AUTHORIZING AN AGREEMENT WITH H2O PARTNERS, INC. FOR GRANT WRITING, PLANNING, AND MANAGEMENT SERVICES RELATED TO THE LOCAL HAZARD MITIGATION PLANS PROGRAM AND OTHER MATTERS IN CONNECTION THEREWITH WHEREAS, the City of Schertz (the "City") solicited Requests for Proposals (RFP) for professional grant writing, planning, and management services related to the Local Hazard Mitigation Plans Program (LHMPP), and WHEREAS, after extensive analysis of the responses, City staff determined that H2O Partners is well qualified to provide the required services, and WHEREAS, the City Council has determined that it is in the best interest of the City to enter into an agreement with H2O Partners. NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SCHERTZ, TEXAS THAT: Section 1. The City Council hereby authorizes an agreement with H2O Partners for professional grant writing, planning, and management services related to the Local Hazard Mitigation Plans Program (LHMPP), attached hereto as Exhibit A. Section 2. The recitals contained in the preamble hereof are hereby found to be true, and such recitals are hereby made a part of this Resolution for all purposes and are adopted as a part of the judgment and findings of the City Council. Section 3. All resolutions, or parts thereof, which are in conflict or inconsistent with any provision of this Resolution are hereby repealed to the extent of such conflict, and the provisions of this Resolution shall be and remain controlling as to the matters resolved herein. Section 4. This Resolution shall be construed and enforced in accordance with the laws of the State of Texas and the United States of America. Section 5. If any provision of this Resolution or the application thereof to any person or circumstance shall be held to be invalid, the remainder of this Resolution and the application of such provision to other persons and circumstances shall nevertheless be valid, and the City Council hereby declares that this Resolution would have been enacted without such invalid provision. Section 6. It is officially found, determined, and declared that the meeting at which this Resolution is adopted was open to the public and public notice of the time, place, and subject matter of the public business to be considered at such meeting, including this Resolution, was given, all as required by Chapter 551, Texas Government Code, as amended. Section 7.This Resolution shall be in force and effect from and after its final passage, and it is so resolved. PASSED AND ADOPTED, this day o32024. AT City Secretary, Sheila Edmondson (CITY SEAL),_ -2- EXHIBIT A Agreement with H2O Partners for Grant Writing, Planning, and Management Services related to the Local Hazard Mitigation Plans Program (LHMPP) CIE 00 H20 PARTNERS PROFESSIONAL SERVICES AGREEMENT This Professional Services Agreement (AGREEMENT) is entered into, by and between H2O Partners, Inc., 260 Addie Roy Road, Suite 150, Austin, Texas 78746, a corporation formed under the laws of the State of Texas (CONSULTANT) and City of Schertz, Texas, 1400 Schertz Parkway, Schertz, TX 78154, a political subdivision of the State of Texas (CLIENT), collectively referred to as "the Parties." This Agreement becomes effective on the date it is signed by the last of the Parties. WITNESSETH WHEREAS, CLIENT intends to develop a Federal Emergency Management Agency (FEMA)- approved, Hazard Mitigation Action Plan (HMAP); WHEREAS, CLIENT intends to request funding through GLO's Local Hazard Mitigation Plan Program (LHMPP) to develop the HMAP; WHEREAS, CLIENT intends for CONSULTANT to develop the LHMPP Planning Grant Application (APPLICATION) and once approved by GLO, CONSULTANT to develop the HMAP; WHEREAS, CONSULTANT agrees to provide all technical and professional expertise, knowledge, management, and other resources required for developing the APPLICATION and HMAP; and WHEREAS, CLIENT and CONSULTANT agree to comply with all applicable clauses described in 2 CFR 200.318-327 and Appendix II to Part 200 (Contract Provisions for Non -Federal Entity Contracts under Federal Awards). NOW, THEREFORE, in consideration of the foregoing and the mutual covenants contained herein, it is hereby agreed as follows: 1. Responsibilities; Services and Duties A. CONSULTANT shall be responsible for the professional quality, technical accuracy, timely completion, and coordination of all designs, drawings, documents, estimates, specifications, reports, studies and other material (all items collectively hereinafter called "PROJECT DOCUMENTS") and plan consulting services (hereinafter "SERVICES") furnished by the CONSULTANT in strict accordance with the terms, covenants, and conditions of this AGREEMENT and applicable Federal, State, and local laws, rules and regulations. B. CLIENT approval of PROJECT DOCUMENTS, services, and incidental consulting services shall not in any way relieve the CONSULTANT of responsibility for the technical accuracy of the consulting services performed. Professional Services Agreement C. CONSULTANT and CLIENT shall negotiate mutually agreeable terms and compensation for completing additional services beyond those stated in the AGREEMENT, should the need arise. D. CLIENT's Contract Manager will be responsible for exercising general oversight of CONSULTANT's activities in completing SERVICES stated in the AGREEMENT. CLIENT's Contract Manager will represent the CLIENT's interests in resolving day-to-day issues that may arise during the term of this AGREEMENT, shall participate regularly in conference calls or meetings for status reporting, shall promptly review any written reports submitted by the CONSULTANT, and shall approve all invoices for payment, as appropriate. The CLIENT's Contract Manager shall give the CONSULTANT timely feedback on the acceptability of progress and task reports. E. CONSULTANT's Contract Manager for this engagement shall be Heather Ferrara; Phone: 205-586-6616; Email: heather@h2opartnersusa.com. CLIENTS's Contract Manager for the engagement shall be {Brandon High, Emergency Management Coordinator, bhigh@schertz.com. 2. Scope of Services A. The Scope of Services for the completion of the APPLICATON and HMAP will be included in Task Orders to be signed by the Parties. B. Task Order 1 is the development of the APPLICATION and Task Order 2 is the development of the HMAP. Execution of Task Order 2 is contingent upon receipt of grant funding (Task Order 1). 3. Term and Termination A. The term for the development of the APPLICATION and HMAP are set in Task Order land Task Order 2, respectively. CONSULTANT agrees to begin work on the HMAP following approval of the APPLICATION and shall continue work until final FEMA approval of the HMAP. B. This AGREEMENT maybe extended upon the execution of an additional written Letter of Agreement signed by CONSULTANT and CLIENT. CONSULTANT may modify the time of performance upon written approval from CLIENT. Page 2 H20PARTN ERS Professional Services Agreement C. CLIENT may terminate this AGREEMENT, or any portion of it, by serving a notice of termination on the CONSULTANT, which shall be effective on the date of the receipt of the notice of termination. The notice shall state whether the termination is for convenience of CLIENT or for default of the CONSULTANT. D. If the termination is for default, the notice shall state the manner in which the CONSULTANT has failed to perform the requirements of the AGREEMENT. E. If the termination is for the convenience of CLIENT, the CONSULTANT shall be paid its costs up to the time of notice to stop work. F. Termination of the AGREEMENT by CLIENT releases CONSULTANT from all obligations subsequent to the point of termination, and the CONSULTANT shall immediately deliver to CLIENT all material and products completed or in progress. 4. Compensation A. In consideration for the services to be performed under this AGREEMENT, CLIENT shall pay, and CONSULTANT shall receive, compensation as set forth in Task orders to be signed by the Parties. B. CONSULTANT shall invoice CLIENT monthly. The invoice will describe the work completed and include any expenses incurred. CLIENT shall retain ten percent (10%) of the fee for the development of the HMAP to be paid to CONSULTANT upon approval of the HMAP. C. CLIENT shall pay CONSULTANT for services rendered no later than 45 days from the invoice date. However payment for the first invoice will be rendered no later than 90 days from the first payment. D. All invoices will be sent to CLIENT electronically to Brandon High, Emergency Management Coordinator, bhigh�` schertz.com and accountsaavable@schertz.com. S. Independent Contractor The services performed hereunder by the CONSULTANT shall be subject to CLIENT'S inspection and approval, but the detailed manner and method of doing said services shall be under the control of the CONSULTANT. In the performance of services hereunder, CONSULTANT shall be deemed an independent contractor, and any of its employees performing services required hereunder shall be deemed solely employees of CONSULTANT or its subcontractor, and not employees of the CLIENT. Page 3 H2O PARTNERS Professional Services Agreement 6. Laws and Ordinances A. CONSULTANT shall at all times observe and comply with all federal, state, and local laws, ordinances, rules, regulations, and orders of any public authority, which in any manner affect this AGREEMENT, the APPLICATION, and the HMAP. B. CONSULTANT agrees, moreover, not to discriminate against any employee or applicant for employment because of race, religion, color, sex, age, disability, national origin, genetic information, or any other legally protected category. C. CONSULTANT agrees to comply with the Immigration Reform and Control Act of 1986 and the Americans with Disabilities Act of 1990. The CONSULTANT agrees that the indemnification provisions of Section 9 "Indemnification and Insurance" encompass any failure by the CONSULTANT to comply with this article. D. CONSULTANT agrees to provide the Texas Division of Emergency Management and/or the General Land Office, Federal Emergency Management Agency (FEMA) Administrator and/or the U.S. Department of Housing and Urban Development (HUD), the Comptroller General of the United States, or any of their authorized representatives access to any books, documents, papers, and records of the CONSULTANT which are directly pertinent to this AGREEMENT for the purposes of making audits, examinations, excerpts, and transcriptions. The CONSULTANT agrees to permit any of the foregoing parties to reproduce by any means whatsoever or to copy excerpts and transcriptions as reasonably needed. In compliance with the Disaster Recovery Act of 2018, the CLIENT and CONSULTANT acknowledge and agree that no language in the is AGREEMENT is intended to prohibit audits or internal reviews bythe FEMA Administrator, HUD, or the Comptroller General of the United States. E. CONSULTANT agrees to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act, as amended, 42 U.S.C. § 7401 et seq. The CONSULTANT agrees to report each violation to CLIENT and understands and agrees that CLIENT will, in turn, report each violation as required to assure notification to the Federal Emergency Management Agency (FEMA) and/orthe Department of Housing and Urban Development (HUD), and the appropriate Environmental Protection Agency Regional Office. The CONSULTANT agrees to include these requirements in each subcontract exceeding $150,000 financed in whole or in part with federal assistance provided by FEMA or HUD. Page 4 '0 H2O PARTNERS Professional Services Agreement F. CONSULTANT agrees to comply with all applicable standards, orders, or regulations issued pursuant to the federal Water Pollution Control Act, as amended, 33 U.S.C. § 1251 et seq. The CONSULTANT agrees to report each violation to CLIENT and understands and agrees that CLIENTwill, in turn, report each violation as required to assure notification to Federal Emergency Management Agency (FEMA) and/or the Department of Housing and Urban Development (HUD), and the appropriate Environmental Protection Agency Regional Office. The CONSULTANT agrees to include these requirements in each subcontract exceeding $150,000 financed in whole or in part with federal assistance provided by FEMA HUD. G. Byrd Anti -Lobbying Amendment (31 U.S.C. 1352) - CONSULTANT certifies that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining this contract. The CONSULTANT shall disclose any lobbying with non -Federal funds that takes place in connection with obtaining any Federal award. 7. Debarment and Suspension This AGREEMENT is a covered transaction for purposes of 2 C.F.R. Part 180 and 2 C.F.R. Part 3000. As such, the consultant is required to verify that none of the consultant's principals (defined at 2 C.F.R. § 180.995) or its affiliates (defined at 2 C.F.R. § 180.905) are excluded (defined at 2 C.F.R. § 180.940) or disqualified (defined at 2 C.F.R. § 180.935). The CONSULTANT must comply with 2 C.F.R. Part 180, subpart C and 2 C.F.R. Part 3000, subpart C, and must include a requirement to comply with these regulations in any lower tier covered transaction it enters into. This certification is a material representation of fact relied upon by CLIENT. If it is later determined that the consultant did not comply with 2 C.F.R. Part 180, subpart C and 2 C.F.R. Part 3000, subpart C, in addition to remedies available to CLIENT the federal government may pursue available remedies, including but not limited to suspension and/or debarment. The bidder or proposer agrees to comply with the requirements of 2 C.F.R. Part 180, subpart C and 2 C.F.R. Part 3000, subpart C, while this offer is valid and throughout the period of any contract that may arise from this offer. The bidder or proposer further agrees to include a provision requiring such compliance in its lower tier covered transactions. Page 5 H20PARTN ERS Professional Services Agreement 8. Indemnification and Insurance A. CONSULTANT agrees to indemnify and hold harmless CLIENT from and against any losses, claims, liabilities, or damages occurring as a result of or arising out of this AGREEMENT on account of CONSULTANT's negligence or willful misconduct (or the negligence or willful misconduct of any of their respective affiliates), to the extent not caused by the fault of CLIENT. CONSULTANT further agrees to indemnify and hold harmless CLIENT from and against any losses, claims, liabilities, or damages alleged by CONSULTANT'S employees, contractors, subcontractors and representatives relating to the work performed under this AGREEMENT. B. CONSULTANT warrants that it maintains 1) general liability insurance and 2) workers' compensation insurance on all of its employees. 9. Dispute Resolution A. If a dispute arises out of or relates to the Contract, orthe breach thereof, the parties agree to negotiate prior to prosecuting a suit for damages. However, this section does not prohibit the filing of a lawsuit to toll the running of a statute of limitations or to seek injunctive relief. Either party may make a written request for a meeting between representatives of each party within fourteen (14) calendar days after receipt of the request or such later period as agreed by the parties. Each party shall include, at a minimum, one (1) senior level individual with decision -making authority regarding the dispute. The purpose of this and any subsequent meeting is to attempt in good faith to negotiate a resolution of the dispute. B. This Agreement and all of the transactions contemplated herein shall be governed by and construed in accordance with the laws of the State of Texas, including provisions of Subchapter I, Chapter 271, TEX. LOCAL GOV'T CODE. The provisions and obligations of this Agreement are performable in Guadalupe County, Texas such that exclusive venue for any action arising out of this Agreement shall be in Guadalupe County, Texas. 10. Modifications This AGREEMENT may be modified or amended if approved, in writing by both parties. No pre-printed or similar terms on any the CONSULTANT invoice, order or other document shall have any force or effect to change the terms, covenants, and conditions of the AGREEMENT. Page 6 H20PARTN ERS Professional Services Agreement 11. Notices A. All notices and communications under this AGREEMENT to be delivered to the CLIENT shall be sent to the physical or email address of the CLIENT as follows, unless and until the CONSULTANT is otherwise notified: City of Schertz Attn: Emergency Management 1400 Schertz Parkway Schertz, TX 78154 bhigh@schertz.com 210-619-1300 B. All notices and communications under this AGREEMENT to be delivered to the CONSULTANT shall be sent to the address of the CONSULTANT as follows, unless and until the CLIENT is otherwise notified: H2O Partners, Inc. PO Box 130160 Austin, TX 78716 Attn: Heather Ferrara heather@h2opartnersusa.com 12. Legal Construction A. The validity of this AGREEMENT and of any of its terms or provisions, as well as the rights and duties hereunder, shall be governed by the laws of the State of Texas. B. In case any one or more of the provisions contained in this AGREEMENT shall be for any reason held to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or unenforceability shall not affect any other provision hereof and this AGREEMENT shall be construed as if such invalid, illegal, or unenforceable provision had never been contained herein. The parties further agree to reform the AGREEMENT to replace any stricken provision with a valid provision that comes as close as possible to the intent of the stricken provision. C. This AGREEMENT may not be changed except by a written agreement signed by both parties. The persons signing this AGREEMENT warrant and represent that they have read and understood this AGREEMENT and are authorized to sign it on behalf of each party. Page 7 .�H2O PARTN ERS Professional Services Agreement 13. Additional Terms and Conditions A. Attached hereto and incorporated herein is Exhibit A — City of Schertz Standard Contract Rider. IN WITNESS WHEREOF, the parties hereto have caused this AGREEMENT to be duly executed on the day and year first above written. H2O Partners, Inc. BY: (4-V'3�'Q NAME: q. Eric Howard TITLE: Vice President DATE: I k- 2'A H2O PARTNERS City of Schertz, Texas BY: NAME: Steve Williams TITLE: City Manager DATE: Page S Professional Services Agreement EXHIBIT A CITY OF SCHERTZ ADDITIONAL REQUIRED TERMS AND CONDITIONS (A) Subletting. The Contractor shall not sublet or transfer any portion of the work under this Agreement or any Scope of Work issued pursuant to this Agreement unless specifically approved in writing by the City, which approval shall not be unreasonably withheld. Subcontractors shall comply with all provisions of this Agreement and the applicable Scope of Work. The approval or acquiescence of the City in the subletting of any work shall not relieve the Contractor of any responsibility for work done by such subcontractor. (B) Compliance with Laws. The Contractor shall comply with all federal, state and local laws, statutes, ordinances, rules and regulations, and the orders and decrees of any courts, administrative, or regulatory bodies in any matter affecting the performance of this Agreement, including, without limitation, worker's compensation laws, minimum and maximum salary and wage statutes and regulations, and licensing laws and regulations. When required, the Contractor shall furnish the City with satisfactory proof of compliance. (C) Non -Collusion. Contractor represents and warrants that Contractor has not given, made, promised or paid, nor offered to give, make, promise or pay any gift, bonus, commission, money or other consideration to any person as an inducement to or in order to obtain the work to be provided to the City under this Agreement. Contractor further agrees that Contractor shall not accept any gift, bonus, commission, money, or other consideration from any person (other than from the City pursuant to this Agreement) for any of the Work performed by Contractor under or related to this Agreement. If any such gift, bonus, commission, money, or other consideration is received by or offered to Contractor, Contractor shall immediately report that fact to the City and, at the sole option of the City, the City may elect to accept the consideration for itself or to take the value of such consideration as a credit against the compensation otherwise owing to Contractor under or pursuant to this Agreement. Page 9 H2O PARTNERS Professional Services Agreement (D) Force Majeure. If the performance of any covenant or obligation to be performed hereunder by any party is delayed as a result of circumstances which are beyond the reasonable control of such party (which circumstances may include, without limitation, pending litigation, acts of God, war, acts of civil disobedience, fire or other casualty, shortage of materials, adverse weather conditions (such as, by way of illustration and not of limitation, severe rain storms or below freezing temperatures, or tornados] labor action, strikes or similar acts, moratoriums or regulations or actions by governmental authorities), the time for such performance shall be extended by the amount of time of such delay, but no longer than the amount of time reasonably occasioned by the delay. The party claiming delay of performance as a result of any of the foregoing force majeure events shall deliver written notice of the commencement of any such delay resulting from such force majeure event not later than seven (7) days after the claiming party becomes aware of the same, and if the claiming party fails to so notify the other party of the occurrence of a force majeure event causing such delay and the other party shall not otherwise be aware of such force majeure event, the claiming party shall not be entitled to avail itself of the provisions for the extension of performance contained in this subsection. (E) Non -Boycott of Israel. Pursuant to Section 2270.002 of the Texas Government Code, Contractor certifies that either (i) it meets an exemption criterion under Section 2270.002; or (11) it does not boycott Israel and will not boycott Israel during the term of the contract resulting from this solicitation. Contractor shall state any facts that make it exempt from the boycott certification as an attachment to this agreement. Relevant definitions from the bill: "Company" means a for -profit sole proprietorship, organization, association, corporation, partnership, joint venture, limited partnership, limited liability partnership, or limited liability company, including a wholly owned subsidiary, majority -owned subsidiary, parent company, or affiliate of those entities or business associations that exists to make a profit. "Boycott Israel" means refusing to deal with, terminating business activities with, or otherwise taking any action that is intended to penalize, inflict economic harm on, or limit commercial relations specifically with Israel, or with a person or entity doing business in Israel or in an Israeli - controlled territory, but does not include an action made for ordinary business purposes. Page 10 H2O PARTNERS Professional Services Agreement (F) Non -Boycott of Energy. Pursuant to Texas Senate Bill 13 (2021), Contractor certifies that either (1) it does not boycott Israel and will not boycott energy companies; and (2) will not boycott energy companies during the term of the contract resulting from this solicitation. Contractor shall state any facts that make it exempt from the boycott certification as an attachment to this agreement. (G) Non -Boycott of Firearm Entity. Pursuant to Texas Senate Bill 19 (2021), Contractor certifies that it: (a) does not have a practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade association; and (b) will not discriminate during the term of the contract against a firearm entity or firearm trade association. (H) Access to Premises. Authorized representatives of the Contractor will be allowed access to the facilities on City premises at reasonable times to perform the obligations of the Contractor regarding such facilities. Contractor shall adhere to all City rules, regulations, and guidelines while on City property. It is expressly understood that the City may limit or restrict the right of access herein granted in any manner considered necessary (e.g., national security, public safety). (1) Indemnification. CONTRACTOR AGREES TO INDEMNIFY AND HOLD THE CITY OF SCHERTZ, TEXAS AND ALL OF ITS PRESENT, FUTURE AND FORMER AGENTS, EMPLOYEES, OFFICIALS AND REPRESENTATIVES HARMLESS IN THEIR OFFICIAL, INDIVIDUAL AND REPRESENTATIVE CAPACITIES FROM ANY AND ALL CLAIMS, DEMANDS, CAUSES OF ACTION, JUDGMENTS, LIENS AND EXPENSES (INCLUDING ATTORNEY'S FEES, WHETHER CONTRACTUAL OR STATUTORY), COSTS AND DAMAGES (WHETHER COMMON LAW OR STATUTORY), COSTS AND DAMAGES (WHETHER COMMON LAW OR STATUTORY, AND WHETHER ACTUAL, PUNITIVE, CONSEQUENTIAL OR INCIDENTAL), OF ANY CONCEIVABLE CHARACTER, FOR INJURIES TO PERSONS (INCLUDING DEATH) OR TO PROPERTY (BOTH REAL AND PERSONAL) CREATED BY, ARISING FROM OR IN ANY MANNER RELATING TO THE WORK OR GOODS PERFORMED OR PROVIDED BY CONTRACTOR — EXPRESSLY INCLUDING THOSE ARISING THROUGH STRICT LIABILITY OR UNDER THE CONSTITUTIONS OF THE UNITED STATES. (J) Disclosure of Business Relationships/Affiliations; Conflict of Interest Questionnaire. Contractor represents that it is in compliance with the applicable filing and disclosure requirements of Chapter 176 of the Texas Local Government Code. Page 11 H2O PARTN ERS Professional Services Agreement (L) Certificate of Interested Parties Effective January 1, 2016, pursuant to House Bill 1295 passed by the 84th Texas Legislature (Section 2252.908, Texas Government Code, as amended) and formal rules released by the Texas Ethics Commission (TEC), all contracts with private business entities requiring approval by the Schertz City Council will require the on-line completion of Form 1295 "Certificate of Interested Parties." Form 1295 is also required for any and all contract amendments, extensions or renewals. Contractors are required to complete and file electronically with the Texas Ethics Commission using the online filing application. Please visit the State of Texas Ethics Commission website, httos:llwww.ethics.state.tx.us/whatsnew/elf info form1295.htm and https://www.ethics.state.tx.us/tec/1295-Info.htm for more information. IF YOU HAVE ANY QUESTIONS ABOUT COMPLIANCE, PLEASE CONSULT YOUR OWN LEGAL COUNSEL. COMPLIANCE IS THE INDIVIDUAL RESPONSIBILITY OF EACH PERSON OR AGENT OF A PERSON WHO IS SUBJECT TO THE FILING REQUIREMENT. AN OFFENSE UNDER CHAPTER 176 IS A CLASS C MISDEMEANOR. (M) Payments Subject to Future Appropriation. This Agreement shall not be construed as a commitment, issue, pledge or obligation of any specific taxes or tax revenues for payment to Contractor. 1. All payments or expenditures made by the City under this Agreement are subject to the City's appropriation of funds for such payments or expenditures to be paid in the budget year for which they are made. 2. The payments to be made to Contractor, or other expenditures under this Agreement, if paid, shall be made solely from annual appropriations of the City as may be legally set aside for the implementation of Article III, Section 52-a of the Texas Constitution or Chapter 380 of the Texas Local Government Code or any other economic development or financing program authorized by statute or home rule powers of the City under applicable Texas law, subject to any applicable limitations or procedural requirements. 3. In the event the City does not appropriate funds in any fiscal year for payments due or expenditures under this Agreement, the City shall not be liable to Contractor for such payments or expenditures unless and until appropriation of said funds is made; provided, Page 12 �H2O PARTNERS Professional Services Agreement however, that Contractor, in its sole discretion, shall have the right but not the obligation to terminate this Agreement and shall have no obligations under this Agreement for the year in respect to which said unappropriated funds relate. Page 13 Q H2O PARTNERS U�O H2OPARTNERS TASK ORDER 1- PLANNING GRANT This Task Order is made part of and governed by the terms and provisions of the AGREEMENT FOR PROFESSIONAL SERVICES (AGREEMENT), dated as of day of , 2024, by and between H2O Partners, Inc. (CONSULTANT) and City of Schertz, Texas, (CLIENT). All capitalized terms used but not otherwise defined herein shall have the meanings given to them in the Agreement. A. BACKGROUND • CONSULTANT shall develop all items and materials necessary for the completion of the APPLICATION, including: 1. Developing a narrative statement and scope of work; 2. Identifying hazards and historical occurrences; 3. Detailing the proposed work schedule; 4. Developing a budget; and 5. Completing State and Federal assurance forms. • CONSULTANT shall fulfill all requirements of the APPLICATION. • CONSULTANT shall submit the APPLICATION electronically to the General Land Office (GLO), and provided the CLIENT with an electronic copy of the APPLICATION. • CONSULTANT shall correspond with State and Federal agencies throughout the development and submission of the APPLICATION, as necessary. • CLIENT shall provide identifying data that may be necessary for the completion of the APPLICATION as requested by CONSULTANT, including signing forms as needed. • The scope of services for this AGREEMENT covers only the completion of the APPLICATION, and specifically excludes any administration or management of the grant, if awarded. B. PRICING In consideration for the services to be performed, CLIENT shall pay, and CONSULTANT shall receive, compensation as hereinafter set forth. CONSULTANT shall be paid a firm fixed fee of $1,690 in consideration for the services to be performed under this AGREEMENT. The above pricing represents the maximum cost ceiling, including expenses. APPROVAL/ACCEPTANCE Acceptance of the terms of this Task Order is acknowledged by the following signatures of the authorized representatives of the parties to the Agreement. This Task Order consists of this document and any supplemental pages attached and referenced hereto. TASK ORDER IN WITNESS WHEREOF, the parties hereto have caused this Task Order to be duly executed on the day and year first above written. H2O Partners, Inc. BY: NAME: Eric Howard TITLE: Vice President DATE: City of Schertz, Texas BY: NAME: Steve Williams TITLE: City Manager DATE: Page 2 H2O PART N ERS U,O, H20 PARTNERS TASK ORDER — 2 — Hazard Mitigation Plan This Task Order is made part of and governed by the terms and provisions of the AGREEMENT FOR PROFESSIONAL SERVICES (AGREEMENT), dated as of day of 2024, by and between H2O Partners, Inc. (CONSULTANT) and City of Schertz, Texas (CLIENT). All capitalized terms used but not otherwise defined herein shall have the meanings given to them in the Agreement. A. BACKGROUND • CONSULTANT shall develop a Hazard Mitigation Action Plan (HMAP) following award of the Local Hazard Mitigation Plan Program (LHMPP) planning grant APPLICATION. • CONSULTANT will conduct a Kick-off Workshop, Risk Assessment Workshop, and Mitigation Action Workshop, with public meetings following the workshops. All workshops and meetings will be scheduled with the CLIENT. • CONSULTANT will facilitate the development of a Planning Team and develop a detailed tracking contact sheet for the management of documents requested. • CONSULTANT will develop all meeting and workshop notices and materials. • CONSULTANT will develop and distribute a capability assessment to the CLIENT in order to review and incorporate, if appropriate, any existing plans, studies, reports and technical information into the HMAP. • CONSULTANT shall develop a format for the HMAP. • CONSULTANT shall develop a public survey in addition to public and stakeholder presentations in order to provide for a detailed process of public involvement. • CONSULTANT will complete a review of the previous risk assessment and conduct a new analysis and risk and vulnerability assessment for the HMAP. • CONSULTANT will develop materials and conduct a Risk Assessment Workshop based on preliminary results of the risk assessment. • CONSULTANT will conduct a Mitigation Action Workshop to review with CLIENT previous mitigation actions and identify and prioritize new hazard mitigation strategies for the creation of hazard mitigation actions to be included in the HMAP. TASK ORDER • CONSULTANT will collect and compile all records of the meetings held for the purposes of plan certification. • CONSULTANT will complete data collection worksheets as required, identifying potential measures, and identifying local capabilities and calculate loss estimates for various hazards. • CONSULTANT shall write and develop each section of the HMAP and submit a preliminary draft version to CLIENT. • CONSULTANT will revise the HMAP as necessary and submit a draft to TDEM, following the receipt of comments and revisions from CLIENT. • CONSULTANT shall complete the review tool for the HMAP and complete revisions as required by TDEM. • Once the HMAP is approved by TDEM and submitted to FEMA, CONSULTANT shall revise the HMAP and review tool if required by FEMA. • After FEMA approves the HMAP, CONSULTANT shall provide CLIENT with a digital download of the HMAP. • CLIENT shall be responsible for all grant administration and management services, including completing quarterly reports, reviewing contracts and invoices; preparing reimbursement requests with invoices, collecting all in -kind documentation from participating jurisdictions; and preparing files for project closeout. B. PRICING —TASK ORDER 2 In consideration for the services to be performed, CONSULTANT shall be paid a firm fixed price amount of $63,570. C. TERM The term of Task Order 2 shall begin on the date signed and continue until final FEMA review and approval of the HMAP. APPROVAL/ACCEPTANCE Acceptance of the terms of this Task Order is acknowledged by the following signatures of the authorized representatives of the parties to the Agreement. Task Order 2 consists of this document and any supplemental pages attached and referenced hereto. Page 2 O H2O PARTN ERS IN WITNESS WHEREOF, the parties hereto have caused this Task Order to be duly executed on the day and year first above written. H2O Partners, Inc. BY: NAME: Eric Howard TITLE: Vice President DATE: City of Schertz, Texas BY: NAME: Steve Williams TITLE: City Manager DATE: Page 3 () H2O PARTN ERS Y1'Y) DD/Y E (MM/ CERTIFICATE OF LIABILITY INSURANCE DATE DIY 024 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME: Jodyerry Adams Risk Management Services, LLC PHONE 713-869 8346 A-c No : 713-869-9114 Adams Insurance Service, Inc. EMAIL 427 W. 20th Street, Suite 500 ADDRESS: iberry0adamsins.com Houston TX 77008 INSURERISI AFFORDING COVERAGE NAIC # INSURER A: Employers Mutual Casualty Company 21415 INSURED H2OPART-01 INSURER B : EMCASCO Insurance Company 21407 H2O Partners Inc. 260 Addie Roy Rd., Ste. 150 INSURER C : Austin TX 78746 INSURER D : INSURER E : INSURER F : COVERAGES CFRTIFICATF NIIMRFRr0111Ad9R11 RFVI_CIAN NIIMRPR- THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR I TYPE OF INSURANCE ADDL SUBR POLICY EFF POLICY EXP LTR POLICY NUMBER fMWDDrrf I (MMIDDNYYYILIMITS B X I COMMERCIAL GENERAL LIABILITY Y Y 4D81176 9/15/2024 9/15/2025 EACH OCCURRENCE $1,000,000 j CLAIMS -MADE Z OCCUR TED PREM SES Ea occurrence $ 500,000 MED EXP (Any one person $10,000 PERSONAL & ADV INJURY $ 1,000,000 GENERALAGGREGATE $3,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRCJET LOC PRODUCTS - COMP/OP AGG $ 3,000,000 $ OTHER: A AUTOMOBILE LIABILITY Y Y 4E81176 9/15/2024 9/15/2025 COa accidentMBINED SINGLE LIMIT E $1,000,000 BODILY INJURY (Per person) $ . X ANY AUTO OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY (Per accident) $ X HIRED X NON -OWNED AUTOS ONLY AUTOS ONLY PROPERTY DAMAGE Per accident $ A X UMBRELLA LIAB X OCCUR Y Y 4.181176 9/15/2024 9/15/2025 EACH OCCURRENCE $ 5,000,000 AGGREGATE $ 5,000,000 EXCESS LIAR CLAIMS -MADE DED I X I RETENTION $: $ WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Y / N PER OTH- STATUTE ER ANYPROPRIETOR/PARTNER/EXECUTIVE ❑ OFFICER/MEMBER EXCLUDED? N / A E.L. EACH ACCIDENT $ E.L. DISEASE - EA EMPLOYEE $ (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT $ I DESCRIPTION OF OPERATIONS I LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached If more space Is required) THE GENERAL LIABILITY POLICY INCLUDES THE FOLLOWING ENDORSEMENTS: 1) CG7578.3 - BLANKET WAIVER OF SUBROGATION WHEN REQUIRED IN A WRITTEN CONTRACT EXECUTED PRIOR TO LOSS. 2) CG7650 and CG7578.3 - WHO IS AN INSURED IS AMENDED TO INCLUDE ANY PERSON OR ORGANIZATION THAT YOU AGREE IN A WRITTEN CONTRACT REQUIRING INSURANCE TO INCLUDE AS AN ADDITIONAL INSURED. IF THE WRITTEN CONTRACT REQUIRING INSURANCE SPECIFICALLY REQUIRES THAT THIS INSURANCE APPLY ON A PRIMARY BASIS OR A PRIMARY & NON-CONTRIBUTORY BASIS, THIS INSURANCE IS PRIMARY TO OTHER INSURANCE AVAILABLE TO THE ADDITIONAL INSURED AS A NAMED INSURED. 3) CG7429 - PER PROJECT AGGREGATE LIMITS OF INSURANCE. THE AUTOMOBILE POLICY INCLUDES THE FOLLOWING ENDORSEMENTS: 1) CA7450-BLANKET ADDITIONAL INSURED AS REQUIRED BY WRITTEN See Attached... CERTIFICATE HOLDER CANCELLATION City of Schertz Attn: Purchasing Department 1400 Schertz Parkway Schertz TX 78154 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTH9RIZED REPRESENTATIVE ©1988-2016 ACORD CORPORATION. All rights reserved. ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD AGENCY Adams Risk Management Services, LLC POLICY NUMBER CARRIER ADDITIONAL REMARKS AGENCY CUSTOMER ID: H2OPART-01 LOC #: ADDITIONAL REMARKS SCHEDULE NAMED INSURED H2O Partners Inc. 260 Addie Roy Rd., Ste. 150 Austin TX 78746 NAIL CODE EFFECTIVE DATE: I THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, I FORM NUMBER: 25 FORM TITLE: CERTIFICATE OF LIABILITY INSURANCE Page 1 of 1 CONTRACT EXECUTED PRIOR TO THE BODILY INJURY OR PROPERTY DAMAGE AND BLANKET WAIVER OF SUBROGATION AS REQUIRED BY WRITTEN CONTRACT. IF THE WRITTEN CONTRACT REQUIRING INSURANCE SPECIFICALLY REQUIRES THAT THIS INSURANCE APPLY ON A PRIMARY BASIS OR A PRIMARY & NON-CONTRIBUTORY BASIS, THIS INSURANCE IS PRIMARY TO OTHER INSURANCE AVAILABLE TO THE ADDITIONAL INSURED AS A NAMED INSURED. THE UMBRELLA LIABILITY POLICY APPLIES IN EXCESS OF THE UNDERLYING GENERAL LIABILITY AND AUTO LIABILITY POLICIES ABOVE INCLUDING FOLLOWING THE TERMS OF ANY ADDITIONAL INSURED ENDORSEMENTS. THE POLICIES FOLLOW THE TERMS AND CONDITIONS OF SUCH UNDERLYING POLICIES UNLESS THEY ARE INCONSISTENT WITH THE TERMS OF THE POLICY ACORD 101 (2008/01) © 2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD H2O Partners, Inc. Policy #4D81176 Effective: 9/ 15/2024-9/ 15/2025 COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. GENERAL LIABILITY ELITE EXTENSION - TEXAS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE FORM The COMMERCIAL GENERAL LIABILITY COVERAGE FORM is amended to include the following clarifications and extensions of coverage. The provisions of the Coverage Form apply unless modified by endorsement. A. EXPECTED OR INTENDED INJURY Section I — Coverage A, Exclusion a. is amended as follows: a. "Bodily injury" or "property damage" expected or intended from the standpoint of the insured. This exclusion does not apply to "bodily injury" or "property damage" resulting from the use of reasonable force to protect persons or property. B. NON -OWNED WATERCRAFT Section I — Coverage A, Exclusion g.(2) is amended as follows: (2) A watercraft you do not own that is: (a) Less than 60 feet long; and (b) Not being used to carry person(s) or property for a charge; C. EXTENDED PROPERTY DAMAGE COVERAGE Section I — Coverage A, Exclusions j.(3) and (4) is amended to add the following: Paragraphs (3) and (4) of this exclusion do not apply to tools or equipment loaned to you, provided they are not being used to perform operations at the time of loss. SCHEDULE Limits Of Insurance Deductible $5,000 Each Occurrence $250 Per Claim $10,000 Annual A re ate a. The each occurrence limit listed above is the most we will pay for all damages because of "property damage" to property in the care, custody and control of or property loaned to an insured as the result of any one "occurrence", regardless of the number of: (1) insureds; The aggregate limit listed above is the most we will pay for all damages because of "property damage" to property in the care custody and control of or property loaned to an insured during the policy period. Any payment we make for damages because of "property damage" to property in the care, custody and control of or property loaned to an insured will apply against the General Aggregate Limit shown in the declarations. b. Our obligation to pay damages on your behalf applies only to the amount of damages in excess of the deductible amount listed above. We may pay any part or all of the deductible amount listed above, We may pay any part or all of the deductible amount to effect settlement of any claim or "suit" and upon notification by us, you will promptly reimburse us for that part of the deductible we paid. c. If two or more coverages apply under one "occurrence", only the highest per claim deductible applicable to these coverages will apply. d. Insurance provided by this provision is excess over any other insurance, whether primary, excess, contingent or any other basis. Since insurance provided by this endorsement is excess, we will have no duty to defend any claim or "suit" to which insurance provided by this endorsement applies if any other insurer has a duty to defend such a claim or "suit". If no other insurer defends, we will undertake to do so, but we will be entitled to the insured's rights against all those other insurers. D. PROPERTY DAMAGE — ELEVATORS Section I — Coverage A.2. Exclusions paragraphs j.(3), j.(4), j.(6) and k. do not apply to use of elevators. (2) claims made or "suits" brought; This insurance afforded by this provision is excess (3) persons or organizations making claims or over any valid and collectible property insurance bringing "suits". (including any deductible) available to the insured and Section IV — Commercial General Liability Conditions Paragraph 4. Other Insurance. CG7578.3(2-19) Includes copyrighted material of ISO Properties, Inc. with its permission. Page 1 of 6 E. FIRE, LIGHTNING OR EXPLOSION DAMAGE Except where it is used in the term "hostile fire", the word fire includes fire, lightning or explosion wherever it appears in the Coverage Form. Under Section I — Coverage A, the last paragraph (after the exclusions) is replaced with the following: Exclusions c. through n. do not apply to damage by fire, smoke or leakage from automatic fire protection systems to premises while rented to you or temporarily occupied by you with permission of the owner. A separate limit of insurance applies to this coverage as described in Section III — Limits of Insurance. F. MEDICAL PAYMENTS If Section I — Coverage C. Medical Payments Coverage is not otherwise excluded from this Coverage Form: The requirement, in the Insuring Agreement of Coverage C., that expenses must be incurred and reported to us within one year of the accident date is changed to three years. G. SUPPLEMENTARY PAYMENTS Supplementary Payments — Coverages A and B Paragraphs 1.b. and 1.d. are replaced by the following: 1.16. Up to $5,000 for cost of bail bonds required because of accidents or traffic law violations arising out of the use of any vehicle to which the Bodily Injury Liability Coverage applies. We do not have to fumish these bonds. 1.d. All reasonable expenses incurred by the insured at our request to assist us in the investigation or defense of the claim or "suit", including actual loss of earnings up to $500 a day because of time off from work. H. SUBSIDIARIES AS INSUREDS Section If — Who Is An Insured is amended to add the following: 11 Any legally incorporated subsidiary in which you own more than 50% of the voting stock on the effective date of this policy. However, insured does not include any subsidiary that is an insured under any other general liability policy, or would have been an insured under such a policy but for termination of that policy or the exhaustion of that policy's limits of liability. 1. BLANKET ADDITIONAL INSUREDS — AS REQUIRED BY CONTRACT 1. Section 11— Who Is An Insured is amended to include as an additional insured any person(s) or organization(s) subject to provisions in Paragraph 2. below, (hereinafter referred to as additional insured) when you and such person(s) or organization(s) have agreed in a written contract or written agreement that such person(s) or organization(s) be added as an additional insured on your policy provided that the written contract or agreement is: a. Currently in effect or becomes effective during the policy period; and b. Executed prior to an "occurrence" or offense to which this insurance would apply. However, the insurance afforded to such additional insured: a. Only applies to the extent permitted by law; and b. Will not be broader than that which you are required by the contract or agreement to provide for such additional insured; and c. Applies only if the person or organization is not specifically named as an additional insured under any other provision of, or endorsement added to, Section 11 — Who Is An Insured of this policy. 2. As provided herein, the insurance coverage provided to such additional insureds is limited to: a. Any Controlling Interest, but only with respect to their liability arising out of their financial control of you; or premises they own, maintain, or control while you lease or occupy these premises. This insurance does not apply to structural alterations, new construction and demolition operations performed by or for that person or organization. b. Any architect, engineer, or surveyor engaged by you but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf: (1) In connection with your premises; or (2) In the performance of your ongoing operations. With respect to the insurance afforded to these additional insureds, the following additional exclusion applies: This insurance does not apply to "bodily injury", "property damage" or "personal and advertising injury" arising out of the rendering of or the failure to render any professional services by or for you, 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; or (2) Supervisory, inspection, architectural or engineering activities. CG7578.3(2-19) Includes copyrighted material of ISO Properties, Inc. with its permission. Page 2 of 6 This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that insured, if the "occurrence" which caused the "bodily injury" or "property damage", or the offense which caused the "personal and advertising injury", involved the rendering of or the failure to render any professional services by or for you. c. Any manager or lessor of a premises leased to you, but only with respect to liability arising out of the ownership, maintenance or use of that part of a premises leased to you, subject to the following additional exclusions: This insurance does not apply to: (1) Any "occurrence" which takes place after you cease to be a tenant in that premises. (2) Structural alterations, new construction or demolition operations performed by or on behalf of such additional insured. d. Any state or governmental agency or subdivision or political subdivision, subject to the following: (1) This insurance applies only with respect to the following hazards for which any state or governmental agency or subdivision or political subdivision has issued a pennit or authorization in connection with premises you own, rent or control and to which this insurance applies: (a) The existence, maintenance, repair, construction, erection or removal of advertising signs, awnings, canopies, cellar entrances, coal holes, driveways, manholes, marquees, hoist away openings, sidewalk vaults, street banners or decorations and similar exposures; or (b) The construction, erection or removal of elevators; or (c) The ownership, maintenance or use of any elevators covered by this insurance. (2) This insurance applies only with respect to operations performed by you or on your behalf for which any state or governmental agency or subdivision or political subdivision has issued a permit or authorization. This insurance does not apply to: (a) "Bodily injury", "property damage" or "personal and advertising injury" arising out of operations performed for the federal government, state or municipality; or (b) "Bodily injury' or "property damage" included within the "products - completed operations hazard". e. Any vendor, but only with respect to "bodily injury" or "property damage" arising out of "your products" which are distdbuted or sold in the regular course of the vendor's business. With respect to the insurance afforded to these vendors, the following additional exclusions apply: (1) The insurance afforded any vendor does not apply to: (a) "Bodily injury" or "properly damage" for which any vendor is obligated to pay damages by reason of the assumption of liability in a contract or agreement. This exclusion does not apply to liability for damages that any vendor would have in the absence of the contract or agreement; (b) Any express warranty unauthorized by you; (c) Any physical or chemical change in the product made intentionally by any vendor; (d) Repackaging, except when unpacked solely for the purpose of inspection, demonstration, testing, or the substitution of parts under instructions from the manufacturer, and then repackaged in the original container; (e) Any failure to make such inspections, adjustments, tests or servicing as any vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products; (f) Demonstration, installation, servicing or repair operations, except such operations performed at any vendor's premises in connection with the sale of the product; (g) Products which, after distribution or sale by you, have been labeled or relabeled or used as a container, part or ingredient of any other thing or substance by or for any vendor; or CG7578.3(2-19) Includes copyrighted material of ISO Properties, Inc. with Its permission. Page 3 of 6 (h) "Bodily injury" or "property damage" arising out of the sole negligence of any vendor for its own acts or omissions or those of its employees or anyone else acting on its behalf. However, this exclusion does not apply to: (i) The exceptions contained in Subparagraphs (d) or (f); or (ii) Such inspections, adjustments, tests or servicing as any vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products. (2) This insurance does not apply to any insured person or organization, from whom you have acquired such products, or any ingredient, part or container, entering into, accompanying or containing such products. f. Any Mortgagee, Assignee Or Receiver, but only with respect to their liability as mortgagee, assignee, or receiver and arising out of the ownership, maintenance, or use of the premises by you. This insurance does not apply to structural alterations, new construction and demolition operations performed by or for that person or organization. g. Any Owners Or Other Interests From Whom Land Has Been Leased, but only with respect to liability arising out of the ownership, maintenance or use of that part of the land leased to you. With respect to the insurance afforded to these additional insureds, the following additional exclusions apply: (1) This insurance does not apply to: (a) Any "occurrence" which takes place after you cease to lease that land; (b) Structural alterations, new construction or demolition operations performed by or on behalf of such additional insured. h. Any person or organization from whom you lease equipment, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising Injury" caused, in whole or in part by your maintenance, operation or use of equipment leased to you by such person(s) or organization(s). A person's or organization's status as an additional insured under this endorsement ends when their contract or agreement with you for such leased equipment ends. With respect to the insurance afforded to these additional insureds, this insurance does not apply to any "occurrence" which takes place after the equipment lease expires. 1. Any Owners, Lessees, or Contractors for whom you are performing operations, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by: (1) Your acts or omissions; or (2) The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional insured. A person's or organization's status as an additional insured under this endorsement ends when your operations for that additional insured are completed. With respect to the insurance afforded to these additional insureds, the following additional exclusions apply: This insurance does not apply to: (1) "Bodily injury", "property damage" or "personal and advertising injury" arising out of the rendering of, or the failure to render, any professional architectural, engineering or surveying services, including: (a) The preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; or (b) Supervisory, inspection, architectural or engineering activities. This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that insured, if the "occurrence" which caused the "bodily injury" or "property damage", or the offense which caused the "personal and advertising injury", involved the rendering of or the failure to render any professional architectural, engineering or surveying services. CG7578.3(2-19) Includes copyrighted material of ISO Properties, Inc. with its permission. Page 4 of 6 (2) "Bodily injury" or "property damage" occurring after: (a) All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or (b) That portion of "your work" out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. J. Any Grantor of Licenses to you, but only with respect to their liability as grantor of licenses to you. Their status as additional insured under this endorsement ends when: 1. The license granted to you by such person(s) or organization(s) expires; or 2. Your license is terminated or revoked by such person(s) or organization(s) prior to expiration of the license as stipulated by the contract or agreement. k. Any Grantor of Franchise, but only with respect to their liability as grantor of a franchise to you. 1. Any Co-owner of Insured Premises, but only with respect to their liability as co- owner of any insured premises. m. Any Concessionaires Trading Under Your Name, but only with respect to their liability as a concessionaire trading under your name. 3. Any insurance provided to any additional insured does not apply to "bodily injury", "property damage" or "personal and advertising injury" arising out of the sole negligence or willful misconduct of the additional insured or its agents, "employees" or any other representative of the additional insured. 4. With respect to the insurance afforded to these additional insureds, the following is added to Section Ili — Limits of Insurance: If coverage provided to any additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: a. Required by the contract or agreement; or b. Available under the applicable Limits of Insurance shown in the Declarations; whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. J. COVERAGE FOR INJURY TO CO -EMPLOYEES AND/OR YOUR OTHER VOLUNTEER WORKERS Section II — Who is an Insured, Paragraph 2.a. (1) is amended to add the following: e. Paragraphs (a), (b), and (c) do not apply to your "employees" or "volunteer workers" with respect to "bodily injury" to a co -"employee" or other "volunteer worker". Damages owed to an injured co -"employee H or "volunteer worker" will be reduced by any amount paid or available to the injured co - "employee" or "volunteer worker" under any other valid and collectible insurance. K. HEALTH CARE SERVICE PROFESSIONALS AS INSUREDS - INCIDENTAL MALPRACTICE Section li — Who is an Insured, Paragraph 2.a. (1) (d) is amended as follows: This provision does not apply to Nurses, Emergency Medical Technicians, or Paramedics who provide professional health care services on your behalf. However this exception does not apply if you are in the business or occupation of providing any such professional services. L. NEWLY FORMED OR ACQUIRED ORGANIZATIONS Section II — Who is An Insured, Paragraph 3.a. is replaced by the following: 3.a. Coverage under this provision is afforded until the end of the policy period. This provision does not apply if newly formed or acquired organizations coverage is excluded either by the provisions of the Coverage Form or by endorsements. M. DAMAGE TO PREMISES RENTED TO YOU Section III — Limits of Insurance, Paragraph 6. is replaced by the following: Subject to 5.a. above, the Damage To Premises Rented To You Limit, or $500,000, whichever is higher, is the most we will pay under Coverage A for damages because of "property damage" to any one premises, while rented to you, or in the case of damage by fire, lightning, explosion, smoke or leakage from automatic protection systems, while rented to you or temporarily occupied by you with permission of the owner. CG7578.3(2-19) Includes copyrighted material of ISO Properties, Inc. with Its permission. Page 5 of 6 N. MEDICAL PAYMENTS — INCREASED LIMITS Section III — Limits of Insurance, Paragraph 7. is replaced by the following: 7. Subject to Paragraph 5. above, $10,000 is the Medical Expense Limit we will pay under Coverage C for all medical expenses because of "bodily injury" sustained by any one person, unless the amount shown on the Declarations of this Coverage Part for Medical Expense Limit states: (a) No Coverage; or (b) $1,000; or (c) $5,000; or (d) A limit higher than $10,000. O. DUTIES IN THE EVENT OF OCCURRENCE, OFFENSE, CLAIM OR SUIT Section IV — Commercial General Liability Conditions Paragraph 2. is amended to add the following: 1. The requirement in Condition 2.a. that you must see to it that we are notified as soon as practicable of an "occurrence" or an offense which may result in a claim, applies only when the "occurrence" or offense is known to: (1) You, if you are an individual or a limited liability company; (2) A partner, if you are a partnership; (3) A member or manager, if you are a limited liability company; (4) An "executive officer" or insurance manager, if you are a corporation; or (5) A trustee, if you are a trust. 2. The requirement in Condition 2.b. that you must see to it that we receive notice of a claim or "suit" as soon as practicable will not be considered breached unless the breach occurs after such claim or "suit" is known to.- (1) You, if you are an individual or a limited ability company; (2) A partner, if you are a partnership; (3) A member or manager, if you are a limited liability company; (4) An "executive officer" or insurance manager, if you are a corporation; or (5) A trustee, if you are a trust. P. PRIMARY AND NONCONTRIBUTORY — ADDITIONAL INSURED EXTENSION Section IV — Commercial General Liability Conditions Paragraph 4. Other Insurance is amended to add the following: This insurance is primary to and will not seek contribution from any other insurance available to an additional insured under your policy provided that: (1) The additional insured is a Named Insured under such other insurance; and (2) You have agreed in writing in a contract or agreement that this insurance would be primary and would not seek contribution from any other insurance available to the additional insured. However, if the additional insured has been added as an additional insured on other policies, whether primary, excess, contingent or on any other basis, this insurance is excess over any other insurance regardless of the written agreement between you and an additional insured. Q. UNINTENTIONAL FAILURE TO DISCLOSE EXPOSURES Section IV — Commercial General Liability Conditions Paragraph 6. Representations is amended to add the following: If you unintentionally fail to disclose any exposures existing at the inception date of your policy, we will not deny coverage under the Coverage Form solely because of such failure to disclose. However, this provision does not affect our right to collect additional premium or exercise our right of cancellation or non - renewal. This provision does not apply to any known injury or damage which is excluded under any other provision of this policy. R. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US Section IV — Commercial General Liability Condition Paragraph 8. Transfer Of Rights Of Recovery Against Others To Us is amended to add the following: We waive any right of recovery we may have against any person or organization because of payments we make for injury or damage arising out of: 1. Your ongoing operations; or 2. "Your work" included in the "products -completed operations hazard". However, this waiver applies only when you have agreed in writing to waive such rights of recovery in a contract or agreement. and only if the contract or agreement: 1. is in effect or becomes effective during the term of this policy, and 2. Was executed prior to loss. S. MENTAL ANGUISH Section V — Definition 3. is replaced by the following: "Bodily injury!"means bodily injury, sickness or disease sustained by a person, including mental anguish or death resulting from bodily injury, sickness or disease. T. LIBERALIZATION If we revise this endorsement to provide greater coverage without additional premium charge, we will automatically provide the additional coverage to all endorsement holders as of the day the revision is effective in your state. CG7578,3(2-19) Includes copyrighted material of ISO Properties, Inc. with its permission. Page 6 of 6 H2O Partners, Inc. Policy #4D81176 Effective: 9/15/2024-9/15/2025 COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - AUTOMATIC STATUS WHEN REQUIRED IN A WRITTEN CONSTRUCTION CONTRACT -- PRIMARY AND NONCONTRIBUTORY This endorsement modifies the insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE FORM A. Section II — Who Is An Insured is amended to d. Only applies while such written contract is include as an additional insured: in force. 1. Any person or organization for whom you are B. performing operations when you and such person or organization have agreed in a written contract that such person or organization be added as an additional insured on your policy; and 2. Any other person or organization you are required to add as an additional insured under the contract described in Paragraph 1. above. Such person(s) or organization(s) is an additional insured only with respect to liability for "bodily injury," "property damage„ or "personal and advertising injury" caused, in whole or in part, by: a. Your acts or omissions; or b. The acts or omissions of those acting on your behalf; in the performance of: a. your ongoing operations for the additional insured; or b. "Your work" for the additional insured and included in the "products — completed operations hazard" but only if: (1) A written contract requires you to provide such coverage to such additional insured; and (2) The coverage form to which this endorsement is attached provides coverage for "bodily injury" or "property damage" included within the "products - completed operations hazard". However, the insurance afforded to such additional insured described above: a. Only applies to the extent permitted by law; b. Will not be broader than that which you are required by the contract to provide for such additional insured. c. Only applies if the "bodily injury", "property damage" or "personal and advertising injury" takes place subsequent to the execution of such written contract; and With respect to the insurance afforded to these additional insureds, the following additional exclusions apply: 1. This insurance does not apply to "bodily injury", "property damage" or "personal and advertising injury" arising out of the rendering of, or the failure to render, any professional architectural, engineering or surveying services including: a. The preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; or b. Supervisory, inspection, architectural, engineering or surveying activities. This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that insured, if the "occurrence" which caused the "bodily injury" or "property damage", or the offense which caused the "personal and advertising injury", involved the rendering of, or the failure to render, any professional architectural, engineering or surveying services. 2. There is no coverage for the additional insured for "bodily injury", "property damage" or "personal and advertising injury" arising out of the sole negligence of the additional insured or by those acting on the behalf of the additional insured. However, if a written contract requires you to defend or indemnify the additional insured for its sole negligence, then the coverage for the additional insured shall conform to what is required in such written contract. 3. This insurance does not apply to "bodily injury", "property damage" or "personal and advertising injury" arising out of any premises or work for which the additional insured is specifically listed as an additional insured on another endorsement attached to this coverage form. CG7650(10-13) Includes copyrighted material of ISO Properties, Inc. with its permission. Page 1 of 2 C. With respect to the insurance afforded to these additional insureds, the following is added to Section III — Limits Of Insurance: The most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract described in Paragraph A.1.; or 2. Available under the applicable Limits of Insurance shown in the Declarations; whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. D. The following is added to the Other Insurance Condition and supersedes any provision to the contrary: Primary and Noncontributory Insurance This insurance is primary to and will not seek contribution from any other insurance available to an additional insured under your policy provided that: (1) The additional insured is a Named Insured under such other insurance; and (2) You have agreed in writing in a contract that this insurance would be primary and would not seek contribution from any other insurance available to the additional insured. E. All other terms and conditions of this policy remain unchanged. CG7650(10-13) Includes copyrighted material of Est) Properties, Inc. with Its permission. Page 2 of 2 r1L%J r41111C1 J, 1111.. Policy #4D81176 e918' §b6AWf W`kXh5GES THE POLICY. PLEASE READ IT CAREFULLY. AMENDMENT — AGGREGATE LIMITS OF INSURANCE (PER PROJECT) This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART The General Aggregate Limit under LIMITS OF INSURANCE (Section 111) applies separately to each of your projects away from premises owned by or rented to you. Includes copyrighted material of Insurance Services Office, Inc, with its permission. Form CG7429 (Ed. 11-88) Copyright, Insurance Services Office, Inc., 1984 H2O Partners, Inc. Policy #4E81176 Effective: 9/ 15/2024-9/ 15/2025 COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. COMMERCIAL AUTO ELITE EXTENSION This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM The BUSINESS AUTO COVERAGE FORM is amended to include the following clarifications and extensions of coverage. With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement. A. TEMPORARY SUBSTITUTE AUTO PHYSICAL DAMAGE Section I — Covered Autos Paragraph C. Certain Trailers, Mobile Equipment, and Temporary Substitute Autos is amended by adding the following: If Physical Damage Coverage is provided by this coverage form for an "auto" you own, the Physical Damage Coverages provided for that owned "auto" are extended to any "auto" you do not own while used with the permission of its owner as a temporary substitute for the covered "auto" you own that is out of service because of breakdown, repair, servicing, "loss" or destruction. The coverage provided is the same as the coverage provided for the vehicle being replaced. B. BLANKET ADDITIONAL INSUREDS The Who Is An Insured provision under Section 11 — Covered Autos Liability Coverage is amended to include the following as an "insured": 1. Any person or organization whom you have agreed in a written contract or agreement to name as an additional "insured" under your "auto" Policy to provide "bodily injury" or "property damage" coverage, but only with respects to liability arising out of the use of a covered "auto" you own, hire or borrow and resulting from the acts or omissions by you, any of your "employees" or agents. The insurance afforded to such additional "insured" will not be broader than that which you are required to provide for such additional "insured" and applies only to a written contract executed prior to the "bodily injury" or "property damage" and is still in force at the time of the "accident". 2. With respect to the insurance afforded to the additional "insured" described above, the following is added to Section — C. Limit Of Insurance Covered Autos Liability Coverage: (2) Available under the applicable Limit Of Insurance for Covered Autos Liability Coverage shown in the Declarations; whichever is less. C. EMPLOYEES AS INSUREDS The following is added to the Section 11— Covered Autos Liability Coverage, Paragraph A.I. Who Is An Insured provision: Any "employee" of yours is an "insured" while using a covered "auto" you don't own, hire or borrow in your business or your personal affairs. D. EMPLOYEE HIRED AUTOS 1. Changes In Covered Autos Liability Coverage The following is added to the Who Is An Insured provision: An "employee" of yours is an "insured" while operating an "auto" hired or rented under a contract or agreement in an "employee's" name, with your permission, while performing duties related to the conduct of your business. 2. Changes In General Conditions Paragraph 5.b. of the Other Insurance in the Business Auto Coverage Form is amended by the addition of the following: For Hired Auto Physical Damage Coverage any covered "auto" hired or rented by your "employee" under a contract in an "employee's" name, with your permission, while performing duties related to the conduct of your business is deemed to be a covered "auto" you own. However, any "auto" that is leased, hired, rented or borrowed with a driver is not a covered "auto". E. NEWLY FORMED OR ACQUIRED ORGANIZATIONS Section II — Covered Autos Liability Coverage, A.I. Who Is An Insured is amended by adding the following: The most we will pay on behalf of the additional Any organization which you acquire or form after "insured" is the amount of insurance: the effective date of this Policy in which you (1) Required by the written contract or maintain ownership or majority interest. However: agreement described above, or CA7450(2-22) Includes copyrighted material of ISO Properties, Inc. with its permission. Page 1 of 5 (1) Coverage under this provision is afforded only up to 180 days after you acquire or form the organization, or to the end of the Policy period, whichever is earlier. F. SUBSIDIARIES AS INSUREDS Section 11 — Covered Autos Liability Coverage, A.I. Who Is An Insured is amended by adding the following: Any legally incorporated subsidiary in which you own more than 50% of the voting stock on the effective date of this Policy. However, "insured" does not include any subsidiary that is an "insured" under any other automobile liability Policy or was an "insured" under such a Policy but for termination of that Policy or the exhaustion of the Policy's limits of liability. G. SUPPLEMENTARY PAYMENTS Section II — Covered Autos Liability Coverage, A.2.a. Coverage Extensions, Supplementary Payments (2) and (4) are replaced by the following: (2) Up to $5,000 for (including bonds violations) required we cover. We do bonds. the cost of bail bonds for related traffic law because of an "accident" not have to furnish these (4) All reasonable expenses incurred by the 'insured" at our request, including actual loss of earnings up to $500 a day because of time off from work. H. FELLOW EMPLOYEE COVERAGE In those jurisdictions where, by law, fellow employees are not entitled to the protection afforded to the employer by workers compensation exclusivity rule, or similar protection. The following provision is added: Subparagraph 5. of Paragraph B. Exclusions in Section II — Covered Autos Liability Coverage does not apply if the "bodily injury" results from the use of a covered "auto" you own or hire. I. TOWING AND LABOR Section III — Physical Damage Coverage, A.2. Towing And Labor is replaced with the following: We will pay for Towing And Labor costs incurred, subject to the following: a. Up to $100 each time a covered "auto" that is a private passenger type is disabled; or b. Up to $500 each time a covered "auto" other than the private passenger type is disabled. However, the labor must be performed at the place of disablement. J. LOCKSMITH SERVICES Section Ill — Physical Damage Coverage, AA. Coverage Extensions is amended by adding the following: We will pay up to $250 per occurrence for necessary locksmith services for keys locked inside a covered private passenger "auto". The deductible is waived for these services. K. TRANSPORTATION EXPENSES Section III — Physical Damage Coverage, A.4. Coverage Extensions Subparagraph a. Transportation Expenses is replaced by the following: (1) We will pay up to $75 per day to a maximum of $2,500 for temporary transportation expense incurred by you because of the total theft of a covered "auto" of the private passenger type. We will pay only for those covered "autos" for which you carry either Comprehensive or Specified Cause of Loss Coverage. We will pay for temporary transportation expenses incurred during the period beginning 48 hours after the theft and ending, regardless of the Policy's expirations, when the covered "auto" is returned to use or we pay for its "loss". (2) If the temporary transportation expenses you incur arise from your rental of an "auto" of the private passenger type, the most we will pay is the amount it costs to rent an "auto" of the private passenger type which is of the same like, kind and quality as the stolen covered "auto". L. ELECTRONIC EQUIPMENT COVERAGE ADDED LIMITS All electronic equipment that reproduces, receives or transmits audio, visual, or data signals in any one "loss" is $5,000, in addition to the sublimit in Paragraph C.1.b. of the Limits Of Insurance provision under Section III — Physical Damage Coverage. M. HIRED AUTO PHYSICAL DAMAGE Section III — Physical Damage Coverage, A.4. Coverage Extensions is amended by adding the following: If hired "autos" are covered "autos" for Liability Coverage, and if Comprehensive, Specified Causes of Loss, or Collision Coverage is provided for any "auto" you own, then the Physical Damage coverages provided are extended to "autos" you lease, hire, rent or borrow is deemed to be a covered "auto" you own, subject to the following limit and deductible: (1) The most we will pay for loss to any leased, hired, rented or borrowed "auto" is the lesser of up to a limit of $100,000, Actual Cash Value or Cost of Repair, minus the deductible. (2) The deductible will be equal to the largest deductible applicable to any owned "auto" for that coverage. (3) Subject to the above limit and deductible provisions, we will provide coverage equal to the broadest coverage applicable to any covered "auto" you own. We will pay up to $1,000, in addition to the limit above, for Loss Of Use of a hired auto to a leasing or rental concern for a monetary loss CA7450(2-22) Includes copyrighted material of ISO Properties, Inc. with its permission. Page 2 of 5 sustained, provided it results from an "accident" for which you are legally liable. However, coverage does not apply to any "auto" leased, hired, rented or borrowed in your Motor Carrier Operations and any "auto" that is leased, hired, rented or borrowed with a driver is not a covered "auto". N. AUTO LOAN/LEASE GAP COVERAGE Section III — Physical Damage Coverage Paragraph A.4. Coverage Extensions is amended by the addition of the following: Autos of the private passenger, light or medium trucks that are loaned or leased for a period of six months or longer and which have been provided Physical Damage Coverage is a covered "auto" under this Policy for which a premium charge has been made for Comprehensive, Specified Cause of Loss, or Collision Coverage. We will pay any unpaid amount due up to a limit of $10,000 on the lease or loan for a covered "auto", including up to a maximum of $500 for early termination fees or penalties, on the lease or loan for a covered "auto", less: I. The amount paid under the Policy's Physical Damage Coverage; and 2. Any: a. Overdue or any deferred lease/loan payments at the time of the "loss"; b. Financial penalties imposed under a lease for excessive use, abnormal wear and tear or high mileage; c. Security deposits not returned by the lessor; d. Costs for extended warranties, Credit Life Insurance, Health, Accident or Disability Insurance purchased with the loan or lease; and e. Cary -over balances from previous loans or teases. The insurance provided by this Auto Loan/Lease Gap Coverage is excess over any other collectible insurance including but not limited to any coverage provided by or purchased from the lessor or any financial institution. O. PERSONAL PROPERTY OF OTHERS Section Ili — Physical Damage Coverage, A.4. Coverage Extensions is amended by adding the following: We will pay up to $500 for loss to Personal Property Of Others in or on your covered "auto" in the event of a covered "auto" loss. No deductibles apply to this coverage. P. PERSONAL EFFECTS COVERAGE Section III — Physical Damage Coverage, A.4. Coverage Extensions is amended by adding the following: We will pay up to $500 for "loss" to your Personal Effects not otherwise covered in the Policy or, if you are an individual, the Personal Effects of a family member, that is in the covered auto at the time of the "loss". For the purposes of this extension Personal Effects means tangible property that is worn or carried by an insured including portable audio, visual, or electronic devices. Personal Effects does not include tools, jewelry, guns, money and securities, or musical instruments. Q. EXTRA EXPENSE FOR STOLEN AUTO Section III — Physical Damage Coverage, A.4. Coverage Extensions is amended by adding the following: We will pay up to $1,000 for the expense incurred returning a stolen covered "auto" to you because of the total theft of such covered "auto". Coverage applies only to those covered "autos" for which you carry Comprehensive or Specified Causes Of Loss Coverage. R. RENTAL REIMBURSEMENT EXPENSES Section III — Physical Damage Coverage, A.4. Coverage Extensions is amended by adding the following: 1. This coverage applies only to a covered "auto" for which Physical Damage Coverage is provided on this Policy. 2. We will pay for Rental Reimbursement Expenses incurred by you for the rental of an "auto" because of "loss" to a covered "auto". Payment applies in addition to the otherwise applicable amount of each coverage you have on a covered "auto". No deductibles apply to this coverage. 3. We will pay only for those expenses incurred during the Policy period beginning 24 hours after the "loss" and ending, regardless of the Policy's expiration, with the lesser of the following number of days a. The number of days reasonably required to repair or replace the covered "auto". If "loss" is caused by theft, this number of days is added to the number of days it takes to locate the covered "auto" and return it to you; or b. 30 days. 4. Our payment is limited to the lesser of the following amounts: a. Necessary and actual expenses incurred; or b. $75 per day, subject to a $2,250 limit. S. This coverage does not apply while there are spare or reserve "autos" available to you for your operations. 6. If "loss" results from the total theft of a covered "auto" of the private passenger type, we will pay under this coverage only that amount of your Rental Reimbursement Expenses which is not already provided for under the Physical Damage — Transportation Expense CA7450(2-22) Includes copyrighted material of ISO Properties, Inc. with its permission. Page 3 of 5 Coverage Extension included in this endorsement. 7. Coverage provided by this extension is excess over any other collectible insurance and/or endorsement to this Policy. S. VEHICLE WRAPS COVERAGE Section III - Physical Damage Coverage, A.4. Coverage Extensions is amended by adding the following: 1. This coverage applies only to a covered "auto" for which Physical Damage Coverage is provided on this Policy. 2. Vehicle wraps that are damaged are covered at the lessor of replacement cost or the original purchase cost of the vehicle wrap, whichever is less, up to $2,000. This coverage does not apply to wear and tear. T. AIRBAG COVERAGE Section III - Physical Damage Coverage, B.3.a. Exclusions is amended by adding the following: If you have purchased Comprehensive or Collision Coverage under this Policy, the exclusion relating to mechanical breakdown does not apply to the accidental discharge of an airbag. U. NEW VEHICLE REPLACEMENT COST 2. Regardless of the number of covered "autos" damaged or stolen the maximum deductible applicable for all "loss" in any one event caused by: a. Theft or Mischief or Vandalism; or b. All Perils c. Collision Will be equal to two times the highest deductible applicable to any one covered "auto" on the Policy for Comprehensive, Specified Causes of Loss or Collision Coverage. The application of the highest deductible used to calculate the maximum deductible will be made regardless of which covered "autos" were damaged or stolen in the "loss". W. FULL GLASS COVERAGE Section III - Physical Damage Coverage, D. Deductible is amended by the addition of the following: If the Comprehensive Coverage applies to the covered "autos", no Comprehensive Coverage Deductible applies to the cost of repairing or replacing damaged glass on the covered "auto(s)". X. PHYSICAL DAMAGE DEDUCTIBLE -- VEHICLE TRACKING SYSTEM Section III - Physical Damage D. Deductible is amended by adding the following: The following is added to Paragraph C. Limit Of Insurance of Section III - Physical Damage Coverage In the event of a total "loss" to a covered "auto" you own of the private passenger type or vehicle having a gross vehicle weight of 20,000 pounds or less, to which this coverage applies, we will pay to replace Y. such covered "auto", minus any applicable deductible shown in the Declarations, at your option: a. The verifiable new vehicle purchase price you paid for your damaged vehicle, not including any insurance or warranties. b. The purchase price, as negotiated by us, of a new vehicle of the same make, model, and equipment, or most similar model available, not including any furnishings, parts, or equipment not installed by the manufacturer or their dealership. c. The market value of your damaged vehicle, not including any furnishings, parts, or equipment not installed by the manufacturer or their dealership. We will not pay for initiation or set up costs associated with a loans or leases. For the purposes of this coverage extension a new covered auto is defined as an "auto" of which you are the original owner that has not been previously titled which you purchased less than 180 days prior to the date of loss. V. LOSS TO TWO OR MORE COVERED AUTOS FROM ONE ACCIDENT Section III - Physical Damage Coverage, D. Deductible Subparagraph 2. is replaced by the following: Comprehensive Coverage Deductible shown in the Declaration will be reduced by 50% for any "loss" caused by theft of the vehicle when equipped with a vehicle tracking device such as a radio tracking device or a global positioning device and that device was the method of recovery of the vehicle. DUTIES IN THE EVENT OF ACCIDENT, CLAIM, SUIT, OR LOSS Section IV - Business Auto Conditions, A.2. Duties In The Event Of Accident, Claim, Suit Or Loss is amended by adding the following: Your obligation to notify us promptly of an "accident", claim, "suit" or "loss" is satisfied if you send us the required notice as soon as practicable after your Insurance Administrator or anyone else designated by you to be responsible for insurance matters is notified, or in any manner made aware, of an "accident", claim, "suit" or "loss". Z. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY Subparagraph 5. of Paragraph A. Loss Conditions of Section IV - Business Auto Conditions is deleted in its entirety and replaced with the following. Transfer Of Rights Of Recovery Against Others To Us If any person or organization to or for whom we make payment under this Coverage Form has rights to recover damages from another, those rights are transferred to us. That person or organization must do everything necessary to secure our rights and must do nothing after "accident" or "loss" to impair them. However, we waive any right of recovery we may have against any person, or organization with whom you have a CA7450(2-22) includes copyrighted material of ISO Properties, Inc. with its permission. Page 4 of 5 written contract, agreement or permit executed prior to the "loss" that requires a waiver of recovery for payments made for damages arising out of your operations done under contract with such person or organization. AA. PRIMARY AND NONCONTRIBUTORY — OTHER INSURANCE CONDITION Section N — Business Auto Conditions, B. General Conditions, 5. Other Insurance c. is replaced by the following: This Coverage Form's Covered Autos Liability Coverage is primary to and will not seek contribution from any other insurance available to an "insured" under your Policy provided that: 1. Such "insured" is a Named Insured under such other insurance; and 2. You have agreed in writing in a contract or agreement that this insurance would be primary and would not seek contribution from any other insurance available to such "insured". However, coverage does not apply to any "auto" leased, hired, rented or borrowed in your Motor Carrier Operations and any "auto" that is leased, hired, rented or borrowed with a driver is not a covered "auto". AB. UNINTENTIONAL_ FAILURE TO DISCLOSE EXPOSURES Section IV — Business Auto Conditions, B.2. Concealment, Misrepresentation, Or Fraud is amended by adding the following: If you unintentionally fail to disclose any exposures existing at the inception date of this Policy, we will not deny coverage under this Coverage Form solely because of such failure to disclose. However, this provision does not affect our right to collect additional premium or exercise our right of cancellation or non - renewal. AC. MENTAL ANGUISH Section V — Definitions, C. is replaced by the following: "Bodily injury' means bodily injury, sickness or disease sustained by a person, including mental anguish or death resulting from bodily injury, sickness or disease. AD. LIBERALIZATION If we revise this endorsement to provide greater coverage without additional premium charge, we will automatically provide the additional coverage to all endorsement holders as of the day the revision is effective in your state. CA7450(2-22) Includes copyrighted material of ISO Properties, Inc. with its permission. Page 5 of 5 ��R ® CERTIFICATE OF LIABILITY INSURANCE DATE (MMIDD/YYYY) 10/08/2024 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER Doug Jones (Justworks) c/o Artex Risk Solutions, Inc. P.O. Box 13838 Scottsdale, AZ 85267 INSURED Justworks Employment Group LLC PO Box 7119 Church Street Statlon New York, NY 10008-7119 Justworks Customer Success (888) 534-1711 FAX No): INSURERA: American Zurich Insurance C: INSURER E : COVERAGES CERTIFICATE NUMBER: 24NY0171197653 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. ILNR TR TYPE OF INSURANCE ADDL SUBR POLICY NUMBER POLICYYEFri_; POLICYEXP LIMITS (MMfDDrCOMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ CLAIMS -MADE F—IOCCUR $ DAMAGE TO RENTED PREMISES Ea occurrence MED EXP (Any one person) $ PERSONAL & ADV INJURY $ GEN'LAGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ POLICY ❑ JECTPRO ❑ LOC PRODUCTS - COMP/OP AGG $ $ OTHER: AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT Ea accident $ BODILY INJURY (Per person) $ ANY AUTO OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY (Per accident) $ HIRED NON -OWNED AUTOS ONLY AUTOS ONLY PROPERTY DAMAGE Per accident $ UMBRELLA LIAB OCCUR EACH OCCURRENCE Is AGGREGATE Is EXCESS LIAB CLAIMS -MADE DED RETENTION $ s A WORKERS COMPENSATION IA AND EMPLOYERS' LBILITY Y I N OFFICER/MEMB REXCLUDED?ECUTIVE ❑ N/A _ X WC00-94-236-08 06/01/2024 06/01/2025 X STATUTE OTERH E.L. EACH ACCIDENT $ 2,000,000 E.L. DISEASE - EA EMPLOYEE $ 2,000,000 (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT $ 2.000.000 Location Coverage Period: 06/01/2024 06/01/2025 Client# 146324-TX DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached If more space Is required) Coverage is provided for Alt. Emp: H2O Partners Inc. dba: H2O Partners Job Locations: 1400 Schertz Parkway, Schertz, TX 78154. Job Duties: Administrative 260 Addle Roy Rd. Suite 150 duties to secure funding local hazard mitigation plan program by writing applications to only those ubcm tractos Austin, TX 78746 governmental entities for funding approval. Start Date: 10/08/2024. Waiver effective of, but not subcontractors to: through policy term. Endorsements: Waiver of Subrogation, 30 days written cancel notice (10 days for non payment of premium) CERTIFICATE HOLDER CANCELLATION City of Schertz 1400 Schertz Parkway Schertz, TX 78154 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE ©1988-2015 ACORD CORPORATION. All rights reserved. WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 42 03 04 A TEXAS WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT This endorsement applies only to the insurance provided by the policy because Texas is shown in Item 3.A. of the Information Page. 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, but this waiver applies only with respect to bodily injury arising out of the operations described in the Schedule where you are required by a written contract to obtain this waiver from us. This endorsement shall not operate directly or indirectly to benefit anyone not named in the Schedule. The premium for this endorsement is shown in the Schedule. Schedule 1. ® Specific Waiver City of Schertz 1400 Schertz Parkway Schertz, TX 78154 ❑ Blanket Waiver Any person or organization for whom the Named Insured has agreed by written contract to furnish this waiver. 2. Operations: Job Locations: 1400 Schertz Parkway, Schertz, TX 78154. Job Duties: Administrative duties to secure funding local hazard mitigation plan program by writing applications to governmental entities for funding approval. Start Date: 10/08/2024. Waiver effective through policy term. 3. Premium: The premium charge for this endorsement shall be $0 percent of the premium developed on payroll in connection with work performed for the above person(s) or organization(s) arising out of the operations described. No Charge 4. Advance Premium: 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: 10/08/2024 Policy No: WC 00-94-236-08 Endorsement No: Insured: Justworks Employment Group LLC Insurance Company: American Zurich Insurance Company Premium: $ Countersigned by � �r WC 42 03 04 A (Ed. 1-00) Page 1 of 1 WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 99 06 33 NOTIFICATION TO OTHERS OF CANCELLATION ENDORSEMENT This endorsement is used to add the following to Part Six of the policy. PART SIX CONDITIONS A. If we cancel this policy by written notice to you for any reason other than nonpayment of premium, we will mail or deliver a copy of such written notice of cancellation to the name and address corresponding to each person or organization shown in the Schedule below. Notification to such person or organization will be provided at least 10 days prior to the effective date of the cancellation, as advised in our notice to you, or the longer number of days notice if indicated in the Schedule below. B. If we cancel this policy by written notice to you for nonpayment of premium, we will mail or deliver a copy of such written notice of cancellation to the name and address corresponding to each person or organization shown in the Schedule below at least 10 days prior to the effective date of such cancellation. C. If notice as described in Paragraphs A. or B. of this endorsement is mailed, proof of mailing will be sufficient proof of such notice. SCHEDULE Name and Address of Other Person(s) / Organization(s): City of Schertz 1400 Schertz Parl Schertz, TX 7815, All other terms and conditions of this policy remain unchanged. Number of Days Notice: 30 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: 10/08/2024 Policy No% WC 00-94-236-08 Endorsement No: Insured: Justworks Employment Group LLC Premium: $ PO Box 7119 Church Street Station Insurance Company: American Zurich Insurance Company WC 99 06 33 (Ed. 05-10) Includes copyrighted material of National Council on Compensation Insurance, Inc. with its permission. CERTIFICATE OF INTERESTED PARTIES Complete Nos. 1- 4 and 6 if there are interested parties. Complete Nos. 1, 2, 3, 5, and 6 if there are no interested parties. 1 Name of business entity filing form, and the city, state and country of the business entity's place of business. H2O Partners, Inc. Austin, TX United States or state agency that is a party to the being filed. City of Schertz, TX FORM 1.295 loft OFFICE USE ONLY CERTIFICATION OF FILING Certificate Number: 2024-1173165 Date Filed: 06/10/2024 Date Acknowledged: g Provide the identification number used by the governmental entity or state agency to track or identify the contract, and provide a description of the services, goods, or other property to be provided under the contract. 2024-010 Planning & Management Services Related to Community Development Block Grant - Mitigation ("CDBG-MIT') Local Hazard Mitigation Plans Pro.lram C LHMPP' 4 Nature of interest Name of Interested Party City, State, Country (place of business) (check applicable) Controlling I Intermediary 5 Check only if there is NO Interested Party. X 6 UNSWORN DECLARATION My name is Eric Howard and my date of birth is October 23, 1961 My address is 260 Addie Roy Rd, Suite 150 _ Austin TX 78746 US (street) (city) (state) (zip code) (country) I declare under penalty of perjury that the foregoing is true and correct. �` Executed in Travis County, State of r exas on the nday f June 2024 �2 fl (month) (year) of authorized agent of contracting (Declarant) entity Forms provided by Texas Ethics Commission www.ethics.state.tx.us Version V4.1.0.d378aba0