CONTRACT 2015-033 WITH EPS GROUP INC.PDF

ON-CALL PROFESSIONAL ENGINEERING AND DESIGN SERVICES
BETWEEN
MARICOPA COUNTY DEPARTMENT OF TRANSPORTATION
AND
EPS GROUP, INC.
CONTRACT NO. 2015-033
Agenda No. C-64-

ON CALL PROFESSIONAL ENGINEERING AND DESIGN SERVICES
CONTRACT NO, 2015-033
TABLE OF CONTENTS
SECTION | SERVICES OF CONSULTANT ..scccsssssssersssserss ssussacsesreseaceessesanssesusreueseuresnteesaeranss
SECTION Il WORK ASSIGNMENTS AND PERIOD OF SERVICE.......scsscssesssssrsessestsersesoee
SECTION II] PAYMENTS TO THE CONSULTANT ..eessssse casssenssseessasseersesnstecenessnereceesnneeanesense
SECTION IV THE COUNTY’S RESPONSIBILITIES wt: cesssessssessecrsnsseneessevestessiersneeerserans
SECTION V ALTERATION IN SCOPE OF WORK unvssssssssss cessessscestseersessuesssressaneeaceestessseesanieens
SECTION VI RECORDS. ....sccssscsscccsnusssseevevesseserncnsceccoseteens cnutsstsestecenessnensonsesseeseresasecsaneenvensans
SECTION VII WORK ASSIGNMENT COMPLETION ....sscscs coscssessssssssesscsssseceseesssseseneessecancensss
SECTION Vill TERMINATION ....sesssscssseccrsetsssssscsstsseneane suessensesenesvereentsceserenveresnenesennszeeraans
SECTION IX OWNERSHIP OF DOCUMENTS ...ccssssssrssscsess sraccescserseerscesareessnseenessneteenteeseevantens
SECTION X COMPLIANCE WITH LAWS .....sscrsssscssensssersas sssesrsirsssesesseranereereeressersesmearsiceaseenys
SECTION XI GENERAL CONSIDERATIONS .....ssssrsssecsrs cosseecensasessenseenseesseesneneancesseeensenanseess
SECTION XII SUCCESSORS AND ASSIGNS. .....ccccsssuse setnestonssssnssenenssensanenteneneensseaveres
SECTION XIll NO KICK-BACK CERTIFICATION ......scsssssss ssssessevessceserersnrersatseeeervesssnreeseerances
SECTION XIV ANTI-DISCRIMINATION PROVISIONS
sss ssssstsstsssstsssotssessietsotstsenest
SECTION XV INDEMNIFICATION ....scsssssscsscesnesssssssorsseseerse ceaseenessesussscessateessneeeuesanteestoseeessanens
SECTION XVI INSURANCE REQUIREMENTS. ...scccssesssese ssascstesescneeeneaseesateentestseneessenssesacess
SECTION XVILINFLUENCE ..ssssscssecsssesssersscsrerseensrseceroes vocereamseasrearseaseenrecanrenreesseneneereeseeraees
SECTION XVII TITLE VI ...cesssssssssstessersseesseessesescsssaeseces secues ceesueaneneastenseascsesesscataansuseersseeessoeroess
SECTION XIX PERFORMANCE EVALUATIONS ....cssssssssse scossssserssscescessneesssneeseerantessicessessaseey
SIGNATURE PAGE ....sssssessscessscssnsessssccessceentesceessmessanssesranse aneateeneesseesneeseeenneeansenneonedsenseoessernares
ATTACHMENTS
EXHIBIT A~ SCOPE OF WORK
EXHIBIT B - CONSULTANT’S FEE SCHEDULE
Contract No. 2015-033 Page 2 of 12

CONTRACT NO. 2015-033
ON CALL PROFESSIONAL ENGINEERING AND DESIGN SERVICES
Pursuant to the provisions of the Arizona Revised Statutes § 11-201 the Board of Supervisors has the
authority to enter into contracts.
The Maricopa County Department of Transportation, hereinafter called the “COUNTY”, is desirous of
having ON CALL PROFESSIONAL ENGINEERING AND DESIGN SERVICES performed when requested
by the Maricopa County Department of Transportation through a specific Work Assignment for those
services more fully described in Exhibit A, General Scope of Work, and Exhibit B, Fee Schedule, attached;
and EPS GROUP, INC., hereinafter called “CONSULTANT”, with its principal offices located at 2045
South Vineyard Avenue, Suite 101, Mesa, Arizona 85210, Telephone Number: (480) 503-2250 is
desirous of performing said services;
THEREFORE, the parties hereto mutually agree as follows:
SECTION I—SERVICES OF THE CONSULTANT
The CONSULTANT, under the general supervision of the COUNTY Transportation Systems Management
Division Manager, shall perform On-Call Professional Engineering and Design Services as are necessary for
the Work Assignment and according to the directions and designated standards of the COUNTY, and in
accordance with Exhibit A, General Scope of Work. It is understood and agreed that the COUNTY’s
authorized representative shall be the Transportation Systems Management or his/her duly authorized
representative, hereinafter called the “Agent”. For purposes of this contract, the Agent's duly authorized
representative shall be the Project Manager and he/she shall be the sole contact for administering this
contract.
The CONSULTANT shall meet periodically with the Agent so as to keep the COUNTY informed of the
progress of the work in accordance with each work assignment.
SECTION II— WORK ASSIGNMENTS AND PERIOD OF SERVICE
Within the guidelines set forth in Exhibit A, General Scope of Work, a detailed scope of work will be
developed for each Work Assignment and incorporated herein by reference. A not-to-exceed fee will be
negotiated for each Work Assignment consistent with Exhibit B, Fee Schedule.
The CONSULTANT shall complete all work in accordance with the provisions of Exhibit A, General Scope
of Work and the detailed Scope of Work as negotiated for each specific Work Assignment. Performance
for a Work Assignment shall commence only upon receipt of the Agent’s written notice to proceed.
Any work specified in a Work Assignment under this Contract, which commenced prior to the expiration
date of this Contract, shall be satisfactorily completed within the performance period of the Contract. If an
extension of the Performance Period is granted as provided in Section VII, the performance period of the
Contract shall be automatically extended to allow for the satisfactory completion of such work.
Contract performance will be for a period of seven hundred thirty (730) calendar days from the Board award
date and may be renewed, if mutually agreed to by both the CONSULTANT and the COUNTY, for an
additional three (3) one-year periods or the expenditure of $2,000,000.00, whichever occurs first.
Contract No. 2015-033 Page 3 of 13

SECTION Hil—PAYMENTS TO THE CONSULTANT
The CONSULTANT shall be paid a fee not-to-exceed TWO MILLION DOLLARS AND NO CENTS
($2,000,000.00) for complete and satisfactory performance of work under this contract in accordance with
the General Scope of Work and the detailed Scope(s) of Work. Payments will be made for the actual hours
worked and/or other costs incurred or provided for in accordance with Exhibit B, Fee Schedule.
The COUNTY does not guarantee any minimum or maximum fee during the period of this contract, and
CONSULTANT, in accepting this contract, does not anticipate any minimum or maximum fee.
The COUNTY shall pay the CONSULTANT in full for each Work Assignment upon satisfactory completion
and acceptance by the COUNTY, provided the CONSULTANT returns the executed Certificate of
Performance furnished by the Agent. Should an assignment require more than thirty (30) days to complete,
the CONSULTANT may invoice progress payments based on COUNTY approved monthly progress
reports and subject to the limitations set forth in the Scope of Work negotiated for each Work Assignment.
No retention shall be withheld from the contract.
The CONSULTANT shall provide back-up documentation with each invoice progress payment. The back-
up documentation shall clearly indicate the hours worked, date, and employee's name, including sub-
consultants. All backup documentation shall include copies of any sub-consultants or vendor invoices.
The Small Business Enterprise Participation Form (Attachment 1) is to be submitted with each pay
application or invoice. Any pay application or invoice without this form attached is subject to rejection as
not being a completed pay application or invoice pursuant fo the terms of the contract.
The final invoice shall be paid to the CONSULTANT for each Work Assignment, as applicable, within forty-
five (45) calendar days after:
A. final completion of all work per Exhibit A, General Scope of Work and the detailed Scope of
Work,
B. acceptance of the work by the COUNTY,
C. the COUNTY’s receipt of the “Certificate of Performance” form furnished by the Agent,
A Certificate of Performance will be provided with each Work Assignment. Upon Completion of the specific
Work Assignment, the CONSULTANT will furnish to the COUNTY a completed Certificate of Performance
— Work Assignment and Payment of all Claims.
Upon completion of all Work Assignments under this contract, the CONSULTANT will furnish to the
COUNTY an executed Certificate of Performance (Attachment 2). The Certificate of Performance must be
notarized.
SECTION IV—THE COUNTY’S RESPONSIBILITIES
The COUNTY shall furnish the CONSULTANT, at no cost to the CONSULTANT, the following information
or services for each Work Assignment:
Contract No. 2015-033 Page 4 of 13

A. One copy of on-hand maps, records, survey ties, benchmarks, or other data pertinent to the Work
Assignment. This does not, however, relieve the CONSULTANT of the responsibility of searching
records for additional information, for requesting specific information, or for verification of that
information provided. The COUNTY does not warrant the accuracy or comprehensiveness of any such
information.
B. All available information and data relative to policies, standards, criteria, and studies, etc. impacting the
Work Assignment as identified by the CONSULTANT.
C. Available staff for consultation with the CONSULTANT during the performance of the work in order to
identify the problems, needs, and other functional aspects of the Work Assignment.
D. Prompt examination of documents submitted by the CONSULTANT and rendering of decisions
pertaining thereto in order to avoid unreasonable delay in the progress of the work by the
CONSULTANT. The COUNTY will keep the CONSULTANT advised concerning the progress of the
COUNTY’s review of work.
SECTION V—ALTERATION IN SCOPE OF WORK
This contract may be amended by mutual agreement of the COUNTY and the CONSULTANT.
Any alteration in the General Scope of Work and/or the detailed Scope(s) of Work that will result in a
substantial change in the nature of the Work Assignment so as to materially increase or decrease the
contract fee will require negotiation of an amendment to the contract to be executed by the COUNTY and
the CONSULTANT. No work shall commence on the change until the contract amendment has been
approved by the COUNTY and the CONSULTANT has been notified to proceed by the Agent. It is
distinctly understood and agreed that no claim for extra work done or materials furnished by the
CONSULTANT will be allowed by the COUNTY except as provided herein, nor shall the CONSULTANT do
any work or furnish any materials not covered by this agreement unless such work is first authorized in
writing by the COUNTY and in accordance with the Maricopa County Procurement Code. Any such work
or materials furnished by the CONSULTANT without such written authorization first being given shall be at
CONSULTANT'S own risk, cost, and expense, and CONSULTANT hereby agrees that without such written
authorization to make no claim for compensation for such work or materials furnished.
SECTION VI-RECORDS
Records of the CONSULTANT’S expenses pertaining to this contract and records of accounts between the
COUNTY and the CONSULTANT shall be kept on a generally recognized accounting basis and shall be
available upon request to the COUNTY or its authorized representative for audit during normal business
hours,
The CONSULTANT shall maintain procurement records for a period of two (2) years after the completion of
the contract unless applicable Federal regulations require a longer period of retention.
SECTION VII—WORK ASSIGNMENT COMPLETION
lf, during the course of this Contract, situations beyond the control and not the result of delay attributable to
CONSULTANT arise which prevent completion of a work assignment within the allotted time, the Agent
may grant an extension of the Performance Period.
Contract No. 2015-033 Page 5 of 13

SECTION VilI—TERMINATION
The COUNTY may terminate this contract at any time upon reimbursement to the CONSULTANT of
expenses that include reasonable charges for time and material for the percentage of work satisfactorily
completed and turned over to the COUNTY.
The COUNTY reserves the rights to postpone, terminate, or abandon this contract for the CONSULTANT’S
failure to complete any Work Assignment on time, or failure to comply with the provisions of the contract.
The COUNTY also reserves the right to terminate any or all parts of this contract for its own convenience
as the COUNTY may determine at its sole discretion.
The COUNTY hereby gives notice that pursuant to A.R.S. § 38-511 “A” this contract may be canceled
without penalty or further obligation within three (3) years after execution if any person significantly involved
in initiating, negotiating, securing, drafting, or creating a contract on behalf of the COUNTY is, at any time
while the contract or any extension of the contract is in effect, an employee or agent of any other party to
the contract in any capacity or a consultant to any other party of the contract with respect to the subject
matter of the contract. Cancellation under this section shall be effective when written notice from the
COUNTY Transportation Director is received by all of the parties of the contract. In addition, the COUNTY
may recoup any fee or commission paid or due to any person significantly involved in initiating, negotiating,
securing, drafting, or creating the contract on behalf of the COUNTY from any other party to the contract
arising as a result of the contract.
The CONSULTANT may terminate this contract in the event of nonpayment of fees as specified in
SECTION II], PAYMENTS TO THE CONSULTANT.
SECTION IX—OWNERSHIP OF DOCUMENTS
A. All original documents including, but not limited to studies, reports, tracings, drawings, physical and
computer models, estimates, field notes, investigations, design analysis, calculations, computer
software, and specifications, prepared in the performance of this contract are to be and remain the
property of the COUNTY and are to be delivered to the Agent before final payment is made to the
CONSULTANT, The COUNTY will not reuse, alter or modify these documents without noting such
modifications, alterations, or intent of their reuse, and will hold the CONSULTANT harmless from any
claims arising from such reuse, modifications, or alterations of the documents. The CONSULTANT
may retain reproducible copies of all such documents delivered to the COUNTY.
B. lf the CONSULTANT retains reproducible copies of all such documents delivered to the COUNTY, the
CONSULTANT may not use those documents in regard to current or future claims or litigation against
the COUNTY brought by another party or parties unless the documents are independently produced in
accordance with a court order or procedural rules and notice of such production is given to the
COUNTY immediately and prior to their production.
C. Copies retained by the CONSULTANT, sub-consultant(s), or any related entities are governed by
Arizona Law regarding the use of public records and may not be used for commercial purpose without
additional written permission from the COUNTY and the payment of all applicable fees.
D. The COUNTY reserves the right to reuse the documents as it sees fit.
Contract No. 2015-033 Page 6 of 13

SECTION X—COMPLIANCE WITH LAWS
The CONSULTANT is required to comply with all Federal, State, and local laws, local ordinances and
regulations. The CONSULTANT’S signature on this contract certifies compliance with the provisions of the
-9 requirements of the Immigration Reform and Control Act of 1986 for all personnel that the
CONSULTANT and any subconsultants employ to complete any Work Assignment. It is understood that
the COUNTY shall conduct itself in accordance with the provisions of the Maricopa County Procurement
Code.
The CONSULTANT warrants that it is in compliance with A.R.S. §41-4401 and further acknowledges:
(1) That the CONSULTANT and its sub-consultants, if any, warrant their compliance with all federal
immigration laws and regulations that relate to their employees and their compliance with A.R.S.
§23-214, subsection A; After December 31, 2007, every employer, after hiring an employee, shall
verify the employment eligibility of the employee through the e-verify program and shall keep a
record of the verification for the duration of the employee’s employment or at least three years,
whichever is longer.
(2) That a breach of a warranty under subsection 1 above, shall be deemed a material breach of the
contract that is subject to penalties up to and including termination of the contracts;
(3) That the contracting government entity retains the legal right to inspect the papers of any
CONSULTANT or sub-consultant employee who works on the contract to ensure that the
CONSULTANT or sub-consultant is complying with the warranty provided under subsection 1
above and that the CONSULTANT agrees to make all papers and employment records of said
employee(s) available during normal working hours in order to facilitate such an inspection.
(4) That nothing herein shall make any CONSULTANT or sub-consultant an agent or employee of
the contracting government entity.
CERTIFICATION REGARDING DEBARMENT AND SUSPENSION:
(1) The undersigned (authorized official signing for the CONSULTANT) certifies to the best of his or
her knowledge and belief, that the CONSULTANT, defined as the primary participant in
accordance with 45 CFR Part 76, and its principals:
(a) are not presently debarred, suspended, proposed for debarment, declared ineligible, or
voluntarily excluded from covered transactions by any Federal Department or agency;
(b) have not within 3-year period preceding this Contract been convicted of or had a civil judgment
rendered against them for commission of fraud or a criminal offense in connection with
obtaining, attempting to obtain, or performing a public (Federal, State or local) transaction or
contract under a public transaction; violation of Federal or State antitrust statues or
commission of embezzlement, theft, forgery, bribery, falsification or destruction of records,
making false statements, or receiving stolen property;
(c) are not presently indicted or otherwise criminally or civilly charged by a government entity
(Federal, State or local) with commission of any of the offenses enumerated in paragraph (2) of
this certification; and
Contract No. 2015-033 Page 7 of 13

(d) have not within a 3-year period preceding this Contract had one or more public transaction
(Federal, State or local) terminated for cause of default.
(2) Should the CONSULTANT not be able to provide this certification, an explanation as to why should
be attached to the Contact.
(3) The CONSULTANT agrees to include, without modification, this clause in all lower tier covered
transactions (i.e. transactions with subcontractors) and in all solicitations for lower tier covered
transactions related to this Contract.
SECTION XI—GENERAL CONSIDERATIONS
The CONSULTANT shall furnish to the COUNTY for approval, the names of its key employees, and of
.
its subconsultants and their key employees, to be used on the Work Assignment prior to beginning the
work under this contract. Any subsequent changes are subject to the written approval of the COUNTY.
. The CONSULTANT shall perform, with its own firm, work amounting to fifty percent (50%) or more of
the total amount of the contract value. Any deviation may be approved, in writing, at the discretion of
the Agent.
. The failure of either party to enforce any of the provisions of this contract or to require performance of
the other party of any of the provisions hereof shall not be construed to be a waiver of such provisions,
nor shall it affect the validity of this contract or any part thereof, or the right of either party to thereafter
enforce each and every provision.
. The CONSULTANT shall be responsible for the cost of any additional design, field layout, testing,
construction and supervision necessary to correct those errors or omissions attributable to the
CONSULTANT, and for any damage incurred by the COUNTY as a result of additional construction
costs caused by such consultant errors or omissions.
. The fact that the COUNTY has accepted or approved the CONSULTANT’S work shail in no way
relieve the CONSULTANT'S responsibility.
tis mutually understood and agreed that this contract shall be governed by the laws of the State of
.
Arizona, both as fo interpretation and performance. Any action at law, suit in equity, or judicial
proceeding for the enforcement of this contract, or any provision thereof, shall be instituted only in the
courts of the State of Arizona.
. When this contract requires the CONSULTANT fo study specific geographic areas of Maricopa County,
the CONSULTANT agrees during the term of this contract and any extensions thereof that
CONSULTANT will not perform similar services for any clients other than the COUNTY within that
specific geographic area without the written authorization and approval of the Transportation Director of
the COUNTY.
. The CONSULTANT agrees that it, its principals, employees, sub-consultants, agents and assigns,
shall not accept employment as consultants, expert witnesses or otherwise in any pending or
contemplated litigation against the COUNTY during the term of this contract and any extensions thereof
without the written authorization and approval of the Transportation Director of the COUNTY.
Contract No. 2015-033 Page 8 of 13

|. The CONSULTANT agrees that it, its principals, employees, sub-consultants, agents and assigns,
shall not accept employment as consultants, expert witnesses or otherwise in any future litigation
against the COUNTY in regard to the subject matter of this contract without the written authorization
and approval of the Transportation Director of the COUNTY.
J. It is understood that the COUNTY shall have the right to seek and obtain in any court of competent
jurisdiction an injunction to restrain a violation or alleged violation by the CONSULTANT, its principals,
employees, sub-consultants, agents or assigns, of the provisions of G., H., and I. of this section or of
the provisions of B. of Section IX, and the right of action for full damages at law, in addition fo any other
remedies provided by this contract. In no case shall a waiver by the COUNTY of the right to seek relief
under this provision constitute a waiver of any other or further violation.
K. The Consultant shall incorporate stormwater quality best management practices (BMPs) in the design
of the project and comply with the Maricopa County Stormwater Quality Management and Discharge
Control Regulation, the Maricopa County Drainage Policies and Standards, and the Maricopa County
Drainage Regulations, using guidance from the Maricopa County Drainage Design Manual, Vol. Ill,
Erosion Control.
SECTION XII—SUCCESSORS AND ASSIGNS
This contract shall not be assigned by either party without prior written approval of the other except that the
CONSULTANT may use in the performance of this contract without prior approval of the COUNTY,
personnel or services of its related entities and affiliated companies as if they were an integral part of the
CONSULTANT; and it shall extend to and be binding upon the heirs, executors, administrators, successors
and assigns of the parties hereto.
SECTION XII—NO KICK-BACK CERTIFICATION
The CONSULTANT warrants that no person has been employed or retained to solicit or secure this
contract upon any agreement or understanding for a commission, percentage, brokerage, or contingent fee;
and that no member of the Board of Supervisors or any employee of the COUNTY has any interest,
financially or otherwise, in the CONSULTANT’S firm.
For breach or violation of this warranty, the COUNTY shail have the right to annul this contract without
liability or at its discretion to deduct from the contract price or consideration, the full amount of such
commission, percentage, brokerage, or contingent fee.
SECTION XIV—ANTI-DISCRIMINATION PROVISION
The COUNTY will endeavor fo ensure in every way possible that minority and women-owned business
enterprises shall have every opportunity to participate in providing professional services, purchased goods,
and contractual services to the COUNTY without being discriminated against on the grounds of race,
religion, gender, age, disability, or national origin.
The CONSULTANT agrees not to discriminate against any employee or applicant for employment because
of race, religion, gender, age, disability, or national origin, and further agrees not to engage in any unlawful
Contract No. 2015-033 Page 9 of 13

employment practices. The CONSULTANT further agrees to insert the foregoing provisions in all
subcontracts hereunder.
SECTION XV—INDEMNIFICATION
To the fullest extent permitted by law, CONSULTANT shall defend, indemnify, and hold harmless
COUNTY, its agents, representatives, officers, directors, officials, and employees from and against all
claims, damages, losses and expenses, including reasonable attorney fees and court costs, but only fo the
extent caused by the negligence, reckless or intentional wrongful conduct of the consultant or others
persons employed or used by the consultant in the performance of the contract or subcontract. “Other
persons employed or used” means a subconsultant to a consultant or design professional in any tier, or any
other person or entity who performs work or design professional services, or provides labor, services,
materials or equipment in connection with the contract.
The amount and type of insurance coverage requirements set forth herein will in no way be construed as
limiting the scope of the indemnity in this paragraph. The scope of this indemnification does not extend to
the sole negligence of COUNTY.
SECTION XVI - INSURANCE REQUIREMENTS
CONSULTANT, at CONSULTANT'S own expense, shall purchase and maintain the herein stipulated
minimum insurance from a company or companies duly licensed by the State of Arizona and possessing a
current A.M. Best, Inc. rating of B++. In lieu of State of Arizona licensing, the stipulated insurance may be
purchased from a company or companies, which are authorized to do business in the State of Arizona,
provided that said insurance companies meet the approval of COUNTY. The form of any insurance policies
and forms must be acceptable to COUNTY.
All insurance required herein shall be maintained in full force and effect until all work or service required to
be performed under the terms of the Contract is satisfactorily completed and formally accepted. Failure to
do so may, at the sole discretion of COUNTY, constitute a material breach of this Contract.
CONSULTANT’S insurance shall be primary insurance as respects COUNTY, and any insurance or self-
insurance maintained by COUNTY shall not contribute to it.
Any failure to comply with the claim reporting provisions of the insurance policies or any breach of an
insurance policy warranty shall not affect the COUNTY’S right to coverage afforded under the insurance
policies.
The insurance policies may provide coverage that contains deductibles or self-insured retentions. Such
deductible and/or self-insured retentions shall not be applicable with respect to the coverage provided to
COUNTY under such policies. CONSULTANT shall be solely responsible for the deductible and/or self-
insured retention and COUNTY, at its option, may require CONSULTANT to secure payment of such
deductibles or self-insured retentions by a surety bond or an irrevocable and unconditional letter of credit.
COUNTY reserves the right to request and to receive, within 10 working days, certified copies of any or all
of the herein required insurance policies and/or endorsements. COUNTY shall not be obligated, however,
to review such policies and/or endorsements or to advise CONSULTANT of any deficiencies in such
policies and endorsements, and such receipt shall not relieve CONSULTANT from, or be deemed a waiver
of COUNTY’S right to insist on strict fulfillment of CONSULTANT’S obligations under this Contract.
Contract No. 2015-033 Page 10 of 13

The insurance policies required by this Contract, except Workers’ Compensation, and Errors and
Omissions, shall name COUNTY, its agents, representatives, officers, directors, officials and employees as
Additional Insureds.
The policies required hereunder, except Workers’ Compensation, and Errors and Omissions, shall contain
a waiver of transfer of rights of recovery (subrogation) against COUNTY, its agents, representatives,
officers, directors, officials and employees for any claims arising out of CONSULTANT’S work or service.
CONSULTANT is required to procure and maintain the following coverages indicated by a checkmark:
t 1, Commercial General Liability. Commercial General Liability insurance and, if necessary,
Commercial Umbrella insurance with a limit of not less than $2,000,000 for each occurrence,
$4,000,000 Products/Completed Operations Aggregate, $4,000,000 General Aggregate Limit and
$2,000,000 Personal and Advertising Injury. The policy shall include coverage for bodily injury,
broad form property damage, personal injury, products and completed operations and blanket
contractual coverage, and shall not contain any provision which would serve to limit third party
action over claims. There shall be no endorsement or modification of the CGL limiting the scope of
coverage for liability arising from explosion, collapse, or underground property damage.
Bl 2. Automobile Liability. Commercial/Business Automobile Liability insurance and, if
unnecessary, Commercial Umbrella insurance with a combined single limit for bodily injury and
property damage of not less than $2,000,000 each occurrence with respect to any of the
CONSULTANT’S owned, hired, and non-owned vehicles assigned to or used in performance of
the CONSULTANT’S work or services under this Contract.
re} 3. Workers’ Compensation. Workers’ Compensation insurance to cover obligations
imposed by federal and state statutes having jurisdiction of CONSULTANT’S employees engaged
in the performance of the work or services under this Contract; and Employer's Liability insurance
of not less than $1,000,000 for each accident, $1,000,000 disease for each employee, and
$1,000,000 disease policy limit.
CONSULTANT waives all rights against COUNTY and its agents, officers, directors and
employees for recovery of damages to the extent these damages are covered by the Workers’
Compensation and Employer's Liability or commercial umbrella liability insurance obtained by
CONSULTANT pursuant to this agreement.
res} 4, Errors and Omissions Insurance. Errors and Omissions insurance and, if
necessary, Commercial Umbrella insurance, which will insure and provide coverage for errors or
omissions of the CONSULTANT, with limits of no less than $2,000,000 for each claim.
CERTIFICATES OF INSURANCE
Prior to commencing work or services under this Contract, CONSULTANT shall furnish COUNTY with
Certificates of Insurance in a form acceptable to COUNTY, or formal endorsements as required by the
Contract in the form provided by the COUNTY, issued by CONSULTANT’S insurer(s}, as evidence that
policies providing the required coverages, conditions and limits required by this Contract are in full force
and effect. Such certificates shall identify this contract number and title.
Contract No. 2015-033 Page 11 of 13

In the event any insurance policy (ies) required by this contract is (are) written on a “claims made” basis,
coverage shall extend for two years past completion and acceptance of CONSULTANT’S work or services
and as evidenced by annual Certificates of Insurance.
If a policy does expire during the life of the Contract, a renewal certificate must be sent fo COUNTY fifteen
(15) days prior to the expiration date.
CANCELLATION AND EXPIRATION NOTICE
Insurance required herein shail not expire, be canceled, or materially changed without thirty (30) days prior
written notice to COUNTY.
SECTION XVII - INFLUENCE
As prescribed in MC1-1202 of the Maricopa County Procurement Code, any effort to influence an employee
or agent to breach the Maricopa County Ethical Code of Conduct or any ethical conduct, may be grounds
for Disbarment or Suspension under MC 1-902.
An attempt to influence includes, but is not limited to:
1. A Person offering or providing a gratuity, gift, tip, present, donation, money, entertainment or
educational passes or tickets, or any type valuable contribution or subsidy, ;
2. That is offered or given with the intent to influence a decision, obtain a contract, garner favorable
treatment, or gain favorable consideration of any kind.
lf a Person attempts to influence any employee or agent of Maricopa County, the Chief Procurement
Officer, or his designee, reserves the right to seek any remedy provided by the Maricopa County
Procurement Code, any remedy in equity or in the law, or any remedy provided by this contract.
SECTION XVIII - TITLE VI
The Maricopa County Department of Transportation, in accordance with the provisions of Title
VI of the Civil Rights Act of 1964 (78 Stat. 252.42 U.S.C. §§ 2000d-4) and the Regulations,
hereby notifies all advertisement, disadvantaged business enterprises will be afforded full and
fair opportunity to submit bids in response to this invitation and will not be discriminated against
on the grounds of race, color, or national origin in consideration for an award.
SECTION XIX - PERFORMANCE EVALUATIONS
The CONSULTANT'’s performance shall be evaluated periodically in accordance with the schedule set
forth in the Project Development Manual (PDM). Final Consultant evaluations for contracts executed
after July 1, 2015, shall be considered in the future CONSULTANT selection process as outlined in the
PDM.
(END OF SECTION)
Contract No, 2015-033 Page 12 of 13

IN WITNESS WHEREOF, the parties herein have executed this contract.
EPS GROUP, INC.
By
Principal of the Firm
Printed Name
Title
Date
Tax Identification Number
MARICOPA COUNTY DEPARTMENT OF TRANSPORTATION
RECOMMENDED BY
By
Jennifer Toth, P.E. Date
Transportation Director
LEGAL REVIEW
Approved as to form and within the powers and
authority granted under the laws of the State of
Arizona fo the Maricopa County Department of
Transportation.
Deputy County Counsel Date ACCEPTED AND APPROVED
By
Chairman, Board of Supervisors Date
ATTEST
By
Clerk of the Board Date
Contract No. 2015-033 Page 13 of 13

CONTRACT NO. 2015-033
ON CALL PROFESSIONAL ENGINEERING AND DESIGN SERVICES
ATTACHMENTS
1. SBE Program Participation Reporting Form
2. Certificate of Performance
3. Certificate of Insurance
4. On Call Consultant Contract Payment Request Form
5. Title VI Assurances

Attachment 1
Maricopa County Small Business Enterprise Program
Participation Reporting Form
This form is to de subwritted with each gay application ar invoice. any pay application or invoice without
this fonn attached is sudject fo vefection az uot baing a completed pay application or rvoice pursuant fo
Hie terms of tie contract.
Name of Prime Consultent'Coniractor Contract No.
Contact Persan Project No.
3
Street Address Amount of this Pay Application/Invoice
City, Siate ZIP
Complete below with infonmation am the SBE finns utilized as subcansultants‘subcontractors for this pay
applicatiowinveice. If work was selfperformed and your fimn, as the prime, is an SBE fimm pursuant to
ARS. & 41-1001, et seq., then you may list your firm a5 the SBE fra
5 =
SBE Firm Name SBE Firm Address Oe an pen!
$
3
$
§
$
$
$
3
$
3
CO Amoark: in this box certifies that n0 SBE firm: were utilized as the prime, subconsultant or
subcontractor with respect to this pay application. Invoice.
Date:
Signature
Bristed Mame & Telephone Number
Contract No. 2015-033

CERTIFICATE OF PERFORMANCE
ON CALL CONTRACT 2015-033
The Maricopa County Department of Transportation accepts the completed work by EPS Group, Inc.
or its subconsultants in connection with the scope of work described in Contract No. 2015-033.
Whereas the completion date for this On Call Contract has passed, Maricopa County Department of
Transportation will not authorize any new work assignments to this Contract.
(Name of Firm Signer) hereby certifies to the Maricopa
County Department of Transportation that all work covered in and required by Contract No. 2015-033
has been completed, payments requested and received, and that all claims of any nature or kind
against Maricopa County Department of Transportation arising out of performance of the Contract are
settled. The undersigned hereby certifies that no contractual disputes exist in regard to this Contract
and that there is no knowledge of any pending or potential claims in regard to this Contract.
This document hereby formally closes the contractual relationship between Maricopa County
Department of Transportation and EPS Group, Inc. for Contract _No. 2015-033 for On-Call
Professional Engineering and Design Services. No further requests for payment will be entertained
by Maricopa County Department of Transportation.
By affixing signatures below, Maricopa County Department of Transportation and EPS Group, Inc.
mutually acknowledge completion and termination of Contract No. 2015-033.
State of Arizona)
)§
County of Maricopa )
Signed this day of , 20
Signature
Title
Subscribed and Sworn to before me this day of , 20
Notary Public
My Commission Expires:
Contract No. 2015-033

EPSGR-1 OP ID: TA
—
ACORIEY DATE (MMIDD/YYYY)
CERTIFICATE OF LIABILITY INSURANCE
ed 03/14/2016
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 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 RONIAcT Teresa Alvarado
Stuckey Ins & Assoc Agencies
5343 N. 16th Street, Suite 110 (Alc No, Ext; 602-264-5533 AE, no}, 602-279-9336
Phoenix, AZ 85016 EMAIL... teresa.alvarado@stuckeyinsurance.com
Mary Ledwick
INSURER(S) AFFORDING COVERAGE NAIC #
insurer A: Phoenix Insurance Company 25623
INSURED EPS Group, Inc. iNsuReRB: Travelers Indemnity Company 25658
Suite 101
Meee Ae Beaia iNsureRc: Travelers Indemnity Co of CT 25682
INSURER D: XL. Specialty Ins 37885
INSURER E:
INSURER F:
COVERAGES CERTIFICATE NUMBER: 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.
Le TYPE OF INSURANCE (nen WWD | POLICY NUMBER MNIDDIVYYY MADDY) LIMITS
| GENERAL LIABILITY EACH OCCURRENCE $ 2,000,000
A | X | commercial GENERAL LIABILITY x | X |68020494636-PHX15 08/20/2015 | 08/20/2016 | Parices (es cccurence) _| $ 300,000
| CLAIMS-MADE OCCUR MED EXP {Any one person) | § 5,000
| X | Contractual Liab PERSONAL & ADVINJURY | $ 2,006,000
GENERALAGGREGATE $ 4,060,000}
| |
GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP/OP AGG | $ 4,000,000
| | pourcy | x | FBS [| Loc $
| AUTOMOBILE LIABILITY a aad Ts
ANY AUTO. BODILY INJURY (Per person} | $
||
ALL OWNED SCHEDULED BODILY INJURY (Per accident)| $
NON-OWNED PROPERTY DAMAGE $
HIRED AUTOS AUTOS (PER ACCIDENT)
$
jumpReLcAuas |X | occur EACH OCCURRENCE § 5,000,000)
|
B ; X | &XcEss Liaa CLAIMS-MADE| X CUP2A276935 08/20/2015 | 08/20/2016 | agcrecaTe 3 5,000,000)
pep | X | retentions 10000 $
WORKERS COMPENSATION X Leey We STATU- OTH
LimITS ER
AND EMPLOYERS’ LIABILITY YIN
C_ | ANY PROPRIETORIPARTNER/EXECUTIVE X |UB4e90T299 08/20/2015 | 08/20/2016 | EL. EACH ACCIDENT $ 1,000,000
OFFICERIMEMBER EXCLUDED? NTA
{Mandatory In NH) E.L. DISEASE - EA EMPLOYEE] $ 1,000,000
DESGRIPTION on OPERATIONS below ELL. DISEASE - POLICY LIMmT | $ 4,000,000
D Professional Liab DPR9725242 08/20/2015 | 08/20/2016 |Per Claim 5,000,600)
Aggregate 5,000,000
DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES {Attach ACORD 101, Additional Remarks Schedule, if more space Is required)
Professional Liability ~ Claims Made - Retro date 6-20-03
Re: Contract No. 2015-033
The Maricopa County Department of Transportation, and Maricopa County, their
agents, representatives, officers, Directors, Officials, and employees are
named as Additional Insured's as respects to general and excess liability.
CERTIFICATE HOLDER CANCELLATION
MARIC-9
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN
Maricopa County Department of ACCORDANCE WITH THE POLICY PROVISIONS,
Transportation
Contracts Branch
AUTHORIZED REPRESENTATIVE
2901 W Durango Street
Phoenix, AZ 85009-6357 “Mav ls Xo an
© 1988-2010 ACORD CORPORATION. All rights reserved.
ACORD 25 (2016/05) The ACORD name and logo are registered marks of ACORD

Hotpercope MARIC-9 EPSGR-1 PAGE 2
NOTEPAD: .
insuRED's NaMe EPS Group, Inc. OP ID: TA Date 03/14/2016
General liability is on a primary and non-contributory basis (CGD3810907).
Waiver of subrogation applies in favor of The Maricopa County Department
of Transportation, and Maricopa County, their agents, representatives
officers, Directors, Officials, and employees as indicated (WC00031300) .

COMMERCIAL GENERAL LIABILITY
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
BLANKET ADDITIONAL INSURED
(ARCHITECTS, ENGINEERS AND SURVEYORS)
This endorsement modifies insurance provided under the following:
COMMERCIAL GENERAL LIABILITY COVERAGE PART
A. The following is added to WHO IS AN INSURED INSURANCE (Section III} for this Coverage
(Section Il}: Part.
Any person or organization that you agree in a B. The following is added to Paragraph a. of 4.
contract
5	1	9	1	2	2	505	1088	35	24	96.060043	or
5	1	9	1	2	3	554	1080	187	39	96.312164	agreement
5	1	9	1	2	4	756	1078	150	40	96.801376	requiring
5	1	9	1	2	5	924	1078	182	32	83.769142	insurance to in- Other Insurance in COMMERCIAL GENERAL
clude as an additional insured on this Coverage LIABILITY CONDITIONS (Section iV):
Part, but only with respect to liability for bodily
5	1	9	1	4	10	1168	1173	43	32	92.944832	in-
4	1	9	1	5	0	332	1221	877	42	-1	
5	1	9	1	5	1	332	1224	88	39	96.560799	jury, However, if you specifically agree in a contract
5	1	21	1	1	9	2225	1191	34	23	96.754478	or
4	1	21	1	2	0	1378	1231	878	40	-1	
5	1	21	1	2	1	1378	1234	190	37	96.172195	agreement
5	1	21	1	2	2	1581	1232	149	39	95.906952	requiring
5	1	21	1	2	3	1745	1231	181	32	90.110901	insurance”
5	1	21	1	2	4	1940	1231	66	31	97.000969	that
5	1	21	1	2	5	2018	1231	52	31	96.614220	the
5	1	21	1	2	6	2084	1231	172	31	95.953033	insurance
4	1	21	1	3	0	1379	1278	880	42	-1	
5	1	21	1	3	1	1379	1281	148	39	96.227547	provided
5	1	21	1	3	2	1545	1281	32	30	96.595520	to
5	1	21	1	3	3	1593	1288	41	23	96.613380	an
5	1	21	1	3	4	1652	1279	165	32	95.651772	additional
5	1	21	1	3	5	1836	1279	126	31	95.718681	insured
5	1	21	1	3	6	1980	1279	99	31	96.229263	under
5	1	21	1	3	7	2094	1278	63	32	93.005455	this
5	1	21	1	3	8	2175	1279	84	31	93.005455	Cov-
4	1	21	1	4	0	1378	1327	877	40	-1	
5	1	21	1	4	1	1378	1336	98	31	96.261620	erage
5	1	21	1	4	2	1498	1329	71	30	96.234085	Part
5	1	21	1	4	3	1588	1329	85	30	96.080368	must
5	1	21	1	4	4	1692	1327	92	40	96.080368	apply
5	1	21	1	4	5	1805	1335	40	23	95.278618	on
5	1	21	1	4	6	1868	1335	18	23	95.128601	a
5	1	21	1	4	7	1908	1327	131	40	95.876953	primary
5	1	21	1	4	8	2060	1327	99	35	96.334679	basis,
5	1	21	1	4	9	2181	1335	36	23	96.564240	or
5	1	21	1	4	10	2235	1335	20	23	96.564240	a
4	1	21	1	5	0	1378	1374	878	41	-1	
5	1	21	1	5	1	1378	1377	131	38	95.850700	primary
5	1	21	1	5	2	1522	1376	62	31	95.850700	and
5	1	21	1	5	3	1599	1375	284	38	96.207748	non-contributory
5	1	21	1	5	4	1898	1375	96	35	96.693481	basis,
5	1	21	1	5	5	2009	1375	60	31	96.905937	this
5	1	21	1	5	6	2082	1374	174	32	96.220802	insurance
4	1	21	1	6	0	1378	1422	878	41	-1	
5	1	21	1	6	1	1378	1425	26	30	96.300377	is
5	1	21	1	6	2	1425	1423	131	40	96.395409	primary
5	1	21	1	6	3	1572	1425	32	30	96.390327	to
5	1	21	1	6	4	1623	1423	90	31	96.390327	other
5	1	21	1	6	5	1731	1423	170	31	96.536049	insurance
5	1	21	1	6	6	1919	1423	64	31	96.249779	that
5	1	21	1	6	7	2003	1423	25	31	96.249779	is
5	1	21	1	6	8	2048	1422	157	32	96.837646	available
5	1	21	1	6	9	2225	1424	31	30	96.418892	to
4	1	21	1	7	0	1378	1470	878	32	-1	
5	1	21	1	7	1	1378	1471	80	31	96.817291	such
5	1	21	1	7	2	1478	1471	166	31	95.544708	additional
5	1	21	1	7	3	1667	1471	124	31	96.486778	insured
5	1	21	1	7	4	1811	1471	100	31	96.540810	which
5	1	21	1	7	5	1931	1478	114	24	95.622948	covers
5	1	21	1	7	6	2066	1470	81	32	92.906487	such
5	1	21	1	7	7	2168	1470	88	32	91.790413	addi-
4	1	21	1	8	0	1377	1518	881	36	-1	
5	1	21	1	8	1	1377	1519	93	31	96.268471	tional
5	1	21	1	8	2	1485	1519	125	31	96.681282	insured
5	1	21	1	8	3	1625	1527	37	23	96.872787	as
5	1	21	1	8	4	1676	1527	19	23	96.815872	a
5	1	21	1	8	5	1710	1518	117	32	95.944984	named
5	1	21	1	8	6	1844	1518	135	36	95.944984	insured,
5	1	21	1	8	7	1994	1518	63	31	96.765884	and
5	1	21	1	8	8	2069	1525	51	23	96.803444	we
5	1	21	1	8	9	2133	1518	54	30	96.359238	will
5	1	21	1	8	10	2204	1519	54	29	96.800293	not
4	1	21	1	9	0	1377	1564	791	40	-1	
5	1	21	1	9	1	1377	1566	96	30	96.345787	share
5	1	21	1	9	2	1486	1566	68	30	96.959351	with
5	1	21	1	9	3	1569	1566	53	30	96.987770	the
5	1	21	1	9	4	1635	1566	90	30	96.372292	other
5	1	21	1	9	5	1737	1566	177	35	96.865417	insurance,
5	1	21	1	9	6	1931	1564	147	40	96.076904	provided
5	1	21	1	9	7	2090	1564	78	32	96.751602	that:
2	1	22	0	0	0	1378	1626	880	87	-1	
3	1	22	1	0	0	1378	1626	880	87	-1	
4	1	22	1	1	0	1378	1626	880	41	-1	
5	1	22	1	1	1	1378	1628	46	39	91.263237	(1)
5	1	22	1	1	2	1448	1628	67	31	96.655807	The
5	1	22	1	1	3	1536	1628	116	39	96.347717	“bodily
5	1	22	1	1	4	1673	1628	105	39	96.326706	injury
“property damage” or personal
5	1	9	1	5	6	1104	1221	105	39	80.357727	injury
caused, in whole or in part, by your acts or omis-
sions or the acts or omissions of those acting on
your behalf:
a. In the performance of your ongoing opera-
tions;
b. In connection with premises owned by or
rented to you; or
c. In connection with your
5	1	12	1	1	6	862	1641	97	32	82.991531	work and included or property
5	1	22	1	1	7	2033	1626	156	39	95.200645	damage”
5	1	22	1	1	8	2208	1626	50	32	96.999397	for
4	1	22	1	2	0	1447	1674	656	39	-1	
5	1	22	1	2	1	1447	1676	100	30	96.467804	which
5	1	22	1	2	2	1560	1683	161	30	95.886314	coverage
5	1	22	1	2	3	1734	1674	26	32	96.347679	is
5	1	22	1	2	4	1773	1674	117	38	96.501366	sought
5	1	22	1	2	5	1904	1682	123	28	96.759155	occurs;
5	1	22	1	2	6	2042	1674	61	30	96.807579	and
2	1	23	0	0	0	1378	1734	877	87	-1	
3	1	23	1	0	0	1378	1734	877	87	-1	
4	1	23	1	1	0	1378	1734	877	41	-1	
5	1	23	1	1	1	1378	1736	46	39	94.917999	(2)
5	1	23	1	1	2	1447	1736	68	30	95.948479	The
5	1	23	1	1	3	1538	1736	162	39	95.218414	“personal
5	1	23	1	1	4	1724	1736	106	37	76.969055	injury
within the products-completed
5	1	12	1	2	4	1027	1688	181	39	96.398003	operations
4	1	12	1	3	0	406	1736	143	30	-1	
5	1	12	1	3	1	406	1736	143	30	92.848572	hazard.
for which coverage is
sought arises out of an offense committed;
Such person or organization does not qualify as
an additional insured for bodily
5	1	12	3	1	6	918	1845	116	39	85.043549	injury”,
5	1	12	3	1	7	1053	1845	156	39	96.780525	property after you have entered into that “contract or
damage" or personal
5	1	12	4	1	4	745	1893	109	39	90.877502	injury for which that per- agreement requiring Insurance". But this insur-
son or organization has assumed liability in a con- ance still is excess over valid and collectible other
tract or agreement. insurance, whether primary, excess, contingent or
on any other basis, that is available to the insured
The insurance provided to such additional insured
when the insured is an additional insured under
is limited as follows:
any other insurance.
d. This insurance does not apply on any basis to
or organization for which cover- . The following is added to Paragraph 8. Transfer
any person
age as an additional insured specifically is Of Rights Of Recovery Against Others To Us
added by another endorsement to this Cover- in COMMERCIAL GENERAL LIABILITY CON-
age Part. DITIONS (Section IV):
e. This insurance does not apply to the render- We waive any rights of recovery we may have
ing of or failure to render any “professional against any person or organization because of
services", payments we make for bodily
5	1	27	1	3	6	1955	2499	114	39	95.379135	injury, property
4	1	27	1	4	0	1377	2546	879	40	-1	
5	1	27	1	4	1	1377	2547	155	38	90.429466	damage
f. The limits of insurance afforded to the addi- or personal
5	1	27	1	4	4	1782	2547	107	39	93.935593	injury arising out of your
4	1	27	1	5	0	1376	2594	879	40	-1	
5	1	27	1	5	1	1376	2595	96	30	96.665535	work
tional insured shall be the limits which you performed by you, or on your behalf, under
agreed in that contract
5	1	16	1	3	5	841	2661	35	21	96.700050	or
5	1	16	1	3	6	891	2654	189	36	92.051132	agreement
5	1	16	1	3	7	1098	2651	111	39	92.051132	requir-
4	1	16	1	4	0	406	2697	800	45	-1	
5	1	16	1	4	1	406	2700	49	38	96.050873	ing
5	1	16	1	4	2	480	2699	182	43	86.141914	insurance a contract
5	1	27	1	6	3	1575	2651	35	22	96.712952	or
5	1	27	1	6	4	1622	2643	186	38	96.420776	agreement
5	1	27	1	6	5	1821	2642	150	39	96.052803	requiring
5	1	27	1	6	6	1986	2642	183	31	91.124100	insurance with
to provide for that additional that person or organization. We waive these
insured, or the limits shown in the Declara- rights only where you have agreed to do so as
tions for this Coverage Part, whichever are part of the “contract or agreement requiring insur-
less. This endorsement does not increase the ance" with such person or organization entered
limits of insurance stated in the LIMITS OF into by you before, and in effect when, the bodily
2	1	28	0	0	0	2049	3042	201	39	-1	
3	1	28	1	0	0	2049	3042	201	39	-1	
4	1	28	1	1	0	2049	3042	201	39	-1	
5	1	28	1	1	1	2049	3044	90	37	96.246239	Page
5	1	28	1	1	2	2156	3042	11	30	91.909500	1
5	1	28	1	1	3	2186	3042	34	30	91.909500	of
5	1	28	1	1	4	2231	3042	19	30	96.346886	2
2	1	29	0	0	0	655	3090	1204	32	-1	
3	1	29	1	0	0	655	3090	1204	32	-1	
4	1	29	1	1	0	655	3090	1204	32	-1	
5	1	29	1	1	1	655	3092	113	25	96.618378	Includes
5	1	29	1	1	2	779	3092	42	24	96.542397	the
5	1	29	1	1	3	832	3090	161	32	96.865021	copyrighted
5	1	29	1	1	4	1006	3090	109	26	94.723389	material
5	1	29	1	1	5	1126	3090	28	24	96.915306	of
5	1	29	1	1	6	1162	3090	134	26	96.207550	Insurance
5	1	29	1	1	7	1306	3090	121	24	96.731247	Services
5	1	29	1	1	8	1437	3090	87	29	93.281158	Office,
5	1	29	1	1	9	1537	3090	56	29	91.051361	Inc.,
5	1	29	1	1	10	1605	3090	52	24	96.178581	with
5	1	29	1	1	11	1670	3090	28	24	95.960274	its
5	1	29	1	1	12	1710	3090	149	30	95.348763	permission
2	1	30	0	0	0	2537	12	13	3285	-1	
3	1	30	1	0	0	2537	12	13	3285	-1	
4	1	30	1	1	0	2537	12	13	3285	-1	
5	1	30	1	1	1	2537	12	13	3285	95.000000
CG D3 81 09 07 © 2007 The Travelers Companies, Inc.

COMMERCIAL GENERAL LIABILITY
injury" or “property damage" occurs, or the per-
4	1	2	1	2	0	349	448	593	40	-1	
5	1	2	1	2	1	349	448	91	31	94.479836	sonal
5	1	2	1	2	2	454	448	107	40	96.264343	injury erage Part, provided that the bodily
5	1	4	1	1	7	2074	403	110	41	54.040627	injury and
offense is committed. “property damage” occurs, and the “personal in-
D. The following definition is added to DEFINITIONS jury" is caused by an offense committed:
(Section V): a. After you have entered into that contract or
Contract
5	1	5	1	2	2	547	633	35	23	93.901474	or
5	1	5	1	2	3	619	627	188	36	96.116158	agreement
5	1	5	1	2	4	846	625	150	38	94.898689	requiring
5	1	5	1	2	5	1038	625	180	32	94.898689	insurance agreement;
means that part of any contract or agreement un- b. While that part of the contract or agreement is
der which you are required to include a person or in effect; and
organization as an additional insured on this Cov- c. Before the end of the policy period.
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