Design_PSA_Chinle_ES-24-002.pdf

DESIGN PROFESSIONAL

SERVICES AGREEMENT

Description:

DES-Chinle-DE324 Office TI - ES-24-002

Arizona Department of Administration

General Services Division 1400 W. Washington St., Ste. B200

Phoenix, AZ 85007

DESIGN PROFESSIONAL SERVICES AGREEMENT

REV 7-30-19

1 | Page

EXHIBIT A

DESIGN PROFESSIONAL SERVICES AGREEMENT

This Design Professional Services Agreement (“Agreement”) is made and entered into on September 17, 2024, by and between the State of Arizona, ARIZONA DEPARTMENT OF ECONOMIC SECURITY (“State”), and TEAMCONVERSE LLC. ("Design Professional"), both individually referenced as “Party” and collectively referenced as the “Parties.” The Parties agree as follows:

1. Statement of Work. Design Professional agrees to provide the services contained in the attached Exhibit “B” (“Statement of Work” or “Services”).

2. Compensation and Payment Schedule.

2.1. State shall pay the Design Professional the amount specified in the Rate Schedule attached as Exhibit “C.” Payment shall not exceed the total amount set forth in Exhibit “C” unless otherwise authorized by the State.

2.2. State shall pay the Design Professional monthly, based upon work performed and completed to date, and upon submission and approval of invoices and progress reports.

All invoices shall document and itemize all work completed to date. Each invoice statement shall include a record of time expended and work performed in sufficient detail to justify payment. Work schedule updates must be included in the monthly progress reports.

3. Period of Service. The Services shall commence on the date contained in the "Notice To Proceed" issued by State to the Design Professional and completed in the time specified by the State. In the event delays are experienced beyond the control of Design Professional, the completion date may be extended in writing as mutually agreed upon by the Parties.

4. Insurance Requirements.

4.1. Insurance Requirements

4.1.1. Contractor and subcontractors shall procure and maintain, until all of their obligations have been discharged, including any warranty periods under this Contract, insurance against claims for injury to persons or damage to property arising from, or in connection with, the performance of the work hereunder by the Contractor, its agents, representatives, employees or subcontractors.

4.1.2. The Insurance Requirements herein are minimum requirements for this Contract

Description:

DES-Chinle-DE324 Office TI - ES-24-002

Arizona Department of Administration

General Services Division 1400 W. Washington St., Ste. B200

Phoenix, AZ 85007

DESIGN PROFESSIONAL SERVICES AGREEMENT

REV 7-30-19

2 | Page and in no way limit the indemnity covenants contained in this Contract. The State of Arizona in no way warrants that the minimum limits contained herein are sufficient to protect the Contractor from liabilities that arise out of the performance of the work under this Contract by the Contractor, its agents, representatives, employees or subcontractors, and the Contractor is free to purchase additional insurance.

4.2. Minimum Scope and Limits of Insurance

Contractor shall provide coverage with limits of liability not less than those stated below.

4.2.1. Commercial General Liability (CGL) – Occurrence Form

Policy shall include bodily injury, property damage, and broad form contractual liability coverage.

● General Aggregate $2,000,000

● Products – Completed Operations Aggregate $1,000,000

● Personal and Advertising Injury $1,000,000

● Damage to Rented Premises $50,000

● Each Occurrence $1,000,000

(a) The policy shall be endorsed, as required by this written agreement, to include the State of Arizona, and its departments, agencies, boards, commissions, universities, officers, officials, agents, and employees as additional insureds with respect to liability arising out of the activities performed by or on behalf of the Contractor.

(b) Policy shall contain a waiver of subrogation endorsement, as required by this written agreement, in favor of the State of Arizona, and its departments, agencies, boards, commissions, universities, officers, officials, agents, and employees for losses arising from work performed by or on behalf of the Contractor.

4.2.2. Business Automobile Liability

Bodily Injury and Property Damage for any owned, hired, and/or non-owned automobiles used in the performance of this Contract.

● Combined Single Limit (CSL) $1,000,000

(a) Policy shall be endorsed, as required by this written agreement, to include the State of Arizona, and its departments, agencies, boards, commissions, Description:

DES-Chinle-DE324 Office TI - ES-24-002

Arizona Department of Administration

General Services Division 1400 W. Washington St., Ste. B200

Phoenix, AZ 85007

DESIGN PROFESSIONAL SERVICES AGREEMENT

REV 7-30-19

3 | Page universities, officers, officials, agents, and employees as additional insureds with respect to liability arising out of the activities performed by, or on behalf of, the Contractor involving automobiles owned, hired and/or non-owned by the Contractor.

(b) Policy shall contain a waiver of subrogation endorsement as required by this written agreement in favor of the State of Arizona, and its departments, agencies, boards, commissions, universities, officers, officials, agents, and employees for losses arising from work performed by or on behalf of the Contractor.

4.2.3. Workers’ Compensation and Employers' Liability

● Workers' Compensation Statutory

● Employers' Liability o Each Accident $1,000,000 o Disease – Each Employee $1,000,000 o Disease – Policy Limit $1,000,000

(a) Policy shall contain a waiver of subrogation endorsement, as required by this written agreement, in favor of the State of Arizona, and its departments, agencies, boards, commissions, universities, officers, officials, agents, and employees for losses arising from work performed by or on behalf of the Contractor.

(b) This requirement shall not apply to each Contractor or subcontractor that is exempt under A.R.S. § 23-901, and when such Contractor or subcontractor executes the appropriate waiver form (Sole Proprietor or Independent Contractor).

4.2.4. Professional Liability (Errors and Omissions Liability)

● Each Claim $2,000,000

● Annual Aggregate $2,000,000

(a) In the event that the Professional Liability insurance required by this Contract is written on a claims-made basis, Contractor warrants that any retroactive date under the policy shall precede the effective date of this Contract and, either continuous coverage will be maintained, or an extended discovery period will be exercised, for a period of two (2) years beginning at the time work under this Contract is completed.

(b) The policy shall cover professional misconduct or negligent acts for those positions defined in the Scope of Work of this contract.

Description:

DES-Chinle-DE324 Office TI - ES-24-002

Arizona Department of Administration

General Services Division 1400 W. Washington St., Ste. B200

Phoenix, AZ 85007

DESIGN PROFESSIONAL SERVICES AGREEMENT

REV 7-30-19

4 | Page

4.3. Additional Insurance Requirements

The policies shall include, or be endorsed to include, as required by this written agreement, the following provisions:

4.3.1. The Contractor's policies, as applicable, shall stipulate that the insurance afforded the Contractor shall be primary and that any insurance carried by the Department, its agents, officials, employees or the State of Arizona shall be excess and not contributory insurance, as provided by A.R.S. § 41-621 (E).

4.3.2. Insurance provided by the Contractor shall not limit the Contractor’s liability assumed under the indemnification provisions of this Contract.

4.4. Notice of Cancellation

Applicable to all insurance policies required within the Insurance Requirements of this Contract, Contractor’s insurance shall not be permitted to expire, be suspended, be canceled, or be materially changed for any reason without thirty (30) days prior written notice to the State of Arizona. Within two (2) business days of receipt, Contractor must provide notice to the State of Arizona if they receive notice of a policy that has been or will be suspended, canceled, materially changed for any reason, has expired, or will be expiring. Such notice shall be sent directly to the Department and shall be mailed, emailed, hand delivered or sent by facsimile transmission to (State Representative’s Name, Address & Fax Number).

4.5. Acceptability of Insurers

Contractor’s insurance shall be placed with companies licensed in the State of Arizona or hold approved non-admitted status on the Arizona Department of Insurance List of Qualified Unauthorized Insurers. Insurers shall have an “A.M. Best” rating of not less than A- VII. The State of Arizona in no way warrants that the above-required minimum insurer rating is sufficient to protect the Contractor from potential insurer insolvency.

4.6. Verification of Coverage

Contractor shall furnish the State of Arizona with certificates of insurance (valid ACORD form or equivalent approved by the State of Arizona) evidencing that Contractor has the insurance as required by this Contract. An authorized representative of the insurer shall sign the certificates.

4.6.1. All such certificates of insurance and policy endorsements must be received by the State before work commences. The State’s receipt of any certificates of insurance or policy endorsements that do not comply with this written agreement shall not waive or otherwise affect the requirements of this agreement.

Description:

DES-Chinle-DE324 Office TI - ES-24-002

Arizona Department of Administration

General Services Division 1400 W. Washington St., Ste. B200

Phoenix, AZ 85007

DESIGN PROFESSIONAL SERVICES AGREEMENT

REV 7-30-19

5 | Page

4.6.2. Each insurance policy required by this Contract must be in effect at, or prior to, commencement of work under this Contract. Failure to maintain the insurance policies as required by this Contract, or to provide evidence of renewal, is a material breach of contract.

4.6.3. All certificates required by this Contract shall be sent directly to the Department.

The State of Arizona project/contract number and project description shall be noted on the certificate of insurance. The State of Arizona reserves the right to require complete copies of all insurance policies required by this Contract at any time.

4.7. Subcontractors

Contractor’s certificate(s) shall include all subcontractors as insureds under its policies or Contractor shall be responsible for ensuring and/or verifying that all subcontractors have valid and collectable insurance as evidenced by the certificates of insurance and endorsements for each subcontractor. All coverages for subcontractors shall be subject to the minimum Insurance Requirements identified above. The Department reserves the right to require, at any time throughout the life of this contract, proof from the Contractor that its subcontractors have the required coverage.

4.8. Approval and Modifications

The Contracting Agency, in consultation with State Risk, reserves the right to review or make modifications to the insurance limits, required coverages, or endorsements throughout the life of this contract, as deemed necessary. Such action will not require a formal Contract amendment but may be made by administrative action.

4.9. Exceptions

In the event the Contractor or subcontractor(s) is/are a public entity, then the Insurance Requirements shall not apply. Such public entity shall provide a certificate of self-insurance. If the Contractor or subcontractor(s) is/are a State of Arizona agency, board, commission, or university, none of the above shall apply.

Description:

DES-Chinle-DE324 Office TI - ES-24-002

Arizona Department of Administration

General Services Division 1400 W. Washington St., Ste. B200

Phoenix, AZ 85007

DESIGN PROFESSIONAL SERVICES AGREEMENT

REV 7-30-19

6 | Page

5. Agreement Representatives.

Agency:

Name:

Email:

Phone:

Arizona Department of Economic Security Emilie Sombrio ESombrio@azdes.gov 480-798-5268

TeamConverse Allen Converse, Principal allan@teamconverse.net

(602) 339-4154

6. Enumeration of Agreement

INCORPORATED BY REFERENCE

The following shall be incorporated by reference and shall become part of the Agreement

Solicited Pursuant to A.R.S. 41-2581

EXHIBITS

This Agreement includes the following Exhibits attached hereto:

Exhibit A: Design Professional Service Agreement

Exhibit B: Design Professional Statement of Work and Mutually Agreeable Scope Exclusions (Provided by Design Professional)

Exhibit C: Design Professional and Sub Consultant Rate Schedule, Reimbursable Expenses (Provided by Design Professional)

Exhibit D: Certificate of Insurance (Provided by Design Professional)

Exhibit E: Design Professional Project Schedule (Provided by Design Professional)

Exhibit F: Design Change Notice

Exhibit G: Not Used-RESERVED

Description:

DES-Chinle-DE324 Office TI - ES-24-002

Arizona Department of Administration

General Services Division 1400 W. Washington St., Ste. B200

Phoenix, AZ 85007

DESIGN PROFESSIONAL SERVICES AGREEMENT

REV 7-30-19

7 | Page

Exhibit H: Not Used-RESERVED

Exhibit I: Not Used-RESERVED

Exhibit J: Not Used-RESERVED

Exhibit K: Not Used-RESERVED

Exhibit L: Not Used-RESERVED

Exhibit M: Not Used-RESERVED

Exhibit N: Not Used-RESERVED

Exhibit O: Not Used-RESERVED

Exhibit P: Not Used-RESERVED

Exhibit Q: Not Used-RESERVED

Exhibit R: Not Used-RESERVED

Exhibit S: Not Used-RESERVED

Exhibit T: Special Inspection Certificate

Attached Uniform Terms and Conditions

Description:

DES-Chinle-DE324 Office TI - ES-24-002

Arizona Department of Administration

General Services Division 1400 W. Washington St., Ste. B200

Phoenix, AZ 85007

DESIGN PROFESSIONAL SERVICES AGREEMENT

REV 7-30-19

8 | Page

IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date and year first set forth above.

DESIGN PROFESSIONAL:

Signature:

Printed Name:

Title:

Date:

STATE OF ARIZONA, DEPARTMENT OF ECONOMIC SECURITY:

Signature:

Printed Name:

Title:

Date:

Oct 4, 2024 allan converse

Principal

Procurement Manager

Oct 4, 2024

Alexis Morse https://na1.documents.adobe.com/verifier?tx=CBJCHBCAABAAT9T4XAUcKBB8iU76RpZ7ZMB4DUZAYBdL https://azdesgov.na1.adobesign.com/verifier?tx=CBJCHBCAABAAT9T4XAUcKBB8iU76RpZ7ZMB4DUZAYBdL

Description:

DES-Chinle-DE324 Office TI - ES-24-002

Arizona Department of Administration

General Services Division 1400 W. Washington St., Ste. B200

Phoenix, AZ 85007

DESIGN PROFESSIONAL SERVICES AGREEMENT

REV 7-30-19

9 | Page

EXHIBIT “B” – STATEMENT OF WORK

1 Chinle Proposal

August 7, 2024

Jeremy Adams VIA e-mail: jeremyadams@azdes.gov

AZDES

Physical Plant Director

Office of Facilities Management

Kimberly Garcia VIA e-mail: Kimberly Garcia

AZDES

Assistant Business Manager

Division of Business Services

Re: REQUEST FOR ARCHITECTURAL SERVICES

Renovation of a Single Office - Chinle, AZ

Dear Mr. Adams/Ms. Garcia:

TeamConverse LLC, and associated consultants hereby propose to provide the Architectural and Engineering Services required to complete the Requested Scope of Work and Drawings in the RFP for the Renovation of a Single Office - Chinle Project.

Requested Scope of Work:

SOW to include: opening up of the office, demolition of some walls of approximately 50' LF, adding a Doorway between the leased area and the breakroom.

Proposed Services:

TeamConverse LLC, proposes to provide the following services to complete the Scope of Work.

1) Architectural and engineering design services

2) Recommend materials

3) Prepare preliminary design drawings for client consideration and review

4) Prepare final design drawings for construction

Proposed Fee:

TeamConverse LLC proposes a Total Cost of $10,000 to provide detailed design and construction drawings, site visits, and the associated building permit cost for the Chinle Office Design Project, to include but not limited to:

1) design phase milestones

a. 30%

b. 60%

c. 90%

d. CD Final

e. permits - $1,500 allowance

Direct: 480-634-1533

Mobile 602-339-4154

E-mail: allan@teamconverse.net

29771 N. 133rd Avenue

Peoria, Arizona 85383

TeamConverse L.L.C.

Engineering Division mailto:jeremyadams@azdes.gov

2 Chinle Proposal

2) drawings - $8,500

3) labor

4) proposed number of site visits (3)

5) other fees leading to the completion of the Chinle Office Design Project

Contractor Requirements:

TeamConverse LLC, agrees to provide the following during completion of the Chinle Office Design Project.

1) Maintain all professional licenses, certifications and registration with the Arizona State Board of Technical Registration.

2) Adhere to all applicable Federal, State, Local building codes and ADES Design Standards provided during the design phase.

3) Notify ADES of intent to attend the pre-proposal meeting and facility tour via email to

4) KimberlyGarcia@azdes.gov, by July 24, 2024, 3:00 P.M. (MST)

5) Attend the pre-proposal meeting and guided tour conducted by ADES on July 30, 2024, 11:00 A.M. (Arizona Time) to discuss the project’s Scope of Work and gather information of the existing systems to include but not limited to: demolition, structure, electrical, HVAC, fire protection systems and construction.

6) Review Appendix A Floor Plans and information regarding this projects Scope of Work, this shall not limit additional gathering of information or clarifications.

7) Submit a complete proposal to the attention of Jeremy Adams at JeremyAdams@azdes.gov by August 7, 2024, 12:00 P.M. (MST) for review.

8) The proposal shall include at a minimum: Cost to provide detailed design and construction drawings.

9) Include all pricing for costs associated with each office design project, to include but not limited to: design phase milestones, permits, drawings, labor, proposed number of site visits and other fees leading to the completion of this design project. Collaborate with ADES on all quantities and types of materials proposed during the design phase.

10) Follow the American Institute of Architects (A.I.A) standards and procedures from initiation to close out of project.

11) Coordinate all deadlines regarding project milestones, permits and other project requirements upon contract award and issuance of a purchase order to Jeremy Adams at JeremyAdams@azdes.gov, and Irma Lopez at IrmaLopez@azdes.gov

12) Communicate with ADES all milestones, Scope of Work clarifications and other questions relating to State, Federal and Local municipalities to Jeremy Adams at JeremyAdams@azdes.gov, and Irma Lopez at IrmaLopez@azdes.gov

Deliverables:

TeamConverse LLC, agrees to provide the following deliverables during completion of the Chinle Office Design Project.

1) Compliance with Project Phase Schedule for all design phase milestones as identified in Attachment 1, Contractors’ Approved Proposal.

2) Provide a complete set of stamped construction drawings.

Thank you for the opportunity to serve the architectural and engineering needs of the AZDES.

Please contact me with any questions about the above.

Sincerely submitted, 3 Chinle Proposal

Allan R. Converse Principal – TeamConverse LLC

Description:

DES-Chinle-DE324 Office TI - ES-24-002

Arizona Department of Administration

General Services Division 1400 W. Washington St., Ste. B200

Phoenix, AZ 85007

EXHIBIT “C” – RATE SCHEDULE

A B C D E F G H I J K L M N O

Chinlee Design Services Fee Schedule

Architectural Service

Total Fee Per

Line Item

1 Site visits/field measure/Verify As-built Plans 0 $ - 0 $ - 10 $ 1,500 0 $ - 0 $ - $1,500

2 Architectural and engineering design services 0 $ - 0 $ - 4 $ 600 4 $ 320 0 $ - $920

3 Prepare preliminary design drawings for client consideration and review 0 $ - 0 $ - 4 $ 600 0 $ - 0 $ - $600

4 Recommend materials 2 $ 300 2 $ 400 3 $ 450 0 $ - 0 $ - $1,150

5 Prepare final design drawings for construction 0 $ - 2 $ 400 0 $ - 4 $ 320 0 $ - $720

6 Prepare final documents for bidding / permit submittal 2 $ 300 1 $ 200 8 $ 1,200 0 $ - 0 $ - $1,700

7 Prepare final project documents / clerical 0 $ - 0 $ - 3 $ 450 0 $ - 4 $ 260 $710

8 Project Construction Administration 0 $ - 0 $ - 18 $ 2,700 0 $ - 0 $ - $2,700

TOTAL 4 $ 600.00 5 $ 1,000.00 50 $ 7,500.00 8 $ 640.00 4 $ 260.00 $ 10,000.00

Administrative

Assistant ($65)

Project Manager

($150/hr)

Principal Architect

($200/hr)

Project Architect

($150/hr)

Draft Person

($80/hour)

Contract No.ADSPO18-200060 1 of 1

Professional Services Fees 2024 Schedule

Professional Staff:

Principal Engineer/Architect $200 Project Engineer/Architect $150 Project Manager Draft Person

$150 $ 80

Administrative Assistant $ 65

Note: additional staff available as project requires

TeamConverse L.L.C.

Engineering Division

29771 N 133rd Avenue Peoria, Arizona 85383

Direct: 480-634-1533

Mobile 602-339-4154

E-mail: allan@teamconverse.net

Web: www.TeamConverse.net mailto:allan@teamconverse.net http://www.teamconverse.net/

Description:

DES-Chinle-DE324 Office TI - ES-24-002

Arizona Department of Administration

General Services Division 1400 W. Washington St., Ste. B200

EXHIBIT “D”- INSURANCE CERTIFICATE(S)

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE

THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN

ACCORDANCE WITH THE POLICY PROVISIONS.

INSURER(S) AFFORDING COVERAGE

INSURER F :

INSURER E :

INSURER D :

INSURER C :

INSURER B :

INSURER A :

NAIC #

NAME:

CONTACT

(A/C, No):

FAX

E-MAIL

ADDRESS:

PRODUCER

(A/C, No, Ext):

PHONE

INSURED

REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES

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).

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.

OTHER:

(Per accident)

(Ea accident)

N / A

SUBR

WVD

ADDL

INSD

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.

$PROPERTY DAMAGE

BODILY INJURY (Per accident)

BODILY INJURY (Per person)

COMBINED SINGLE LIMIT

AUTOS ONLY

AUTOSAUTOS ONLY

NON-OWNED

SCHEDULEDOWNED

ANY AUTO

AUTOMOBILE LIABILITY

Y / N

WORKERS COMPENSATION

AND EMPLOYERS' LIABILITY

OFFICER/MEMBER EXCLUDED?

(Mandatory in NH)

DESCRIPTION OF OPERATIONS below If yes, describe under

ANY PROPRIETOR/PARTNER/EXECUTIVE

E.L. DISEASE - POLICY LIMIT

E.L. DISEASE - EA EMPLOYEE

E.L. EACH ACCIDENT

ER

OTH-

STATUTE

PER

LIMITS(MM/DD/YYYY)

POLICY EXP

(MM/DD/YYYY)

POLICY EFF

POLICY NUMBERTYPE OF INSURANCELTR

INSR

DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required)

EXCESS LIAB

UMBRELLA LIAB $EACH OCCURRENCE

$AGGREGATE

OCCUR

CLAIMS-MADE

DED RETENTION $

$PRODUCTS - COMP/OP AGG

$GENERAL AGGREGATE

$PERSONAL & ADV INJURY

$MED EXP (Any one person)

$EACH OCCURRENCE

DAMAGE TO RENTED

$PREMISES (Ea occurrence)

COMMERCIAL GENERAL LIABILITY

CLAIMS-MADE OCCUR

GEN'L AGGREGATE LIMIT APPLIES PER:

POLICY

PRO-

JECT LOC

CERTIFICATE OF LIABILITY INSURANCE

DATE (MM/DD/YYYY)

CANCELLATION

AUTHORIZED REPRESENTATIVE

ACORD 25 (2016/03)

© 1988-2015 ACORD CORPORATION. All rights reserved.

CERTIFICATE HOLDER

The ACORD name and logo are registered marks of ACORD

HIRED

AUTOS ONLY

8/22/2024

Imes Insurance Associates, Inc.

2045 S Vineyard Ste152 Mesa AZ 85210

Henry DeVall 480-820-2020 480-820-5519 agency@imescovered.com

Hartford Underwriters Insurance Company 30104 TEAMCON-01 Auto-Owners Insurance Company 18988

Team Converse, LLC 29771 N 133rd Ave Peoria AZ 85383

Hartford Insurance Company of the Midwest 37478 Lloyd's of London

1670069652

A X 1,000,000 X 1,000,000

10,000

1,000,000

2,000,000 X

Y Y 59SBAAT5HNY 8/30/2024 8/30/2025

2,000,000

B

1,000,000

X X X

5351249100 8/30/2024 8/30/2025

1,000,000

1,000,000

C XY 59WECAT1Y58 7/1/2024 7/1/2025

1,000,000

1,000,000

1,000,000 D Errors & Omissions

Errors & Omissions Y Y Y

Y ANE4461780.24 5/17/2024 5/17/2025 Occurrence Aggregate

1,000,000 3,000,000

Arizona Department of Economic Security is designated additional insured on the General and Professional Liability policies as required by written contract.

Policies are primary and non-contributory. 30-day notice of cancellation applies. Coverage subject to policy forms, terms and conditions.

Arizona Department of Economic Security 1789 W. Jefferson Street Phoenix AZ 85007

THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

Form SL 30 32 06 21 Page 1 of 3 © 2021, The Hartford

(May include copyrighted material of Insurance Services Office, Inc., with its permission)

BLANKET ADDITIONAL INSURED BY CONTRACT

This endorsement modifies insurance provided under the following:

BUSINESS LIABILITY COVERAGE FORM

Except as otherwise stated in this endorsement, the terms and conditions of the Policy apply.

A. The following is added to Section C. WHO IS AN INSURED:

Additional Insureds When Required By Written Contract, Written Agreement Or Permit The person(s) or organization(s) identified in Paragraphs a. through f. below are additional insureds when you have agreed, in a written contract or written agreement, or when required by a written permit issued by a state or governmental agency or subdivision or political subdivision that such person or organization be added as an additional insured on your Coverage Part, provided the injury or damage occurs subsequent to the execution of the contract or agreement, or the issuance of the permit.

A person or organization is an additional insured under this provision only for that period of time required by the contract, agreement or permit.

However, no such person or organization is an additional insured under this provision if such person or organization is included as an additional insured by any other endorsement issued by us and made a part of this Coverage Part.

The insurance afforded to such additional insured will not be broader than that which you are required by the contract, agreement, or permit to provide for such additional insured.

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

The limits of insurance that apply to additional insureds are described in Section D. LIABILITY AND MEDICAL EXPENSES LIMITS OF INSURANCE. How this insurance applies when other insurance is available to an additional insured is described in the Other Insurance Condition in Section E. LIABILITY AND MEDICAL

EXPENSES GENERAL CONDITIONS.

a. Vendors

Any person(s) or organization(s) (referred to below as vendor), but only with respect to "bodily injury" or "property damage" arising out of "your products" which are distributed or sold in the regular course of the vendor's business and only if this Coverage Part provides coverage for "bodily injury" or "property damage" included within the "products-completed operations hazard".

(1) The insurance afforded to the vendor is subject to the following additional exclusions:

This insurance does not apply to:

(a) "Bodily injury" or "property damage" for which the 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 the 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 the 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 the 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 the vendor's premises in connection with the sale of the product;

Policy #: 59SBAAT5HNY Effective: 8/30/2024 - 8/30/2025

Form SL 30 32 06 21 Page 2 of 3 © 2021, The Hartford

(May include copyrighted material of Insurance Services Office, Inc., with its permission)

(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 the vendor; or

(h) "Bodily injury" or "property damage" arising out of the sole negligence of the 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 Paragraphs (d) or (f); or

(ii) Such inspections, adjustments, tests or servicing as the 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.

b. Lessors Of Equipment

(1) Any person or organization from whom you lease equipment; but only with respect to their 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 or organization.

(2) With respect to the insurance afforded to these additional insureds, this insurance does not apply to any "occurrence" which takes place after you cease to lease that equipment.

c. Lessors Of Land Or Premises

(1) Any person or organization from whom you lease land or premises, but only with respect to liability arising out of the ownership, maintenance or use of that part of the land or premises leased to you.

(2) With respect to the insurance afforded to these additional insureds, this insurance does not apply to:

(a) Any "occurrence" which takes place after you cease to lease that land or be a tenant in that premises;

or

(b) Structural alterations, new construction or demolition operations performed by or on behalf of such person or organization.

d. Architects, Engineers Or Surveyors

(1) Any architect, engineer, or surveyor, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf:

(a) In connection with your premises;

(b) In the performance of your ongoing operations performed by you or on your behalf; or

(c) In connection with "your work" and included within the "products-completed operations hazard", but only if:

(i) The written contract, written agreement or permit requires you to provide such coverage to such additional insured; and

(ii) This Coverage Part provides coverage for "bodily injury" or "property damage" included within the

"products-completed operations hazard".

(2) 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, including:

(i) The preparing, approving, or failure to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders, designs or drawings and specifications; or

(ii) Supervisory, surveying, inspection, architectural or engineering activities.

This exclusion applies even if the claims allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by an insured, if the “bodily injury”, “property

Form SL 30 32 06 21 Page 3 of 3 © 2021, The Hartford

(May include copyrighted material of Insurance Services Office, Inc., with its permission) damage”, or “personal and advertising injury” arises out of the rendering of or the failure to render any professional service.

e. State Or Governmental Agency Or Subdivision Or Political Subdivision Issuing Permit

(1) Any state or governmental agency or subdivision or political subdivision, but only with respect to operations performed by you or on your behalf for which the state or governmental agency or subdivision or political subdivision has issued a permit.

(2) With respect to the insurance afforded to these additional insureds, 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".

f. Any Other Party

(1) Any other person or organization who is not in one of the categories or classes listed above in

Paragraphs a. through e. above, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf:

(a) In the performance of your ongoing operations performed by you or on your behalf;

(b) In connection with your premises owned by or rented to you; or

(c) In connection with "your work" and included within the "products-completed operations hazard", but only if:

(i) The written contract, written agreement or permit requires you to provide such coverage to such additional insured; and

(ii) This Coverage Part provides coverage for "bodily injury" or "property damage" included within the

"products-completed operations hazard".

(2) 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 architectural, engineering or surveying services, including:

(a) The preparing, approving, or failure to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders, designs or drawings and specifications; or

(b) Supervisory, surveying, inspection, architectural or engineering activities.

This exclusion applies even if the claims allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by an insured, if the “bodily injury”, “property damage”, or “personal and advertising injury” arises out of the rendering of or the failure to render any professional service described in Paragraphs f.(2)(a) or f.(2)(b) above.

Form SL 00 00 10 18 Page 17 of 22 © 2018, The Hartford

(May include copyrighted material of Insurance Services Office, Inc., with its permission)

(2) Premises Rented To You That is fire, lightning or explosion insurance for premises rented to you or temporarily occupied by you with permission of the owner;

(3) Tenant Liability That is insurance purchased by you to cover your liability as a tenant for "property damage" to premises rented to you or temporarily occupied by you with permission of the owner;

(4) Aircraft, Auto Or Watercraft If the loss arises out of the maintenance or use of aircraft, "autos" or watercraft to the extent not subject to Exclusion g. of Section B. Exclusions.

(5) Property Damage To Borrowed Equipment Or Use Of Elevators If the loss arises out of "property damage" to borrowed equipment or the use of elevators to the extent not subject to Exclusion k. of Section B. Exclusions.

(6) When You Are Added As An Additional Insured To Other Insurance That is other insurance available to you covering liability for damages arising out of the premises or operations, or products and completed operations, for which you have been added as an additional insured by that insurance; or

(7) When You Add Others As An Additional Insured To This Insurance That is other insurance available to an additional insured.

However, the following provisions apply to other insurance available to any person or organization who is an additional insured under this Coverage Part:

(a) Primary Insurance When Required By Contract

This insurance is primary if you have agreed in a written contract, written agreement or permit that this insurance be primary. If other insurance is also primary, we will share with all that other insurance by the method described in c. below.

(b) Primary And Non-Contributory To Other Insurance When Required By Contract If you have agreed in a written contract, written agreement or permit that this insurance is primary and non-contributory with the additional insured's own insurance, this insurance is primary and we will not seek contribution from that other insurance.

Paragraphs (a) and (b) do not apply to other insurance to which the additional insured has been added as an additional insured.

When this insurance is excess, we will have no duty under this Coverage Part to defend the insured against any "suit" if any other insurer has a duty to defend the insured against that "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.

When this insurance is excess over other insurance, we will pay only our share of the amount of the loss, if any, that exceeds the sum of:

(1) The total amount that all such other insurance would pay for the loss in the absence of this insurance;

and

(2) The total of all deductible and self-insured amounts under all that other insurance.

We will share the remaining loss, if any, with any other insurance that is not described in this Excess Insurance provision and was not bought specifically to apply in excess of the Limits of Insurance shown in the Declarations of this Coverage Part.

c. Method Of Sharing If all the other insurance permits contribution by equal shares, we will follow this method also. Under this approach, each insurer contributes equal amounts until it has paid its applicable limit of insurance or none of the loss remains, whichever comes first.

Policy #: 59SBAAT5HNY Effective: 8/30/2024 - 08/30/2025

Form SL 00 00 10 18 Page 18 of 22 © 2018, The Hartford

(May include copyrighted material of Insurance Services Office, Inc., with its permission)

If any of the other insurance does not permit contribution by equal shares, we will contribute by limits. Under this method, each insurer’s share is based on the ratio of its applicable limit of insurance to the total applicable limits of insurance of all insurers.

7. Transfer Of Rights Of Recovery Against Others To Us

a. Transfer Of Rights Of Recovery

If the insured has rights to recover all or part of any payment, including Supplementary Payments, we have made under this Coverage Part, those rights are transferred to us. The insured must do nothing after loss to impair them. At our request, the insured will bring "suit" or transfer those rights to us and help us enforce them. This condition does not apply to Medical Expenses Coverage.

b. Waiver Of Rights Of Recovery (Waiver Of Subrogation) If the insured has waived any rights of recovery against any person or organization for all or part of any payment, including Supplementary Payments, we have made under this Coverage Part, we also waive that right, provided the insured waived their rights of recovery against such person or organization in a contract, agreement or permit that was executed prior to the injury or damage.

F. LIABILITY AND MEDICAL EXPENSES DEFINITIONS

1. "Advertisement" means a notice that is broadcast or published to the general public or specific market segments about your goods, products or services for the purpose of attracting customers or supporters. For the purpose of this definition:

a. Notices that are published include material placed on the Internet or on similar electronic means of communication; and

b. Regarding web sites, only that part of a web site that is about your goods, products or services for the purpose of attracting customers or supporters is considered an advertisement.

2. "Advertising idea" means any idea for an "advertisement".

3. "Asbestos hazard" means an exposure or threat of exposure to the actual or alleged properties of asbestos and includes the mere presence of asbestos in any form.

4. "Auto" means:

a. A land motor vehicle, trailer or semi-trailer designed for travel on public roads, including any attached machinery or equipment; or

b. Any other land vehicle that is subject to a compulsory or financial responsibility law or other motor vehicle insurance or motor vehicle registration law where it is licensed or principally garaged.

However, "auto" does not include "mobile equipment".

5. "Bodily injury" means physical:

a. Injury;

b. Sickness; or

c. Disease sustained by a person and, if arising out of the above, mental anguish or death at any time.

6. "Coverage territory" means:

a. The United States of America (including its territories and possessions), Puerto Rico and Canada;

b. International waters or airspace, but only if the injury or damage occurs in the course of travel or transportation between any places included in a. above;

c. All other parts of the world if the injury or damage arises out of:

(1) Goods or products made or sold by you in the territory described in a. above;

(2) The activities of a person whose home is in the territory described in a. above, but is away for a short time on your business; or

Countersigned by Authorized Representative

Form WC 00 03 13 Printed in U.S.A.

Process Date: 05/22/24 Policy Expiration Date: 07/01/25

WAIVER OF OUR RIGHT TO RECOVER

FROM OTHERS ENDORSEMENT

Policy Number: 59 WEC AT1Y58 Endorsement Number:

Effective Date: 07/01/24 Effective hour is the same as stated on the Information Page of the policy.

Named Insured and Address: Team Converse LLC

29771 N 133rd Ave Peoria, AZ 85383

We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule.

This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule.

SCHEDULE

Any person or organization for whom you are required by contract or agreement to obtain this waiver from us.

Endorsement is not applicable in KY, NH, NJ or for any MO construction risk

Description:

DES-Chinle-DE324 Office TI - ES-24-002

Arizona Department of Administration

General Services Division 1400 W. Washington St., Ste. B200

Uniform Terms and Conditions

4.10.2024

Design Professional

Page | 1

Available online at:

appstate.az.gov

CONTENTS

1 DEFINITION OF TERMS 8

1.1 ............. Additional Work

1.2 ............. Agency

1.3 ............. Agency Designated Representative

1.4 ............. Allowance

1.5 ............. Application for Progress Payment

1.6 ............. Application for Final Payment

1.7 ............. Arizona Procurement Code; A.R.S., A.A.C

1.8 ............. Arizona TPT

1.9 ............. As-Builts

1.10 ........... Attachment

1.11 ........... Basic Work

1.12 ........... Bidding Documents

1.13 ........... Building Work

1.14 ........... Change Order

1.15 ........... Close Out Documents

1.16 ........... Conditional Waiver of Lien

1.17 ........... Construction

1.18 ........... Construction Contract

1.19 ........... Construction Contractor

1.20 ........... Construction Documents

1.21 ........... Contingency

1.22 ........... Contract

1.23 ........... Contract Amendment

1.24 ........... Contract Cost

1.25 ........... Contract Terms and Conditions

1.26 ........... Contractor

1.27 ........... Contractor Indemnitor

1.28 ........... Cost

1.29 ........... Cost of Work

1.30 ........... Day

1.31 ........... Design Change Notice

1.32 ........... Design Professional

1.33 ........... Design Professional Services

1.34 ........... Design Professional Service Contract

1.35 ........... Design Requirements

1.36 ........... Drawings

1.37 ........... Estimated Project Construction Cost

1.38 ........... Excusable Delay

1.39 ........... Exhibit

1.40 ........... Field Order Directive

1.41 ........... Final Completion

1.42 ........... Final Completion Certificate

1.43 ........... Final Payment

1.44 ........... General Conditions of Contractor

1.45 ........... Gratuity https://appstate.az.gov/

Design Professional

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Available online at:

appstate.az.gov

1.46 ........... Hazardous Waste; Release

1.47 ........... Hazardous Substance

1.48 ........... Hazardous Waste

1.49 ........... Indemnified Basic Claims

1.50 ........... Instructions to Offerors

1.51 ........... Materials

1.52 ........... Negotiation

1.53 ........... Notice to Cure

1.54 ........... Notice to Proceed

1.55 ........... Offer and Acceptance Form

1.56 ........... Part, Section; Exhibit

1.57 ........... Payment Bond

1.58 ........... Performance Bond

1.59 ........... Person

1.60 ........... Preconstruction Services

1.61 ........... Procurement Officer

1.62 ........... eProcurement System (currently APP)

1.63 ........... Product Data

1.64 ........... Project

1.65 ........... Change Order Request

1.66 ........... Punch List

1.67 ........... Record Documents

1.68 ........... Request for Information

1.69 ........... Reimbursable Expenses

1.70 ........... Samples

1.71 ........... Schedule

1.72 ........... Schedule of Values

1.73 ........... Scope of Work

1.74 ........... Secure Locations

1.75 ........... Services

1.76 ........... Shop Drawings

1.77 ........... Site

1.78 ........... Solicitation; Solicitation Documents

1.79 ........... Special Terms and General Conditions

1.80 ........... Specification

1.81 ........... State

1.82 ........... State Indemnitees

1.83 ........... State Fiscal Year

1.84 ........... Stipulated Sum (Fixed Price/Lump Sum)

1.85 ........... Subconsultant

1.86 ........... Subcontract

1.87 ........... Subcontractor

1.88 ........... Submittal Register

1.89 ........... Substantial Completion

1.90 ........... Unconditional Waiver of Lien

1.91 ........... Uniform Terms and Conditions

1.92 ........... Unit Price Work

Design Professional Page | 3

Available online at:

appstate.az.gov

1.93 ........... Work

1.94 ........... Progress Schedule

2 CONTRACT INTERPRETATION 16

2.1 ............. Arizona Law

2.2 ............. Contract Order of Precedence

2.3 ............. Implied Terms

2.4 ............. References to Statute

2.5 ............. Usage

2.6 ............. Independent Contractor

2.7 ............. Severability

2.8 ............. Complete Integration

2.9 ............. No Waiver of Rights

3 CONTRACT ADMINISTRATION AND OPERATION 17

3.1 ............. Term of Contract

3.2 ............. Contract Extensions

3.3 ............. Notices and Correspondence

3.4 ............. Contractor Performance Evaluation

3.5 ............. Signing of Contract Amendments

3.6 ............. Click-Through Terms and Conditions

3.7 ............. Books and Records

3.8 ............. Design Professional Licenses and Registration

3.9 ............. Ownership of Intellectual Property

3.10 ........... Subcontracts and Subconsultants

3.11 ........... Non-Discrimination

3.12 ........... E-Verify Requirements

3.13 ........... Offshore Performance of Certain Work Prohibited

3.14 ........... Other Contractors

3.15 ........... Work on State Premises

3.16 ........... Background Checks

3.17 ........... Advertising, Publishing and Promotion of Contract

3.18 ........... Inspection and Testing

4 COSTS AND PAYMENTS 22

4.1 ............. Additional Work

4.2 ............. Applicable Taxes

4.3 ............. Application for Progress Payment, Contractor

4.4 ............. Application for Payment Certification by Design Professional

4.5 ............. Automated Clearing House

4.6 ............. Availability of Funds

4.7 ............. Basis of Compensation; Design Professional

4.8 ............. Contracted Labor Rate

4.9 ............. Delay

4.10 ........... Delay Caused in Whole Or in Part By Design Professional

4.11 ........... Equipment Rental

4.12 ........... Invoicing Requirements

4.13 ........... Interest

4.14 ........... Payment

Page | 4

4.15 ........... Project Suspension by Agency

4.16 ........... Recovery of Overpayment

4.17 ........... Reimbursable Expenses

4.18 ........... Standard Hourly Rate Basis for Work

4.19 ........... Stipulated Sum (Fixed Price/Lump Sum) Basis for Work

4.20 ........... Notification of Payments

5 CONTRACT CHANGES 28

5.1 ............. Assignments and Delegation

5.2 ............. Contract Amendments

5.3 ............. Unauthorized Contract Amendments or Orders are Void

5.4 ............. Change Orders

5.5 ............. Field Order Directive

5.6 ............. Minor Changes in the Work

5.7 ............. Claims

6 RISK AND LIABILITY 31

6.1 ............. Risk of Loss

6.2 ............. Basic Indemnification

6.3 ............. Patent and Copyright Indemnification

6.4 ............. Force Majeure

6.5 ............. Performance in Public Health Emergency

6.6 ............. Safety Standards

6.7 ............. Third Party Antitrust Violations

7 WARRANTIES 33

7.1 ............. Liens

7.2 ............. Guarantees and Warranties

7.3 ............. Contractor Personnel

7.4 ............. Intellectual Property

7.5 ............. Compliance with Laws

7.6 ............. 100% Construction Documents

7.15 ........... Contracted Work, Errors and Omissions

7.16 ........... Licenses and Permits

7.17 ........... Operational Continuity

7.18 ........... Pandemic Contractual Performance

7.19 ........... Lobbying

7.20 ........... Survival of Warranties

7.21 ........... Waiver of the Statute of Repose

8 STATE'S CONTRACTUAL REMEDIES 36

8.1 ............. Agency’s Right to Carry Out the Work

8.2 ............. Consequential Damages

8.3 ............. Nonconforming Tender

8.4 ............. Non-exclusive Remedies

8.5 ............. Right to Assurance

8.6 ............. Right of Offset

8.7 ............. Stop Work Order

9 CONTRACT TERMINATION 37

9.1 ............. Agency Failure to Perform

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9.2 ............. Gratuities

9.3 ............. Notice to Cure

9.4 ............. Rights to Work Project

9.5 ............. Suspension or Debarment

9.6 .............