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C17-51AGREEMENT FOR PROFESSIONAL SERVICES BY INDEPENDENT CONTRACTOR THIS AGREEMENT FOR PROFESSIONAL SERVICES BY INDEPENDENT CONTRACTOR is made and effective as of the 18th day of July, 2017, by and between the CITY OF BEAUMONT ("CITY") whose address is 550 E. 61' Street, Beaumont, California 92223 and Adrian Gaus Architects, Inc. whose address is 300 East State Street Suite 360 Redlands California 92373 ("CONTRACTOR"). RECITALS This Agreement is entered into on the basis of the following facts, understandings and intentions of the parties to this Agreement: A. CITY desires to engage CONTRACTOR to provide City Hall office space assessment and renovation design services; and B. CONTRACTOR has made a proposal ("Proposal") to the CITY to provide such professional services, which Proposal is attached hereto as Exhibit "A"; and C. CONTRACTOR agrees to provide such services pursuant to, and in accordance with, the terms and conditions of this Agreement, and represents and warrants to CITY that CONTRACTOR possesses the necessary skills, licenses, certifications, qualifications, personnel and equipment to provide such services. AGREEMENT NOW, THEREFORE, in consideration of the foregoing Recitals and mutual covenants contained herein, CITY and CONTRACTOR agree as follows: 1. Term of A��reement. This Agreement is effective as of the date first above written and shall continue until terminated as provided for herein. Notwithstanding anything in this Agreement to the contrary, this Agreement shall automatically terminate after one (1) year unless extended by the parties with the approval of the City Council of the CITY. 2. Services to be Performed. CONTRACTOR agrees to provide the services ("Services") as follows: office space assessment, design of renovation and addition to City Hall building and any other services which the City may request in writing. All Services shall be performed in the manner and according to the timeframe set forth in the Proposal. CONTRACTOR designates Xavier Rene Adrian as CONTRACTOR'S professional responsible for overseeing the Services provided by CONTRACTOR. 3. Associates and Subcontractors. CONTRACTOR may, at CONTRACTOR's sole cost and expense, employ such competent and qualified independent associates, subcontractors and consultants as CONTRACTOR deems necessary to perform the Services; provided, however, that CONTRACTOR shall not subcontract any of the Services without the written consent of CITY. Page 1 of 10 shall provide its own offices, telephones, vehicles and computers and set its own work hours. CONTRACTOR will determine the method, details, and means of performing the Services under this Agreement. 5.03 CONTRACTOR shall keep CITY informed as to the progress of the Services by means of regular and frequent consultations. Additionally, when requested by CITY, CONTRACTOR shall prepare written status reports. 5.04 CONTRACTOR is responsible for paying, when due, all income and other taxes, fees and withholding, including withholding state and federal taxes, social security, unemployment and worker's compensation, incurred as a result of the compensation paid under this Agreement. CONTRACTOR agrees to indemnify, defend and hold harmless CITY for any claims, costs, losses, fees, penalties, interest, or damages suffered by CITY resulting from CONTRACTOR's failure to comply with this provision. 5.05 In the event CONTRACTOR is required to prepare plans, drawings, specifications and/or estimates, the same shall be furnished in conformance with local, state and federal laws, rules and regulations. 5.06 CONTRACTOR represents that it possesses all required licenses necessary or applicable to the performance of Services under this Agreement and the Proposal and shall obtain and keep in full force and effect all permits and approvals required to perform the Services herein. In the event CITY is required to obtain an approval or permit from another governmental entity, CONTRACTOR shall provide all necessary supporting documents to be filed with such entity. 5.07 CONTRACTOR shall be solely responsible for obtaining Employment Eligibility Verification information from CONTRACTOR's employees, in compliance with the Immigration Reform and Control Act of 1986, Pub. L. 99-603 (8 U.S.C. 1324a), and shall ensure that CONTRACTOR's employees are eligible to work in the United States. 5.08 In the event that CONTRACTOR employs, contracts with, or otherwise utilizes any CalPers retirees in completing any of the Services performed hereunder, such instances shall be disclosed in advance to the CITY and shall be subject to the CITY's advance written approval. 5.09 Drug-free Workplace Certification. By signing this Agreement, the CONTRACTOR hereby certifies under penalty of perjury under the laws of the State of California that the CONTRACTOR will comply with the requirements of the Drug -Free Workplace Act of 1990 (Government Code, Section 8350 et seq.) and will provide a drug-free workplace. 5.10 CONTRACTOR shall comply with all applicable local, state and federal laws, rules, regulations, entitlements and/or permits applicable to, or governing the Services authorized hereunder. 6. Insurance. CONTRACTOR hereby agrees to be solely responsible for the health 3 do business in California. The certificates of insurance hereunder shall state that coverage shall not be suspended, voided, canceled by either party, or reduced in coverage or in limits, except after thirty (30) days' prior written notice has been given to CITY. 7.04 Self-insurance does not comply with these insurance specifications. CONTRACTOR acknowledges and agrees that that all insurance coverage required to be provided by CONTRACTOR or any subcontractor, shall apply first and on a primary, non-contributing basis in relation to any other insurance, indemnity or self-insurance available to CITY. 7.05 All coverage types and limits required are subject to approval, modification and additional requirements by CITY, as the need arises. CONTRACTOR shall not make any reductions in scope of coverage (e.g. elimination of contractual liability or reduction of discovery period) that may affect CITY's protection without CITY's prior written consent. 7.06 CONTRACTOR agrees to provide immediate notice to CITY of any claim or loss against CONTRACTOR or arising out of the Services performed under this Agreement. CITY assumes no obligation or liability by such notice, but has the right (but not the duty) to monitor the handling of any such claim or claims if they are likely to involve CITY. 8. Indemnification. 8.01 CONTRACTOR and CITY agree that CITY, its employees, agents and officials should, to the extent permitted by law, be fully protected from any loss, injury, damage, claim, lawsuit, cost, expense, attorneys' fees, litigation costs, defense costs, court costs or any other costs arising out of or in any way related to the performance of this Agreement by CONTRACTOR or any subcontractor or agent of either. Accordingly, the provisions of this indemnity are intended by the parties to be interpreted and construed to provide the fullest protection possible under the law to CITY. CONTRACTOR acknowledges that CITY would not enter into this Agreement in the absence of the commitment of CONTRACTOR to indemnify and protect CITY as set forth herein. a. To the fullest extent permitted by law, CONTRACTOR shall defend, indemnify and hold harmless CITY, its employees, agents and officials, from any liability, claims, suits, actions, arbitration proceedings, administrative proceedings, regulatory proceedings, losses, expenses, damages or costs of any kind, whether actual, alleged or threatened, actual attorneys' fees incurred by CITY, court costs, interest, defense costs, including expert witness fees and any other costs or expenses of any kind whatsoever without restriction or limitation incurred in relation to, as a consequence of or arising out of or in any way attributable actually, allegedly or impliedly, in whole or in part to the performance of this Agreement. CONTRACTOR's obligation to defend, indemnify and hold harmless shall include any and all claims, suits and proceedings in which CONTRACTOR (and/or CONTRACTOR's agents and/or employees) is alleged to be an employee of CITY. All obligations under this provision are to be paid by 5 and licenses for itself and its employees and subcontractors. 11.03 CONTRACTOR hereby specifically represents and warrants to CITY that it possesses the qualifications and skills necessary to perform the Services under this Agreement in a competent, professional manner, without the advice or direction of CITY and that the Services to be rendered pursuant to this Agreement shall be performed in accordance with the standards customarily applicable to an experienced and competent professional rendering the same or similar services in the same geographic area where the CITY is located. Further, CONTRACTOR represents and warrants that the individual signing this Agreement on behalf of CONTRACTOR has the full authority to bind CONTRACTOR to this Agreement. 12. Ownership of Documents: Audit. 12.01 All draft and final reports, plans, drawings, studies, maps, photographs, specifications, data, notes, manuals, warranties and all other documents of any kind or nature prepared, developed or obtained by CONTRACTOR in connection with the performance of Services performed for the CITY shall become the sole property of CITY, and CONTRACTOR shall promptly deliver all such materials to CITY upon request. At the CITY's sole discretion, CONTRACTOR may be permitted to retain original documents, and furnish reproductions to CITY upon request, at no cost to CITY. 12.02 Subject to applicable federal and state laws, rules and regulations, CITY shall hold all intellectual property rights to any materials developed pursuant to this Agreement. CONTRACTOR shall not such use data or documents for purposes other than the performance of this Agreement, nor shall CONTRACTOR release, reproduce, distribute, publish, adapt for future use or any other purposes, or otherwise use, any data or other materials first produced in the performance of this Agreement, nor authorize others to do so, without the prior written consent of CITY. 12.03 CONTRACTOR shall retain and maintain, for a period not less than four years following termination of this Agreement, all time records, accounting records and vouchers and all other records with respect to all matters concerning Services performed, compensation paid and expenses reimbursed. At any time during normal business hours and as often as CITY may deem necessary, CONTRACTOR ' shall make available to CITY's agents for examination all of such records and shall permit CITY's agents to audit, examine and reproduce such records. 13. Miscellaneous Provisions. 13.01 This Agreement, which includes all attached exhibits, supersedes any and all previous agreements, either oral or written, between the parties hereto with respect to the rendering of Services by CONTRACTOR for CITY and contains all of the covenants and agreements between the parties with respect to the rendering of such Services in any manner whatsoever. Any modification of this Agreement will be effective only if it is in writing signed by both parties. 13.02 CONTRACTOR shall not assign or otherwise transfer any rights or 7 IN WITNESS WHEREOF, the parties hereby have made and executed this Agreement to be effective as of the day and year first above -written. CITY: CONTRACTOR: CITY OF BEAUMONT By: Alfrdd Lloyd White, Mayor 0 ,AMA 4 Oft 3 AAC-4170C? S I-Ve- . By: Print Name:t' e� �vir/ �-• Title: ^-c.' VP 01.-L � I ADRIGAU-01 SORF ACQRO� CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) 07/20/2017 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER License # 0757776 CONTACT Samantha Orf NAME: Redlands, CA - HUB International Insurance Services Inc. PHOONNo, Ext): (909) 379-1340 FAX No): 470 East Highl92373 ADDRESS: and Ave E-MAIL Redlands, n samantha.orf@hubinternational.com INSURED INSURER A: Ohio Security Insurance Company 24082 INSURER B: American Fire and -Casualty Company 24066 Adrian Gaus Architects, Inc. --INSURER c: Hartford Ins Co of the Midwest 37478 300 E. State St., Ste. 360 INSURER D: Hiscox Insurance Company 10200 Redlands, CA 92373 INSURER E INSURER F : ;.OVERAGESCERTIFICATE 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. ISR iADDL SUBR POLICY EFF POLICY EXP .TR TYPE OF INSURANCE ! INSD WVD POLICY NUMBER LIMITS A l X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1'000'd BZS56062812 09/21/2016 09/21/2017 DAMAGE TO RENTED CLAIMS -MADE X OCCUR 1,000,0 X PR ccurrence $ --.. I a 15.01 GEN'L AGGREGATE LIMIT APPLIES PER POLICY 7 PRO X LOC JECT OTHER: AUTOMOBILE LIABILITY X ANY AUTO BAS56062812 OWNED SCHEDULED AUTOS ONLY. AUTOS HIRED NON -OWNED —. AUTOS ONLY AUTOS ONLY B X UMBRELLA LIAB I X I OCCUR COMBINED SINGLE LIMIT (Eaacciq§nIL._. 1 $ —_ EXCESS LIAB CLAIMS -MADE BODILY INJURY, i,Per person, $ USA56062812 $ PROPERTY DAMAGE DED I X I RETENTION $ 0 $ C WORKERS COMPENSATION EACH OCCURRENCE $ 1 AND EMPLOYERS' LIABILITY Y/ N 72WECGG1899 ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? NIA (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below D Errors & Omissions URA122903916 D Errors & Omissions URA122903916 0411112017104/1112018 09/21/2016 109/2112017 PRODUCTS - COMP/OPAGG $ COMBINED SINGLE LIMIT (Eaacciq§nIL._. 1 $ —_ BODILY INJURY, i,Per person, $ BODILY INJURY i er accidents $ PROPERTY DAMAGE (Per accidenty $ EACH OCCURRENCE $ 1 07/22/2016 107/2212017 E.L. 09121/2016 109/21/2017 L. CCIDENT $ 1'000'000 E-EAEMPLOYEE $ 1,000,000 E - POLICY LIMIT $ 1,000,000 I 1,000,0001 e 2,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) :ertificate holder is named Additional Insured for General Liability per the attached forms and as required by written contract. City of Beaumont 550 E 6th Street Beaumont, CA 92223 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) ©1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD Adrian Gaus Architects Inc. BUSINESSOWNERS Policy #BZS56062812 9/21/16 to 9/21/17 BP 79 96 0713 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BUSINESSOWNERS LIABILITY EXTENSION ENDORSEMENT This endorsement modifies insurance provided under -the following: BUSINESSOWNERS COVERAGE FORM SUBJECT PAG E AGGREGATE LIMITS OF INSURANCE 3 AMENDMENT OF INSURED CONTRACT DEFINITION 4 BLANKET ADDITIONAL INSURED (OWNERS, CONTRACTORS OR LESSORS) 2 BODILY INJURY 4 BROADENED COVERAGE -FOR DAMAGE TO PREMISES RENTED TO YOU 2 DUTIES IN THE EVENT OF OCCURRENCE, OFFENSE, CLAIM OR SUIT 4 INCIDENTAL MEDICAL MALPRACTICE 2 MOBILE EQUIPMENT .2 NEWLY FORMED OR ACQUIRED ORGANIZATIONS 3 PERSONAL AND ADVERTISING INJURY 4 SUPPLEMENTARY PAYMENTS 2 Bail Bonds Loss Of Earnings © 2013 Liberty Mutual Insurance. All rights reserved. BP 79 96-07 13 Includes copyrighted material of Insurance Services office, Inc., with its permission. Page 1 of 4 Section it - Liability is amended as follows: L SUPPLEMENTARY PAYMENTS Paragraph f.(1)(b) of A Coverages is replaced by the following; (b) Up to $3000 for cost of bail bond required because of accidents or traffic law violations arising out of the use of any vehicle to which Business Liability Coverage for "bodily injury" applies. We do not have to furnish the bonds. Paragraph 1.f.(1)(d) of A Coverages is replaced by the following; (d) All reasonable expenses incurred by the insured at our request to assist us in the Investigation or defense of the claim or "suit", including actual loss of earnings up to $500 a day because of time off from work. 11. BROADENED COVERAGE FOR DAMAGE TO PREMISES RENTED TO YOU With respect to the coverage provided under this endorsement, Section Il - Liability is amended as follows: 1. The final paragraph of B.1. Exclusions - Applicable To Business Liability Coverage is deleted and replaced by the following: With respect to the premises which are rented to you or temporarily occupied by you with the permis- sion of the owner, Exclusions c., d., e., g., h., k., 1., m., n. and o. do not apply.to "property damage". 2. Paragraph D.2. Liability And Medical Expenses Limits Of Insurance is deleted and replaced by the following: 'The most we will pay under this endorsement for the sum of all damages because of all "property damage" to premises while rented to you or temporarily occupied by you with the permission of the owner is the Limit of Insurance shown in the Declaration. 3. Paragraph D.3. Liability And Medical Expenses Limits Of Insurance is deleted. III. INCIDENTAL MEDICAL MALPRACTICE Exclusion 1.j.(4) does not apply to Incidental Medical Malpractice Injury coverage. The following is added to F..LIABILITY AND M£DICAL'EXPENSES DEFINITIONS: 23: "Incidental Medical Malpractice Injury" means bodily injury arising out of the rendering of or failure to render, during the policy period, the following services: a. medical, surgical, dental, x-ray or nursing service or treatment or the furnishing of food or bev- erages in connection therewith; or b. the furnishing or dispensing of drugs or medical, dental or surgical supplies or appliances. This coverage does not apply to: 1. expenses incurred by the insured for first- aid to others at the time of an accident and the Duties in the Event -of Occurrence, Claim or Suit Condition is amended accordingly; 2. -any insured engaged in the business or occupation of providing any of the services described under a. and b. above; 3. injury caused by any indemnitee if such indemnitee is engaged in the business or occupation of providing any of the services described under a. and b. above. IV. MOBILE EQUIPMENT 1. Section C. Who is An Insured is amended to include any person driving "mobile equipment" with your permission. V. BLANKET ADDITIONAL INSURED (OWNERS, CONTRACTORS OR LESSORS) 1. Section C. Who Is An Insured is amended to include as an insured any person or organization whom you are required to name as an additional insured on this policy under a written contract or written agreement. The written contract or agreement must be: a. currently in effect or becoming effective during the term of this policy; and b. executed prior to the "bodily injury", "property damage", "personal and advertising injury". © 2013 Liberty Mutual Insurance. All rights reserved. BP 79 96 07 13 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 2 of 4 2. The insurance provided the additional insured is limited as follows: a. The person or organization is only an additional insured with respect to liability arising out of (1) Real property, as described in a written contract or written agreement, you own, rent, lease, maintain or occupy; (2) Caused in whole or in part by your ongoing operations performed for that insured. b. The limits of insurance applicable to the additional insured are those specified in the written contract or written agreement or the limits available under this policy, as stated in the Declara- tions, whichever are less. These limits are inclusive of and not in addition to the limits of insurance available under this policy. c. The insurance provided the additional insured does not apply to: (1) Liability arising out of the sole negligence of the additional insured; (2) "Bodily injury", "property damage", "personal and advertising injury"; or defense coverage under the Supplementary Payments section of the policy arising out of an architect's, en- gineer's or surveyor's rendering of or failure to render any professional services including: (a) The preparing, approving maps, shop drawings, opinions, reports, surveys, field orders, change orders, or drawings and specifications; and (b) Supervisory, inspection, architectural or engineering activities. (3) Any "occurrence" that takes place after you cease to be a tenant in the premises described in the Declarations; or (4) Structural alterations, new construction or demolition operations performed by or for the person or organization designated in the Declarations. 3. Any coverage provided hereunder shall be excess over any other valid and collectible insurance avail- able to the additional insured- whether primary, excess, contingent or on any other basis unless a contract specifically requires that this insurance be primary or you request that it apply on a primary basis. VI. NEWLY. FORMED OR ACQUIRED ORGANIZATIONS The following is added to C. Who Is An insured: 3. Any business entity acquired by you or incorporated or organized by you under the laws of any individual state of the United States of America over which you maintain majority ownership interest exceeding fifty percent. Such acquired or newly formed organization will qualify as a Named Insured if there is no similar insurance available -to that entity. However, a. Coverage under this provision is afforded only until the 180th day after the entity was acquired or incorporated or organized by you or the end of the policy period, whichever is earlier; b. Coverages A. Paragraph 1. Business Liability, does not apply to: - (1) "Bodily injury" or "property damage" that occurred before the entity was acquired or incor- porated or organized by you; and (2) "Personal and advertising injury" arising out of an offense committed before the entity was acquired or incorporated or organized by you; and c. Records and descriptions of operations must be maintained by the first Named Insured. No person or organization is an insured with respect to the conduct of any current or past partnership, joint venture or limited liability company that is not shown as a Named Insured in the Declarations. VII. AGGREGATE LIMITS The following is added to Aggregate Limits Paragraph 4. of D. Liability and Medical Expenses Limits of Insurance: The Aggregate Limits apply separately to each of "locations" owned by or rented to you or temporarily occupied by you with the permission of the owner. The Aggregate Limits also apply separately to each of your projects away from premises owned by or rented to you. For the purpose'of this endorsement only, "location" means premises involving the same or connect- ing lots, or premises whose connection is interrupted only by a street, roadway, waterway or right- of-way of a railroad. © 2073 Liberty Mutual insurance. All rights reserved. BP 79 96 0713 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 3 of 4 Vlll. DUTIES IN THE EVENT OF OCCURRENCE, OFFENSE, CLAIM OR SUIT 1. The requirement in E. Liability And Medical Expenses General Conditions paragraph 2.a. that you must see to it that we are notified of an "occurrence" or offense which may result in a claim applies only when the "occurrence" is known to any insured listed in Paragraph C.1. Who Is An Insured or any "employee" authorized by you to give or receive notice of an "occurrence" or claim. 2. The requirements in E. Liability And Medical Expenses General Conditions paragraph 2.b, that you must see to it that we receive notice of a claim or "suit" will not be considered breached unless the breach occurs after such claim or "suit" is known to any insured listed under Paragraph C.1. Who Is An Insured or any "employee" authorized by you to give or receive notice of an "occurrence" or claim. IX. BODILY INJURY Paragraph 3. of F. Liability And Medical Expenses Definitions is replaced by the following: 3. "Bodily Injury" means: a. Bodily injury, sickness, disease, or incidental medical malpractice injury sustained by a person, and includes mental anguish resulting from any of these; and including death resulting from any of these at any time. X. AMENDMENT OF INSURED CONTRACT DEFINITION Paragraph 9. of F. Liability And Medical Expenses Definitions is replaced by the following: 9. "Insured contract" means: a. A contract for a lease of premises. However, that portion of the contract for a lease of premises that indemnifies any person or organization for damage by fire to premises while rented to you or temporarily occupied by you with permission of the owner is not an "insured contract"; b. A sidetrack agreement; c. Any easement or license agreement, except in connection with construction or demolition oper- ations on or within 50 feet of a railroad; d. An obligation, as required by ordinance, to indemnify a municipality, except in connection with work fora municipality; e. An elevator maintenance agreement; f. That part of any other contract or agreement pertaining to your business (including an indem- nification of a municipality in connection with work performed for a municipality) under which you assume the tort liability of another party to pay for. "bodily injury" or "property damage" to a third person or organization, provided the "bodily injury" or "property damage" is caused, in whole or in part, by you or by those acting on your behalf. However, such part of a contract or agreement shall only be considered an "insured contract" to the extent your assumption of the tort liability is permitted by law. Tort liability means a liability that would be imposed by law in the absence of any contract or agreement. .Paragraph f. does not include that part of any contract or agreement: (1) That indemnifies a railroad for "bodily injury" or "property damage" arising out of construc- tion or demolition operations, within 50 feet of any railroad property and affecting any railroad bridge or trestle, tracks, road -beds, tunnel, underpass or crossing; (2) That indemnifies an architect, engineer or surveyor for injury or damage arising out of: (a) Preparing, approving, or failing -to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; or (b) Giving directions or instructions, or failing to give them, if that is the primary cause of the injury or damage; or (3) Under which the_ insured, if an architect, engineer or surveyor, assumes liability for an injury or damage .arising out of the insured's rendering or failure to render professional services, including those listed in (2) above and supervisory, inspection, architectural or engineering activities. Xl. PERSONAL AND ADVERTISING INJURY Paragraph 14. b. of F. Liability And Medical Expenses Definitions is replaced by the following: b. Malicious prosecution or abuse of process. © 2013 Liberty Mutual Insurance. All rights reserved. BP 79 96 07 13 Innindes rnnvriahted material of Insurance Servines Office. Inc.. with its permission. Paae 4 of 4