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HomeMy WebLinkAboutPW13-029 - Amendment - #1 - GEI Consultants, Inc. - Briscoe-Desimone Levee Engineering Services - 02/27/2014 Records Managerner = KENT Document Wns Hixcron CONTRACT COVER SHEET This is to be completed by the Contract Manager prior to submission to City Clerks Office. All portions are to be completed. If you have questions, please contact City Clerk's Office. Vendor Name: GEI Consultants, Inc. Vendor Number: JD Edwards Number Contract Number: VW 13 -Ogg This is assigned by City Clerk's Office Project Name: Briscoe-Desimone Levee Description: ❑ Interlocal Agreement ❑ Change Order ® Amendment ❑ Contract ❑ Other: Contract Effective Date: Date of the Mayor's signature Termination Date: 12/31/14 Contract Renewal Notice (Days): Number of days required notice for termination or renewal or amendment Contract Manager: Ken Langholz Department: Engineering Detail: (i.e. address, location, parcel number, tax id, etc.): Extend the time of completion_ to December 31, 2014 so the Consultant-can-continue to provide engineering services for Reach 4 of the project. S,Publlc\RecordsManagement\Forms\ContractCover\adcc7832 1 11/08 J ICETLT AMENDMENT NO. 1 NAME OF CONSULTANT OR VENDOR: GEI Consultants, Inc. CONTRACT NAME & PROJECT NUMBER: Briscoe-Desimone Levee ORIGINAL AGREEMENT DATE: March 12, 2013 This Amendment is made between the City and the above-referenced Consultant or Vendor and amends the original Agreement and all prior Amendments. All other provisions of the original Agreement or prior Amendments not inconsistent with this Amendment shall remain in full force and effect. For valuable consideration and by mutual consent of the parties, Consultant or Vendor's work is modified as follows: 1. Section I of the Agreement, entitled "Description of Work," is hereby modified to add additional work or revise existing work as follows: In addition to work required under the original Agreement and any prior Amendments, the Consultant or Vendor shall: The scope of work remains the same, however an amendment is needed to extend the time of completion to December 31, 2014 so the Consultant can provide engineering services for Reach 4. 2. The contract amount and time for performance provisions of Section II "Time of Completion," and Section III, "Compensation," are modified as follows: Original Contract Sum, $608,223.00 including applicable WSST Net Change by Previous Amendments $0 including applicable WSST Current Contract Amount $608,223.00 including all previous amendments Current Amendment Sum $0 Applicable WSST Tax on this $0 Amendment Revised Contract Sum $608,223.00 AMENDMENT - 1 OF 2 Original Time for Completion 3/1/14 (insert date) Revised Time for Completion under n/a prior Amendments (insert date) Add'I Days Required (f) for this 305 calendar days Amendment Revised Time for Completion 12/31/14 (insert date) The Consultant or Vendor accepts all requirements of this Amendment by signing below, by its signature waives any protest or claim it may have regarding this Amendment, and acknowledges and accepts that this Amendment constitutes full payment and final settlement of all claims of any kind or nature arising from or connected with any work either covered or affected by this Amendment, including, without limitation, claims related to contract time, contract acceleration, onsite or home office overhead, or lost profits. This Amendment, unless otherwise provided, does not relieve the Consultant or Vendor from strict compliance with the guarantee and warranty provisions of the original Agreement. All acts consistent with the authority of the Agreement, previous Amendments (if any), and this Amendment, prior to the effective date of this Amendment, are hereby ratified and affirmed, and the terms of the Agreement, previous Amendments (if any), and this Amendment shall be deemed to have applied. The parties whose names appear below swear under penalty of perjury that they are authorized to enter into this Amendment, which is binding on the parties of this contract. IN WITNESS, the parties below have executed this Amendment, which will become effective on the last date written below. CONSULTANT/VENDOR: �rFT4f is" 2 CITY OF KENT: { 4 fr 1451 B s P,slgna�ure) (signature) Print Name: a6 >,±6 i Print Na eLiuzette Cooke Its vae Its ( Mayor (itle) t (dNeY •`t DATE: � L! DATE: . Z /s t APPROVED AS TO FORM: (applicabiq if Mayor's signatur�required) Kent Law Department_ GE[-[fnsoe-Deslmone Levee 3 Amd 1/Lan,holz AMENDMENT - 2 OF 2 GEICONS-01 KPAWLOWSKI .A CERTIFICATE OF LIABILITY INSURANCE DA 512012013 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 )W. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED _ RESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificateholder is an ADDITIONAL INSURED,.the po0cy(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). CONTACT PRODUCER NAME: ---- Ames&Gough PHONE 617 328-6555 FAX 328-6888 859 Willard Street IAIC No EcI ( ) _. WC No: ( ) E-MAIL Suite 320 ADDRESS: _.- Quincy,MA 02169 INSURERIS)AFFORDING COVERAGE _ _ NAIC9 _ INSURER A:National Fire Insurance Company of Hartford A(XV) 20478 INSURED INSURER 5:Charter Oak Fire lnsuranceCDmpan 26615 GEI Consultants,Inc INSURER C;Transportation Insurance Company A(XV) 20494 180 Grand Ave INSURERD:Valley-Forge Insurance Company A(XV) 20508 Oakland,CA 94612 INSURERE;Chartls 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 RESPECTTO 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. — AODL SUER POLICYEFP POLICYEXP INSR TYPE OF INSURANCE LIMITS LTR (INSR WVO POLICY NUMBER MMMDl1'YF MMlDDIYYYV GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 A X COMMEROIALGENER�ALL1IABILITY X X 4034941519 5/1/2013 611/2014 PREMISES Ea gccur.Ocnce $ 30D,000 CLAIMS-MADE a OCCUR MED EXP(Anyone person) a 10,000 PERSONAL&ADV INJURY $ 1,000,000 GENERALAGGREGATE - $ 2,000,000 GEN'L AGGREGATE LIMITAPPLIES PER: PRODUCTS-COMP/OPAGG $ 2,000,000 POLICY X JECT LOG 1 $ JTOMOBILE LIABILITY COMBINED SINGLE LIMIT 1,000,000 Ea accident) B X ANYAUTO X X 610-1 D708633 5/1/2013 5/1/2014 BODILY INJURY(Per person) $ ALLONNED - SCHEDULED BODILY INJURY(Per accident) $ II�H AUTOS AUTOS -- — y NON-OWNED PROPERTY DAMAGE $ , HIRED AUTOS X AUTOS Per accident S X UMBRELLA LIAR X OCCUR EACH OCCURRENCE $ 4,000,00 C EXCESS LIAB CLAIMS-MADE] X X 4034941567 5/1/2013 5/1/2014 AGGREGATE $ 4,000,000 DED X RETENTION$ - $ WORKERS COMPENSATION X IOC STATU- O AND EMPLOYERS'LIABILITY TO Y IMf ERR D ANY PROPRIETOR1PARINER/EXECUTIVEV® NIA X- A034941410 5/1/2013 5/1/2014 G.L.EACH ACCIDENT _. I$ 1,000,000 D OFFICERIMEMBER EXCLUDE (Mandatory in NH) EL.DISEASE-EA ENPLOYEE $ 1,000,000 "yes,des vibe under E.L.DISEASE-POLICY LIMIT $ 1,D00,000 DESCRIPTION OF OPERATIONS below E Prof.Liability 17788026 5MI2013 5/1/2014 'Per Claim 5,000,000 E &Pollution Liab. 17788026 5/1/`2013 5/1/2014 Aggregate 5,000,000 DESCRIPTION OF OPERATIONS]LOCATIONS/VEHICLES (Attach ACORD 101,Additional Remarks Schedule,If mom space is required) Project:Briscoe-Desimone Levee Setback Floodwall Design,Reaches 2,3,and 4 The City of Kent,King County,and King County Flood Control District are hereby listed as additional insured with respect to general,auto,and umbrella liability on a primary basis. Any Insurance or self-insurance maintained by Additional Insured Is excess and non-contributory to GErs Insurance. Waiver of subrogation applies in favor of the Additional Insured.GL includes sevorability of interest provisions. 30 day notice of cancellation will be issued in accordance with policy terms and conditions. (Forms included) CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN City of Kent Public Works Department ACCORDANCE WITH THE POLICY PROVISIONS. Attn: Mr.Ken Langholz 20 Fourth Avenue South -- Kent,WA 98032 AUTHORIZED REPRESENTATIVE ©1988-2010 ACORD CORPORATION. All rights reserved. ACORD 26(2010105) The ACORD name and logo are registered marks of ACORD /� GEI COnsultants, Inc. G-140428-A CNA Policy # 403494156V (Ed. 10/01) Effective 5/01/13-5/01/14 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CHANGES ® NOTICE OF CANCELLATION This endorsement modifies insurance provided under the following: COMMERCIAL UMBRELLA PLUS COVERAGE PART In the event of cancellation of this coverage, we agree to mail prior written notice of cancellation to: SCHEDULE 1. Name: ANY PERSON OR ORGANIZATION YOU ARE '.. REQUIRED BY WRITTEN CONTRACT OR ADDRESS: PER CERTIFICATES ON FILE 2. Address: AGREEMENT_ TO MAIL PRIOR WRITTEN WITH BROKER. NOTICE OF CANCELLATION. 3. Number of days advance notice: 30* * IO DAYS NOTICE WILL APPLY TO NON-PAYMENT OF PREMIUM. 8 s G-140428-A Page 1 of 1 (Ed. 10/01) GEI Consultants, Inc. G-20472-A CNA Policy fir 4034941410 (Ed. 10/93) Effective 5/01/13-5/01/14 WORKERS' COMPENSATION AND EMPLOYERS' LIABILITY INSURANCE POLICY NOTICE OF CANCELLATION OR MATERIAL CHANGE ENDORSEMENT In the event of cancellation or other material change of the policy, we will mail advance notice to the person or organization named in the Schedule. The number of days advance notice is shown in the Schedule. This endorsement shall not operate directly or indirectly to benefit anyone not named in the Schedule. Schedule 1. Number of days advance notice: 3 0* 2. Notice will be mailed to: ANY PERSON OR ORGANIZATION YOU ARE REQUIRED BY WRITTEN CONTRACT OR AGREEMENT TO MAIL PRIOR WRITTEN NOTICE OF CANCELLATION. ADDRESS: PER CERTIFICATES ON FILE WITH BROKER. * 10 DAYS NOTICE WILL APPLY TO NON-PAYMENT OF PREMIUM. a S G-20472-A Page 1 of 1 (Ed. 10/93) GEI Consultants, Inc. Policy # 4034941519 CHA Effective 5/01/13-5/01/14 (Ed5108) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CHANGES - NOTICE OF CANCELLATION OR MATERIAL COVERAGE CHANGE This endorsement modifies Insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART LIQUOR LIABILITY COVERAGE PART OWNERS AND CONTRACTORS PROTECTIVE LIABILITY COVERAGE PART POLLUTION LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART RAILROAD PROTECTIVE LIABILITY COVERAGE PART In the event of cancellation or material change that reduces or restricts the insurance afforded by this Coverage Part (other than the reduction of aggregate limits through payment of claims), we agree to mail prior written notice of cancellation or material change to: SCHEDULE 1. Number of days advance notice: 30* * 10 DAYS NOTICE FOR NON-PAYMENT ADDRESS: PER CERTIFICATES ON FILE WITH BROKER. 2. Name: ANY PERSON OR ORGANIZATION YOU ARE 3. Address: REQUIRED BY WRITTEN CONTRACT OR AGREEMENT TO MAIL PRIOR WRITTEN NOTICE OF CANTCELLATION. aK 5 G 15115-A Page I of 1 (Ed. 10189) G-140331-C GEI Consultants, Inc. (Ed. 10/10) CNA Package Policy 44034941519, EFF. 5/l/13-5/l/14 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS WITH PRODUCTS-COMPLETED OPERATIONS COVERAGE This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE (OPTIONAL) Name of Additional Insured Persons Or Organizations (As required by"written contract" per Paragraph A. below.) Locations of Covered Operations (As per the "written contract,"provided the location is w4thin the"coverage territory"of this Coverage Part.) A. Section II - Who Is An Insured is amended to 2. We will not provide the additional insured any include as an additional insured: broader coverage or any higher limit of 1. Any person or organization whom you are insurance than the least that is: required by "written contract' to add as an a. Required by the"written contract'; additional insured on this Coverage Part; and b. Described in B.1, above; or 2. The particular person or organization, if any, C. Afforded to you under this policy. scheduled above. D. The insurance provided to the additional insured is 3. This insurance is excess of all other insurance limited as follows: available to the additional insured whether on a primary, excess, contingent or any other basis. 1. The person or organization is an additional But if required by the "written contract," this insured only with respect to liability for "bodily insurance will be primary and non-contributory injury," "property damage," or "personal and relative to insurance on which the additional advertising injury"caused in whole or in part by: insured is a Named Insured. a. Your acts or omissions; or 4. The insurance provided to the additional insured b does not apply to "bodily injury," "property . The acts or omissions of those acting on our behalf damage," or personal and advertising injury Y arising out of: in the performance of your ongoing operations a. The rendering of, or the failure to render, specified in the"written contract'; or any professional architectural, engineering, c. "Your work" that is specified in the "written or surveying services, including: contract" but only for "bodily injury" or (1) The preparing, approving, or failing to "property damage" included in the prepare or approve maps, shop "products-completed operations hazard," drawings, opinions, reports, surveys, and only if: field orders, change orders or drawings (1) The "written contract" requires you to and specifications; and provide the additional insured such (2) Supervisory, inspection, architectural or coverage; and engineering activities, or (2) This Coverage Part provides such coverage. G-140331-C Includes copyrighted material of Insurance services Office,Inc.,with its permission Page 1 of 2 (Ed. 10/10) G-140331-C CNA (Ed. 10/10) b. Any premises or work for which the We have no duty to defend or indemnify an additional insured is specifically listed as an additional insured under this endorsement until additional insured on another endorsement we receive from the additional insured written attached to this Coverage Part. notice of a claim or"suit." C. SECTION IV — COMMERCIAL GENERAL 2. With respect only to the insurance provided by LIABILITY CONDITIONS is amended as follows: this endorsement, the first sentence of 1. The Duties In The Event of Occurrence, Paragraph 4.a. of the Other Insurance Condition Offense, Claim or Suit condition is amended to s deleted and replaced with the following: add the following additional conditions 4. Other Insurance applicable to the additional insured: a. Primary Insurance An additional insured under this endorsement This insurance is primary and non- will as soon as practicable: contributory except when rendered (1) Give us written notice of an "occurrence" or excess by endorsement G-140331-C, an offense which may result in a claim or or when Paragraph b. below applies. "suit" under this insurance, and of any claim D. Only for the purpose of the insurance provided by or"suit" that does result; this endorsement, SECTION V — DEFINITIONS is (2) Except as provided in Paragraph B.3 of this amended to add the following definition: endorsement, agree to make available any "Written contract" means a written contract or other insurance the additional insured has written agreement that requires you to make a for a loss we cover under this Coverage person or organization an additional insured on this Part, Coverage Part, provided the contract or agreement: (3) Send us copies of all legal papers received, 1. Is currently in effect or becomes effective during and otherwise cooperate with us in the the term of this policy; and investigation, defense, or settlement of the claim or"suit"; and 2. Was executed prior to: (4) Tender the defense and indemnity of any a. The"bodily injury"or"property damage"; or claim or "suit" to any other insurer or self b The offense that caused the "personal and insurer whose policy or program applies to a loss we cover under this Coverage Part. advertising injury" But if the "written contract" requires this for which the additional insured seeks coverage insurance to be primary and non- under this Coverage Part. contributory, this provision (4) does not apply to insurance on which the additional insured is a Named Insured. G-140331-C Includes copyrighted material of Insurance Services Office,Inc.,with its permission Page 2 of 2 (Ed. 10/10) uEi Consuitants, inc. Policy # 810-1DVO8633 Effective 5/01/13-5/01/14 COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY, PLEASE READ IT CAREFULLY, BUSINESS AUTO EXTENSION This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modi- fied by the endorsement. GENERAL DESCRIPTION OF COVERAGE-This endorsement broadens coverage. However,coverage for any injury, damage or medical expenses described in any of the provisions of this endorsement may be excluded or limited by another endorsement to the Coverage Part,and these coverage broadening provisions do not apply to the extent that coverage Is excluded or limited by such an endorsement. The following listing is a general cover- age description only. Limitations and exclusions may apply to these coverages. Read all the provisions of this en- dorsement and the rest of your policy carefully to determine rights, duties, and what is and is not covered. A, BROAD FORM NAMED INSURED H. HIRED AUTO PHYSICAL DAMAGE - LOSS OF USE-INCREASED LIMIT B. BLANKET ADDITIONAL INSURED 1. PHYSICAL DAMAGE - TRANSPORTATION EXPENSES-INCREASED LIMIT C. EMPLOYEE HIRED AUTO J. PERSONAL EFFECTS D. EMPLOYEES AS INSURED K. AIRBAGS E. SUPPLEMENTARY PAYMENTS - INCREASED L. NOTICE AND KNOWLEDGE OF ACCIDENT LIMITS OR LOSS F. HIRED AUTO - LIMITED WORLDWIDE M. BLANKET WAIVER OF SUBROGATION COVERAGE- INDEMNITY BASIS G. WAIVER OF DEDUCTIBLE-GLASS N. UNINTENTIONAL ERRORS OR OMISSIONS PROVISIONS A. BROAD FORM NAMED INSURED executed by you before the "bodily injury' or The following is added to Paragraph A.1., Who is "property damage" occurs and that is in effect An Insured, of SECTION If - LIABILITY COW during the policy period, to be named as an addl- ERAGE: tional insured is an "insured" for Liability Cover- age, but only for damages to which this insurance Any organization you newly acquire or,form dur- applies and only to the extent that person or or- ing the policy period over which you maintain ganization qualifies as an "insured" under the 50% or more ownership interest and that Is not Who Is An Insured provision contained in Section separately insured for Business Auto Coverage, II. Coverage under this provision is afforded only un- C. EMPLOYEE HIRED AUTO til the 1801h day after you acquire or form the or- ganization or the end of the policy period, which- 1. The following is added to Paragraph A.1., ever is earlier. Who Is An Insured, of SECTION II - LI- B. BLANKET ADDITIONAL INSURED ABILITY COVERAGE: The following is added to Paragraph c. In A.1., An "employee" of yours is an "Insured" while Who Is An Insured, of SECTION it - LIABILITY operating an "auto' hired or rented under a COVERAGE: contract or agreement in that "employeo's" name, with your permission, while performing Any person or organization who is required under duties related to the conduct of your busi- a written contract or agreement between you and ness. that person or organization, that is signed and CA T3 53 03 10 ©2010 The Travelers Indemnity Company. Page 1 of 4 Includes copyrIghted maloaal of Insurance Servioes Office,Inc.vAlh Its permission. COMMERCIAL AUTO 2. The following replaces Paragraph b. in 8.5., within such country or jurisdiction, for Liability Other Insurance, of SECTION IV — BUSI- Coverage for any covered "auto" that you NESS AUTO CONDITIONS: lease, hire, rent or borrow without a driver for b. For Hired Auto Physical Damage Cover- a period of 30 days or less and that is not an age, the following are deemed to be cov- "auto" you lease, hire, rent or borrow from ered"autos"you own: any of your "employees", partners (if you are a partnership), members (If you are a limited (1) Any covered "auto you lease, hire, liability company) or members of their house- rent or borrow; and holds. (2) Any covered "auto" hired or rented by (a) With respect to any claim made or "suit" your "employee" under a contract in brought outside the United States of that Individual "employee's" name, America, the territories and possessions with your permission, while perform- of the United States of America, Puerto ing duties related to the conduct of Rico and Canada: your business. (1) You must arrange to defend the "in- However, any"auto" that Is leased, hired, sured"against, and investigate or set- rented or borrowed with a driver is not a tle any such claim or "suit" and keep covered "auto". us advised of all proceedings and ac- D. EMPLOYEES AS INSURED tions. The following is added to Paragraph A.1., Who Is (it) Neither you nor any other involved An Insured, of SECTION It — LIABILITY COV- "insured" will make any settlement ERAGE: without our consent. Any "employee" of yours is an "insured" while us- (III) We may, at our discretion, participate ing a covered "auto"you don't own,hire or borrow in defending the "insured" against, or in your business or your personal affairs. in the settlement of, any claim or E. SUPPLEMENTARY PAYMENTS — INCREASED "suit% LIMITS (iv)We will reimburse the "Insured" for 7. The following replaces Paragraph A.2.a.(2), sums that the "insured" legally must pay as damages because of "bodily of SECTION II—LIABILITY COVERAGE: injury" or"property damage" to which (2) Up to $3,000 for cost of ball bonds (in- this insurance applies, that the "in- cluding bonds for related traffto law viola- sured" pays with our consent, but tions) required because of an "accident" only up to the limit described in Para- we cover. We do not have to furnish graph C., Limit Of Insurance, of SEC- these bonds. TION It—LIABILITY COVERAGE, 2. The following replaces Paragraph A.2.a.(4), (v) We will reimburse the "insured" for of SECTION 11—LIABILITY COVERAGE: the reasonable expenses Incurred (b) All reasonable expenses Incurred by the with our consent for your investiga- "insured" at our request, including actual tion of such claims and your defense loss of earnings up to $500 a day be- of the "insured" against any such cause of time off from work. "suit", but only up to and Included F. HIRED AUTO — LIMITED WORLDWIDE COV. within the limit described in Para- graph C.,INDEMNITY BASIS graph C., Limit Of Insurance, of SECTION ll — LIABILITY COVER- The following replaces Subparagraph (5) in Para- AGE, and not in addition to such limit. graph B.7., Policy Period, Coverage Territory, Our duty to make such payments of SECTION IV -- BUSINESS AUTO CONDI- ends when we have used up the ap- TIONS: plicable limit of insurance in pay- (5) Anywhere in the world, except any country or ments for damages, settlements or jurisdiction while any trade sanction, em- defense expenses. bargo, or similar regulation imposed by the (b) This insurance is excess over any valid United States of America applies to and pro- and collectible other Insurance available hibits the transaction of business with or Page 2 of k 02010 The Travelers Indemnity Company. CA T3 53 03 10 Includes copyrighted material of Insurance Services Office,?no.mLh its permission. COMMERCIAL AUTO to the "insured" whether primary, excess J. PERSONAL EFFECTS contingent or on any other basis. The following is added to Paragraph A.4„ Cover- (c) This insurance is not a substitute for re- age Extensions, of SECTION III — PHYSICAL quired or compulsory Insurance in any DAMAGE COVERAGE: country outside the United States, its ter- Personal Effects ritodes and possessions, Puerto Rico and Canada. We will pay up to $400 for "loss" to wearing ap- You agree to maintain all required or parel and other personal effects which are: compulsory Insurance in any such coun- (1) Owned by an"Insured"; and try up to the minimum limits required by (2) in or on your covered"auto", local law. Your failure to comply with This coverage applies only in the event of a total compulsory insurance requirements will theft of your covered "auto". not invalidate the coverage afforded by this policy, but we will only be liable to the No deductibles apply to this Personal Effects some extent we would have been liable coverage. had you complied with the compulsory in- K. AIRBAGS surance requirements. The following is added to Paragraph 6.3., Exclu- (d) it is understood that we are not an admit- sions, of SECTION IIi — PHYSICAL DAMAGE ted or authorized insurer outside the COVERAGE: United States of America, its territories Exclusion 3.a. does not apply to "foss" to one or and possessions, Puerto Rico and Can- more airbags in a covered "auto"you own that in- ads. We assume no responsibility for the flate due to a cause other than a cause of"loss" furnishing of certificates of insurance, or set forth in Paragraphs A.1.b. and A,1.c., but for compliance in any way with the laws only: of other countries relating to insurance. G. WAIVER OF DEDUCTIBLE—GLASS a. that "auto"is a covered "auto"for Compre- hensive Coverage under this policy; The following is added to Paragraph D., Deducti- b. The alrbags are not covered under any war- ble, of SECTION III — PHYSICAL DAMAGE ranty;and COVERAGE: No deductible for a covered 'auto" will apply to G. The airbags were not intentionally Inflated. glass damage If the glass is repaired rather than We will pay up to a maximum of $1,000 for any replaced. one"loss". H, HIRED AUTO PHYSICAL DAMAGE—LOSS OF L. NOTICE AND KNOWLEDGE OF ACCIDENT OR USE—INCREASED LIMIT LOSS The following replaces the last sentence of Para- The following is added to Paragraph A.2.8., of graph AA.b., Loss Of Use Expenses, of SEC- SECTION IV—BUSINESS AUTO CONDITIONS: TION UI—PHYSICAL DAMAGE COVERAGE: Your duty to give us or our authorized representa- However, the most we will pay for any expenses tive prompt notice of the "accident" or "loss" ap- for loss of use is $65 per day, to a maximum of plies only when the "accident" or"loss" is known $750 for any one"accdent", to: I. PHYSICAL DAMAGE — TRANSPORTATION (a) You (if you are an individual); EXPENSES—INCREASED LIMIT (b) Apartner(if you are a partnership); The following replaces the first sentence in Para- (c) A member (if you are a limited liability com- graph AA.a., Transportation Expenses, of pany); SECTION III — PHYSICAL DAMAGE COVER- (d) An executive officer, director or insurance AGE: manager(if you are a corporation or other or- We will pay up to $50 per day to a maximum of ganization); or $1,500 for temporary transportation expense in- (e) Any"employee"authorized by you to give no- curred by you because of the total theft of a cov- tice of the"accident"or"loss". ered"auto"of the private passenger type. CA T 3 53 03 10 ©2010 The Travelers indemnity Company. Page 3 of 4 Includes copydghled material of InsUrance SGM09a Office,Inc,with its permission. COMMERCIAL AUTO M. BLANKET WAIVER OF SUBROGATION such contract. The waiver applies only to the The following replaces Paragraph A.5., Transfer person or organization designated in such Of Rights Of Recovery Against Others To Us, contract. of SECTION IV — BUSINESS AUTO CONDI- N. UNINTENTIONAL ERRORS OR OMISSIONS TIONS: The following is added to Paragraph B.2., Con- ti. Transfer Of Rights Of Recovery Against cealment, Misrepresentation, Or Fraud, of Others To Us SECTION IV—BUSINESS AUTO CONDITIONS: We waive any right of recovery we may have The unintentional omission of, or unintentional against any person or organization to the ex- error in, any information given by you shall not tent required of you by a written contract prejudice your rights under this insurance. How- signed and executed prior to any "accident" ever this provision does not affect our right to col- or"loss",provided that the "accident"or"loss" fact additional premium or exercise our right of arises out of operations contemplated by cancellation or non-renewal. Page 4 of 4 ©2010 The Travelers Indemnity Company. CA T3 53 03 10 Includes copyrighted material or Insurance services office,Ina vrith its permission. vul �viio ui�aia�o Liii.• 'policy 4 4034941567 G-15057-C CNA E_f. 5/01/13-5/01/14 (Ed. 06/05) COMMERCIAL UMBRELLA PLUS COVERAGE PART Various provisions in this policy restrict coverage. Read termination of this policy period; and (b) no the entire policy carefully to determine rights, duties and "authorized insured" first knows of this "bodily what is and is not covered. injury" or "property damage" until after the termination of this policy period, then such Throughout this policy the words "you" and "your" refer to first knowledge will be deemed to be during the Named Insured identified under SECTION 11—WHO IS this policy period. AN INSURED of this policy. b. "Bodily injury" or "property damage" which occurs The word "insured" means any person or organization during the policy period and was not, prior to the qualifying as such under SECTION II — WHO IS AN policy period, known to have occurred by any INSURED. "authorized insured" includes any continuation, The words "we," "us" and "our" refer to the Company change or resumption of that "bodily injury" or providing this insurance. "property damage" after the end of the policy period. Other words and phrases that appear in quotation marks c "Bodily injury"or"property damage"will be deemed have special meaning. Refer to SECTION V — to have been known to have occurred at the DEFINITIONS. earliest time when any"authorized insured": SECTION I—COVERAGES (1) Reports all, or any part, of the "bodily injury" or 1. Insuring Agreement "property damage"to us or any other insurer, We will pay on behalf of the insured those sums in (2) Receives a written or verbal demand, claim or excess of "scheduled underlying insurance," "suit' for damages because of the "bodily "unscheduled underlying insurance" or the "retained injury"or"property damage'; or limit" that the insured becomes legally obligated to pay (3) Becomes aware by any other means that as "ultimate net loss" because of "bodily injury,' 'bodily injury" or "property damage" has "property damage" or "personal and advertising injury" occurred or has begun to occur. to which this insurance applies. a. This insurance applies to "bodily injury" and d• This insurance aoolies to "personal and advertising_ "property damage"only if: injury" caused by an "incident" committed anywhere in the world during the policy period. (1) The "bodily injury" or "property damage" is If we are prevented by law, statute or otherwise from caused by an incident" anywhere in the paying on behalf of the insured, then we will indemnify world; the insured for those sums that the insured is legally (2) The "bodily injury" or "property damage" obligated to pay as "ultimate net loss" because of occurs during the policy period, and "bodily injury;' "property damage" or "personal and (3) With respect to "bodily injury" or "property advertising injury"to which this insurance applies. damage" that continues, changes or resumes 2. Exclusions so as to occur during more than one policy This Insurance does not apply to: period, both of the following conditions are met: a. Expected or Intended Injury (i) Prior to the policy period, no "authorized "Bodily injury" or "property damage" expected or ® insured" knew that the "bodily injury" or intended from the standpoint of the insured. This "property damage"had occurred, in whole exclusion does not apply to "bodily injury" or in part; and resulting from the use of reasonable force to (ii) During the policy period, an "authorized protect persons or property. This exclusion does insured" first knew that the "bodily injury" not apply to Employers Liability claims for "bodily injury" covered by "scheduled underlying or "property damage" had occurred, in insurance." whole or in part. For purposes of this Paragraph (1) a.(3) only, b. Contractual Liability if(a) "bodily injury" or"property damage" that "Bodily injury," "property damage" or "personal occurs during this policy period does not and advertising injury" for which the insured is continue, change or resume after the obligated to pay damages by reason of the G-15057-C Page 1 of 17 (Ed. 06105) G-15057-C (Ed. 06/05) assumption of liability in a contract or agreement. However, this exclusion does not apply to This exclusion does not apply to liability for paragraphs 10. a., b. and c. of "personal and "ultimate net loss": advertising injury" under SECTION V — (1) That the insured would have in the absence of DEFINITIONS; the contract or agreement, or For the purposes of this exclusion, the placing (2) Because of "bodily injury" or "property of frames, borders or links, or advertising, for you or it others anywhere on the Internet, is not damage" assumed in a contract or agreement by it that is an "insured contract," provided the self, considered the business of "bodily injury" or "property damage" occurs advertising, broadcasting, publishing or subsequent to the execution of the contract or telecasting. agreement. (10) Arising out of an electronic chatroom or c. "Personal and advertising injury" Exclusions bulletin board the insured hosts, owns, or over which the insured exercises control; or "Personal and advertising injury": (11) Arising out of the unauthorized use of (1) Caused by or at the direction of the insured another's name or product in your e-mail with the knowledge that the act would violate address, domain name or metatag, or any the rights of another and would inflict other similar tactics to mislead another's "personal and advertising injury" potential customers. (2) Arising out of oral or written publication of d. VVorkers'Compensation and Similar Laws material, if done by or at the direction of the Any obligation of the insured under a: insured with knowledge of its falsity; (3) Arising out of oral or written publication of (1) Workers' compensation; material whose first publication took place (2) Disability benefits; or before the beginning of the policy period, (3) Unemployment compensation (4) Arising out of a criminal act committed by or at law or any similar law. the direction of the insured, (S) Arising out of a breach of contract, except an e. Employers Liability implied contract to use another's advertising "Bodily injury"to: idea in your"advertisement"; (1) An employee of the insured arising out of and (6) Arising out of the failure of goods, products or in the course of: services to conform with any statement of quality or performance made in your (a) Employment by the insured; or "advertisement" (b) Performing duties related to the conduct (7) Arising out of the wrong description of the of the insured's business; or price of goods, products or services stated in (2) The spouse, child, parent, brother or sister of your"advertisement" that employee as a consequence of (1) (8) Arising out of the infringement of copyright, above. patent, trademark, trade secret or other This exclusion applies: intellectual property rights; (1) Whether the insured may be liable as an However, this exclusion does not apply to employer or in any other capacity; and infringement, in your "advertisement,' of copyright, trade dress or slogan; (2) To any obligation to share damages with or repay someone else who must pay damages (9) Committed by an insured whose business is: because of the injury. (a) Advertising, broadcasting, publishing or This exclusion does not apply: telecasting; (1) To liability assumed by the insured under an (b) Designing or determining content of "insured contract" or websites for others; or c An Internet search, access, content or (2) Only to the extent that coverage is provided O by "scheduled underlying insurance." service provider, G-15057-C Page 2 of 17 (Ed. 06/05) G-15057-C (Ed. 06105) f. Pollution from the covered "automobile" to the 1 "Bodily injury" or "property damage" arising place where they are finally: ( ) Y 9 �� 9 out of the actual, .alleged or threatened (i) Delivered; discharge, dispersal, seepage, migration, (ii) Disposed of; or release or escape of"pollutants": (a) At or from any premises, site or location (iii) Abandoned which is or was at any time owned or by the insured. occupied by, or rented or loaned to, any insured; Subparagraphs (a) and (d)(i) do not apply to "bodily injury" or "property damage" arising (b) At or from any premises, site or location out of heat, smoke or fumes from a hostile which is or was at any time used by or for fire. any insured or others for the handling, storage, disposal, processing or treatment As used in this exclusion, a hostile fire means of waste; one which becomes uncontrollable or breaks out from where it was intended to be. (c) Which are or were at any time transported, handled, stored, treated, Subparagraph (d)(i) does not apply to "bodily disposed of, or processed as waste by or injury" or"property damage" arising out of the for any insured or any person or escape of fuels, lubricants, or other operating organization for whom you may be legally fluids which are needed to perform the normal responsible; or electrical, hydraulic or mechanical functions necessary for operation of"mobile equipment" (d) At or from any premises, site or location or its parts, if such fuels, lubricants or other on which any insured or any contractors operating fluids escape from a vehicle part or subcontractors working directly or designed to hold, store or receive them. This indirectly on any insured's behalf are exception does not apply if the "bodily injury" performing operations: or "property damage" arises out of the (i) If the"pollutants" are brought on or to intentional discharge, dispersal or release of the premises, site or location in the fuels, lubricants or other operating fluids, with such operations by or if such fuels, lubricants or other operating connection contractor or fluids are brought on or to the premises, site suchwith subcontractor,insured. or location with the intent that they be discharged, dispersed or released as part of (ii) If the operations are to test for, the operations being performed by such monitor, clean up, remove, contain, insured, contractor or subcontractor. treat, detoxify or neutralize, or in any Subparagraph (e)(iii) does not apply to fuels, way respond to, or assess the effects of"pollutants." lubricants, fluids, exhaust, gases or other similar "pollutants" that are needed for or (e) That are, or that are contained in property result from the normal electrical, hydraulic or that is: mechanical functioning of the covered a "automobile" or its parts if the "pollutants" (i) Being transported or towed by, or handled for movement into, onto or escape or are discharged, dispersed or from a covered movement into; released directly from an "automobile" part designed by its manufacturer to hold, store, (ii) Otherwise in the course of transit; receive or dispose of such "pollutants." (M)Being stored, disposed of, treated or Subparagraphs (f) and (g) do not apply if the processed in or upon the covered "pollutants" or property in which the "automobile"; "pollutants" are contained are upset, overturned or damaged as a result of the (f) Before the "pollutants" or property in maintenance or use of a covered "automobile" which the "pollutants" are contained are and the discharge, dispersal, release or moved from the place where they are escape of the "pollutants" is caused directly accepted by the insured for movement by such upset, overturn or damage. into or onto the covered "automobile" or (2) "Personal and advertising injury" arising out of (g) After the "pollutants" or property in which the actual, alleged or threatened discharge, the "pollutants" are contained are moved dispersal, seepage, migration, release or ® escape of"pollutants" at any time. G-15057-C Page 3 of 17 (Ed.06/05) G-15057-C (Ed. 06/05) (3) Any loss, cost or expense arising out of any: This exclusion applies even if the claims against (a) Request, demand or order that any any insured allege negligence or other wrongdoing insured others test for, monitor, clean in the supervision, hiring, employment, training, or monitoring of others by that insured, if the up, remove, contain, treat, detoxify or "incident" which caused the "bodily injury" or neutralize, or in any way respond to, or "property damage" involved the ownership, assess the effects of"pollutants'; or maintenance, use or entrustment to others of any (b) Claim or "suit" by or on behalf of a "aircraft" that is owned or operated by or rented or governmental authority for damages loaned to any insured. because of testing for, monitoring, I. War cleaning up, removing, containing, treating, detoxifying or neutralizing, or in Any liability arising out of: any way responding to, or assessing the (1) War, including undeclared or civil war; effects of"pollutants." g. Watercraft (2) Warlike action by a military force, including action in hindering or defending against an "Bodily injury" or "property damage" arising out of actual or expected attack, by any the: government, sovereign or other authority (1) Ownership; using military personnel or other agents, or 2 Maintenance; (3) Insurrection, rebellion, revolution, usurped ( ) power, or action taken by governmental (3) Use; or authority in hindering or defending against (4) Entrustment to others any of these. j. Damage to Property of a"watercraft" owned or operated by or rented or loaned to an insured. Use includes operation or "Property damage"to: "loading or unloading." (1) Property you own, rent, or occupy, including This exclusion applies even if the claims against any costs or expenses incurred by you, or any any insured allege negligence or other wrongdoing other person, organization or entity, for repair, in the supervision, hiring, employment, training, or replacement, enhancement, restoration or monitoring of others by that insured, if the maintenance of such property for any reason, "incident" which caused the "bodily injury" or including prevention of injury to a person or "property damage" involved the ownership, damage to another's property; maintenance, use or entrustment to others of any (2) Premises you sell, give away or abandon, if watercraft that is owned or operated by or rented the "property damage" arises out of any part or loaned to any insured. of those premises; This exclusion does not apply to: (3) Property loaned to you; (1) A "watercraft" while ashore on premises you (4) Personal property in the care, custody or own or rent, control of the insured; (2) A"watercraft"you do not own that is: (5) That particular part of real property on which (a) Less than 55 feet long; and you or any contractors or subcontractors working directly or indirectly on your behalf (b) Not being used to carry persons or are performing operations, if the "property property for a charge, or damage" arises out of those operations; or (3) Liability assumed under an "insured contract" (6) That particular part of any property that must for the ownership, maintenance or use of be restored, repaired or replaced because "watercraft." "your work"was incorrectly performed on it. h. Aircraft Paragraph (2) of this exclusion does not apply if The ownership, maintenance, operation, use, the premises are "your work" and were never entrustment to others or "loading or unloading" of occupied, rented or held for rental by you. any"aircraft": Paragraphs (3), (4), (5) and (6)of this exclusion do (1) Owned by an insured; or not apply to liability assumed under a sidetrack agreement. (2) Chartered without crew by an insured or on an insured's behalf. G-15057-C Page 4 of 17 (Ed. 06/05) G-15057-C (Ed. 06105) Paragraph (6) of this exclusion does not apply to q. Uninsured/Underinsured Motorist and Similar "property damage" included in the "products- Laws completed operations hazard." Liability imposed on the insured under an k. Damage to your Product uninsuredlunderinsured motorist law, a personal "Property damage"to "your product" arising out of injury protection law, a reparations benefit law or other similar law. it or any part of it. I. Damage to you Work r. Electronic Data "Property damage" to "your work" arising out of it Any liability arising out of the loss of, loss of use or any part of it and included in the "products- of, damage to, corruption of, inability to access, or completed operations hazard." inability to manipulate"electronic data." s. Nonemployment Related Discrimination This exclusion does not apply if the damaged work or the work out of which the damage arises To any alleged or actual nonemployment related was performed on your behalf by a subcontractor. discrimination committed intentionally against a m. Damage to Impaired Property or Property Not person. Physically Injured t. Asbestos "Property damage" to "impaired property" or (1) "Bodily Injury," "property damage" or property that has not been physically injured, "personal and advertising injury" arising out of arising out of: the actual, alleged or threatened exposure at (1) A defect, deficiency, inadequacy or dangerous any time to"asbestos"; or condition in "your product"or"your work"; or (2) Any loss, cost or expense that may be (2) A delay or failure by you or anyone acting on awarded or incurred: your behalf to perform a contract or (a) By reason of a claim or"suit" for any such agreement in accordance with its terms. injury or damage; or This exclusion does not apply to the loss of use of (b) In complying with a governmental other property arising out of .sudden and direction or request to test for, monitor, . accidental physical injury to "your product" or clean up, remove, contain or dispose of "your work" after it has been put to its intended "asbestos." use. u. Fungi and Microbes n. Recall of Products,Work Or Impaired Property 1 "B odily y injury," "property damage" or Damages claimed for any loss, cost or expense "personal and advertising injury," which would incurred by you or others for the loss of use, not have occurred, in whole or in part, but for withdrawal, recall, inspection, repair, replacement, the actual, alleged or threatened inhalation of, adjustment, removal or disposal of: ingestion of, contact with, exposure to, 1 " product"; existence of, or presence of any "fungi or ( ) Your p ; microbes"; or N (2) "Your work"; or (2) Any loss, cost, or expense arising out of the (3) "Impaired property", testing for, monitoring, cleaning up, removing, containing, treating, detoxifying, neutralizing, if such product, work, or property is withdrawn or remediating, or disposing of, or in any way recalled from the market or from use by any responding to or assessing the effects of person or organization because of a known or "fungi or microbes" by any insured or by suspected defect, deficiency, inadequacy or anyone else. dangerous condition in it. This exclusion applies regardless of any other o. E.R.I.S.A. cause or event that contributes concurrently or in Liability for alleged or actual violations of the any sequence to such injury or damage, loss, cost Employees Retirement Income Security Act of or expense. 1974 or any amendments or additions thereto. V. Silica p. Directors and Officers (1) "Bodily injury" arising in whole or in part out of Liability for a wrongful act, error, omission or the actual, alleged or threatened respiration or ® breach of duty by an insured in the performance of ingestion at any time of"silica;" or the office of director or officer of an organization. G-15057-C Page 5 of 17 (Ed.06105) G-15057-C (Ed. 06/05) (2) "Personal and advertising injury" or "property To the extent that this insurance applies to an damage" arising in whole or in part out of the "automobile" or "mobile equipment" it is further actual, alleged or threatened presence of subject to the pollution exclusion, exclusion f. of "silica." this policy. w. Named Insured vs. Named insured Use includes operation or"loading or unloading." Any liability arising out of claims or "suits" by a bb. Do Not Call named insured against another named insured. Any liability arising directly or indirectly out of any x. Employment Related Practices action or omission that violates or is alleged to violate: Any liability arising out of: (1) A refusal to employ; (1) The Telephone Consumer Protection Act (TCPA), including any amendment of or (2) Termination of employment; addition to such law; or (3) Demotion, evaluation, reassignment, (2) The CAN-SPAM Act of 2003, including any discipline; amendment of or addition to such law, or (4) Coercion, defamation, discrimination, (3) Any statute, ordinance or regulation, other harassment or humiliation; or than the TCPA or the CAN-SPAM Act of 2003, that prohibits or limits the sending, any other employment related practices, policies, transmitting, communicating or distribution of acts or omissions. material or information. y. Terrorism Limitation SECTION It—WHO IS AN INSURED "Bodily injury" or "property damage" arising out of 1. Named Insured means any individual or organization any act of terrorism, unless, and then only to the stated in the Declarations of this policy and if you are extent that coverage is provided by "scheduled designated in the Declarations of this policy as: underlying insurance." a. An individual, you and your spouse, but only with z. Liquor Liability Limitation respect to the conduct of a business of which you "Bodily injury" or "property damage" for which an are the sole owner. insured may be held liable by reason of: If you are designated in the Declarations of this (1) Causing or contributing to the intoxication of policy as an individual, this policy shall not apply any person; to liability arising out of your domestic or non- business activities. This does not apply to the (2) The furnishing of alcoholic beverages to a ownership, maintenance, use or "loading or person under the legal drinking age or under unloading" of any "automobile," or to the Personal the influence of alcohol; or Umbrella Liability Coverage Part. (3) Any statute, ordinance or regulation relating to b. A partnership or joint venture, you and your the sale, gift, distribution or use of alcoholic members, your partners, and their spouses, but beverages; only with respect to the conduct of your business. unless, and then only to the extent that coverage No person or organization is an insured with is provided by "scheduled underlying insurance." respect to the conduct of any current or past as. Auto and Mobile Equipment Limitation partnership or joint venture that is not shown as a Named Insured in the Declarations. Any liability arising out of the: c. An organization other than a partnership or joint (1) Ownership; venture, you and your executive officers and (2) Maintenance; directors, but only with respect to their duties as your officers or directors. Your stockholders are (3) Use; or also named insureds, but only with respect to their (4) Entrustment to others liability as stockholders. d. A limited liability company, you and your of an "automobile" or "mobile equipment" owned members, but only with respect to the conduct of or operated by or rented or loaned to an insured your business. Your managers are also named unless, and then only to the extent that coverage insureds but only with respect to their duties as is provided by "scheduled underlying insurance: your managers. G-15057-C Page 6 of 17 (Ed. 06105) G-15057-C (Ed. 06/05) No person or organization is an insured with you, any of your employees, "volunteer respect to the conduct of any current or past workers" any partner or member (if you are a limited liability company that is not shown as a partnership or joint venture) or any member (if Named Insured in the Declarations. you are a limited liability company). e. A corporation or organization, other than b. A person or organization for whom you are partnerships, joint ventures or limited liability required, by virtue of a written contract entered companies, that you form, acquire or gain control into prior to the "bodily injury," "property damage" of during the policy period, but only with respect to or "personal and advertising injury" occurring or "bodily injury,""property damage"or"personal and being committed, to provide the insurance that is advertising injury" taking place after you form, afforded by this policy. This insurance applies only acquire or gain control of such corporation or with respect to operations by you or on your behalf organization. or to facilities you own or use, but only to the 2. Insured means the Named Insured and: extent of the limits of insurance required by such contract, not to exceed the limits of insurance in a. Your "volunteer workers" only while performing this policy. duties related to the conduct of your business, or c. Any other persons or organizations included as an your employees, other than your executive officers insured under the provisions of the "scheduled and directors (if you are an organization other than underlying insurance" shown in the Declarations a partnership, joint venture or limited liability of this policy and then only for the same coverage, company) or your members (if you are a limited except for limits of insurance, afforded under such liability company ) but only for acts within the "scheduled underlying insurance." scope of their employment by you or while performing duties related to the conduct or your However, If a blanket additional insured business. However, none of these employees or endorsement is attached to the general liability "volunteer workers" is an insured for: "scheduled underlying insurance" pursuant to a written or oral contract or agreement between you (1) "Bodily injury" or "personal and advertising and another person or organization (called injury': additional insured), this insurance is excess over (a) To you; to your partners or members (if such insurance provided to the additional insured you are a partnership or joint venture) to subject to the following conditions: your members (if you are a limited liability (1) If the limits specified in the written contract or company) or to a co-employee while in agreement are less than the limits provided by the course of his or her employment or the "scheduled underlying insurance," then no performing duties related to the conduct coverage is provided to the additional insured of your business, or to your other underthis policy. "volunteer workers" while performing duties related to the conduct of your (2) If the limits specified in the written contract or business; agreement are greater than the limits provided (b) To the spouse, child, parent, brother or by the "scheduled underlying insurance,"then or "volunteer this insurance is excess over the insurance sister of that co-employee worker" as a consequence of Paragraph provided by the "scheduled underlying insurance." The limits of insurance for the (1)(a) above, additional insured are the lesser of: (c) For which there is any obligation to share (i) The limits specified in the written contract; damages with or repay someone else or who must pay damages because of the injury described in Paragraphs (1)(a) or (ii) The limits of the "scheduled underlying (b) above; or insurance"plus the limits of this policy. (d) Arising out of his or her providing or SECTION III— LIMITS OF INSURANCE failing to provide professional health care 1. The Limits of Insurance shown in the Declarations and services. the rules below fix the most we will pay regardless of (2) "Property damage"to property: the number of: (a) Owned, occupied or used by; a. Insureds; (b) Rented to, in the care, custody or control b. Claims made or"suits" brought; or, or over which physical control is being c. Persons or organizations making claims or exercised for any purpose by bringing "suits." G-15067-C Page 7 of 17 (Ed. 06105) G-15057-C (Ed. 06/05) d. "Automobiles," "aircraft" or "watercraft" to which than 12 months. In that case, the additional period will this policy applies; or be deemed part of the last preceding period for e. Coverages under which loss is insured in this purposes of determining the limits of insurance. policy. SECTION IV—CONDITIONS 2. The limit of insurance shown in the Declarations as the 1. Financial Impairment Aggregate Limit is the most we will pay for the sum of Bankruptcy, rehabilitation, receivership, liquidation or all "ultimate net loss," to which this insurance applies other financial impairment of you or an "underlying and applies separately to all "ultimate net loss": insurer" shall neither relieve nor increase any of our a. Included in the "products-completed operations obligations under this policy. hazard"; In the event there is diminished recovery or no b. To which, and in the same manner, an aggregate recovery available to you as a result of such financial limit applies under "scheduled underlying impairment of an insurer providing "scheduled insurance" other than "ultimate net loss" included underlying insurance," the coverage under this policy in the "products-competed operations hazard", shall apply only in excess of the limits of insurance and stated in the "scheduled underlying insurance." Under c, To which no "scheduled underlying insurance" no circumstances shall we be required to drop down and replace the limits of insurance, or assume the applies. obligations of a financially impaired insurer. The Aggregate Limit does not apply to "ultimate net 2. Duties of the Insured loss" for which no aggregate limit applies in the "scheduled underlying insurance." a. In the event of an"incident"which has not resulted 3. Subject to 2.above, the limit of insurance shown in the in a claim or suit. Declarations as the Each Incident limit is the most we Whenever you have information of an "incident" will pay for the sum of all "ultimate net loss" to which which involves injuries or damages likely to this insurance applies arising arising out of any one involve this policy, written notice shall be given by "incident." or for you to us or to our authorized agent as soon 4. In the event of reduction or exhaustion of the as practicable. The notice shall contain: aggregate limits of insurance under "scheduled (1) Particular information sufficient to identify the underlying insurance" solely by reason of payments of insured; a combination of covered: (2) Such information as can be reasonably a. Expenses, obtained with respect to time, place and b. Settlements; or circumstances of the occurrence or offense; and c. Judgments (3) Names and addresses of the insured and of paid thereunder as a result of"bodily injury," property available witnesses. damage" or "personal and advertising injury" taking b. In the Event of Claims or Suit place during this policy period,this policy shall, subject to this limit of insurance provision and to the remaining You shall provide us with written notice as soon as terms and provisions and conditions of this policy: practicable whenever: a. Apply in excess of such reduction of "scheduled (1) A claim is made or "suit" is brought against underlying insurance" or you; b. Apply in place of the exhausted amount of (2) You receive notice that a right to bring claim "scheduled underlying insurance." or"suit" against you will be asserted; or Nothing in a. or b. above shall serve to increase the (3) You obtain information that the obligation of limits of insurance shown in the Declarations. "underlying insurers"to: 5. The limits of this policy shall apply separately to: (a) Investigate; a. Each consecutive annual period; and (b) Defend, b. Remaining periods of less than 12 months; (c) Pay on behalf of, or starting with the beginning of the policy period shown (d) Indemnify in the Declarations, unless the policy period is extended after issuance for an additional period of less you has ceased. G-15057-C Page 8 of 17 (Ed. 06105) G-15057-C (Ed. 06/05) Every demand, notice, summons, amended brought. However, the inclusion of more than one complaint or other process received by you or insured shall not operate to increase the limits of your representative shall be forwarded with each insurance. notice. a, Annual Rating 3. Legal Action Against Us If this policy is issued for a period in excess of one No legal action shall be brought against us unless you year, the premium may be revised on each annual have fully complied with all the terms of this policy and anniversary in accordance with our rates and rules in the amount of your obligation to pay has been finally effect at that time. determined either by: g, "Scheduled Underlying Insurance" a. Judgment against you after actual trial; or Material change in premium for "scheduled underlying b. Written agreement between us, you and the insurance" shall be promptly reported to us. Premium claimant. for this policy may be adjusted to reflect changes in �. Other Insurance underlying insurance in accordance with our manuals in effect at the time of the change. This insurance is excess over and will not contribute 10. Maintenance of"Scheduled Underlying Insurance" with any other insurance available to the insured whether such other insurance is stated to be primary, While this policy is in force you agree that the policies contributory, excess, contingent or otherwise. This listed in the Declarations as "scheduled underlying condition does not apply to insurance purchased insurance" and their renewals and replacements shall specifically to apply in excess of this insurance. be maintained, without alterations of terms or 5. Premium Audit conditions, in full effect during the term of this policy; except for reduction or exhaustion of the aggregate a. We will compute all premiums for this policy in limits of insurance in the "scheduled underlying accordance with our rules and rates. insurance," provided that such reduction or exhaustion is solely the result of "incidents" taking place during b. If the premium is shown in the Declarations as flat, this policy period, and not before. If you fail to maintain the premium for this policy is not subject to "scheduled underlying insurance," this condition shall adjustment. not invalidate this policy. However, in the event of C. If the premium is shown in the Declarations as such failure, we will only be liable to the same extent adjustable, the premium shown as the advance as if you had complied with this condition. premium is a deposit premium only.At the close of 11. Appeals each audit period we will compute the earned premium for that period. Audit premiums are due If you or your"underlying insurers" elect not to appeal and payable on notice to the first Named Insured a judgment in excess of the limits of insurance shown in the Declarations. If the sum of the afforded by the: advance and audit premiums paid for the policy a. "Scheduled underlying insurance"; term are greater than the earned premium, we will return the excess, subject to the minimum b. "Unscheduled underlying insurance"; or premium, to the first Named Insured shown in the c. "Retained limit'; s Declarations. d. The first Named Insured shown in the we may elect to appeal. Our limit of liability shall not be increased because of such appeal. We will, Declarations must keep records of the information however, pay the following costs and expenses: we need for premium computation, and send us _ copies at such times as we request. a. All premium bonds to release attachments for an 6. Nonrenewal amount not in excess of the applicable limit of ® liability of this policy; If we decide not to renew this policy, we will mail or b. All premiums on appeal bonds required in such deliver to the first Named Insured shown in the defended "suit," but without obligation to apply for Declarations written notice of the nonrenewal not less or furnish such bonds; than 30 days before the expiration date. If notice is mailed, proof of mailing will be sufficient c. Court fees; proof of notice. d. Costs and expenses taxed against you by the J. Severability of Interests appellate court and interest accruing after entry of ® a judgment against you and before we have: The insurance afforded applies separately to each (1) Paid; insured against whom claim is made or "suit" is G-15057-C Page 9 of 17 (Ed, 06105) G-15057-C (Ed. 06/05) (2) Offered to pay; or such payments in full if the insured first named fails to (3) Deposited in court pay the amount due within 30 days after we give written notice or demand. the part of the judgment that is within the 15. Trade Sanctions applicable limit of insurance. Where the "underlying insurers"terminate their liability to pay In accordance with laws and regulations of the United interest on the judgment by an offer to pay their States concerning economic and trade embargoes, limits, you shall demand that such limits be paid. If this policy is void ab initio (void from its inception) with the appeal is successful, such amounts not respect to any term or condition of this policy that obligated to be paid shall be returned to such violates any laws or regulations of the United States "underlying insurer." concerning economic and trade embargoes including, 12. Subrogation but not limited to the following: In the case of any payments by us under the a. Any insured, or any person or entity claiming the benefits of coverages of this policy, we shall be subrogated to all or becomes a rights of recovery against any other party which you Specially Designated insured, who i gnated National orr Blocked Person may have and will cooperate with you and all other or who is otherwise subject to U.S. economic or trade sanctions; interests. Amounts recovered shall be apportioned in the following order: b. Any claim or"suit" that is brought in a Sanctioned a. Amounts paid in excess of the payments under Country or by a Sanctioned Country Government, where any action in connection with such claim or this policy shall first be reimbursed up to the a "suit" is prohibited by U.S. economic or trade mount paid by those, including you, who made such payments; sanctions, b. We are then to be reimbursed up to the amount c. Any claim or"suit"that is brought by any Specially we paid; Designated National or Blocked Person or any person or entity who is otherwise subject to U.S. c. Any remainder shall be available to the interests of economic or trade sanctions; those over whom this coverage is in excess and d. Property that is located in a Sanctioned Country or who are entitled to claim such remainder. that is owned by, rented to or in the care, custody Expenses necessary to the recovery of such amounts or control of a Sanctioned Country Government, shall be divided between the interests concerned, where any activities related to such property are including you, in the ratio of their respective recoveries prohibited by U.S. economic or trade sanctions; or as finally settled. e. Property that is owned by, rented to or in the care, 13. Settlement of Claims or Suit custody or control of a Specially Designated National or Blocked Person, or any person or We may pay, but are not obligated to pay, any part or entity who is otherwise subject to U.S. economic all of the amount of the "retained limit" to effect or trade sanctions. settlement of a claim or "suit." Upon notification of the action taken you shall promptly reimburse us for such As used in this policy a Specially Designated National part of the "retained limit"that we had paid. All named or Blocked Person is any person or entity that is on the insureds are jointly and severally responsible for our list of Specially Designated Nationals and Blocked reimbursement and agree to make such Persons issued by the U.S. Treasury Department's reimbursement within 30 days after we give you Office of Foreign Asset Control (O.F.A.C.) as it may be written notice or demand for payment. from time to time amended. 14, Sole Agent As used in this policy a Sanctioned Country is any The insured first named in the Declarations is country that is the subject of trade or economic embargoes imposed by the laws or regulations of the authorized to act on behalf of all named insureds and United States of America. other insureds with respect to: SECTION V—DEFINITIONS a. The giving and receiving of notice of cancellation, and 1. "Advertisement" means a notice that is broadcast or published to the general public or specific market b. Receiving return premium that may be payable segments about your goods, products or services for under this policy. the purpose of attracting customers or supporters. For The insured first named in the Declarations is the purposes of this definition responsible for the payment of premiums, but the other named Insureds jointly and severally agree to make G-15057-C Page 10 of 17 (Ed. 06/05) G-15057-C (Ed. 06/05) a. Notices that are published include material placed indemnification of a municipality in connection with on the Internet or on similar electronic means of work performed for a municipality) under which communication; and you assume the tort liability to pay damages b. Regarding websites, only that part of a website because of"bodily injury" or"property damage"to that about your goods or services for the a third person or organization, if the contracts or i agreements are made prior to the"bodily injury"or purposes of attracting customers or supporters s "property damage" considered an advertisement. 2. "Automobile"means Tort liability means liability that would be imposed by law in the absence of contracts or agreements. a. A land motor vehicle, trailer or semitrailer An "insured contract" does not include that part of a designed for travel on public roads; including any contract or agreement: attached machinery or equipment; or b. An other land vehicle that is subject to a a. That indemnifies an architect, engineer or y � surveyor for an injury or damages arising out of: compulsory or financial responsibility law or other motor vehicle insurance law in the state where it is (1) Preparing, approving or failing to prepare or licensed or principally garaged. approve: However, "automobile" does not include "mobile (a) Maps; equipment." (b) Drawings, 3. "Bodily injury" means bodily injury, sickness or (c) Opinions, disease sustained by a person, including death, humiliation, shock, mental anguish or mental injury by (d) Reports, that person at any time which results as a consequence of the bodily injury, sickness or disease. (e) Surveys; 4. "Aircraft" means a vehicle designed to transport (f) Change orders; persons or property in the air. (g) Designs; or S. "Impaired property" means tangible property, other (h) Specifications; or than"your product" or"your work,"that cannot be used or is less useful because: (2) Giving directions or instructions, or failing to, give them, if that is the primary cause of the a. It incorporates"your product"or"your work'that is injury or damage; known or thought to be defective, deficient, inadequate or dangerous; or b. Under which the insured, if an architect, engineer or surveyor, assumes liability for injury or damage b. You have failed to fulfill the terms of a contract or arising out of the insured's rendering or failure to agreement; render professional services, including those listed f such property can be restored to use by: n z.(1) above and supervisory, inspection or engineering services; or iz a. The repair, replacement, adjustment or removal of "your product"or"your work"; or G. That indemnifies a person or organization for damage by fire to premises rented or loaned to an b. Your fulfilling the terms of the contract or insured. agreement. 7. "Loading or unloading" means the handling of 6. "Insured contract" means: property: a. A lease of premises; a. After it is moved from the place where it is b. A sidetrack agreement; accepted for movement into or onto an "aircraft," ® "watercraft"or"automobile'; c. An easement or license agreement, except in b. While it is in or on an "aircraft," "watercraft" or connection with construction or demolition automobile"; or operations on or within 50 feet of a railroad; d. An indemnification of a municipality as required by c. While it is being moved from an "aircraft," ordinance, except in connection with work fora watercraft' or"automobile"to the place where it is municipality; finally delivered; but "loading or unloading" does not include the e. An elevator maintenance agreement; or movement of property by means of a mechanical ® f. The part of other contracts or agreements device, other than a hand truck, that is not attached to pertaining to your business (including an the "aircraft," "watercraft"or"automobile." G-15057-C Page 11 of 17 (Ed. 06105) G-15057-C (Ed. 06105) 8. "Mobile equipment" means any of the following types compulsory or financial responsibility law or other of land vehicles, including any attached machinery or motor vehicle insurance law are considered equipment: "automobiles" a. Bulldozers, farm machinery, forklifts and other 9. "Incident" vehicles designed for use principally off public a. With respect to "bodily injury" and "property roads; damage," "incident" means an occurrence. An b. Vehicles that travel on crawler treads, occurrence means an accident, including c. Vehicles maintained for use solely on or next to continuous or repeated exposure to substantially premises you own or rent; the same general harmful conditions. d. Vehicles, whether self-propelled or not, b. With respect to "personal and advertising injury," maintained primarily to provide mobility to "incident" means an offense arising out of your business. permanently mounted: (1) Power cranes, shovels, loaders, diggers or 10. "Personal and Advertising Injury" means injury, drills; or including consequential "bodily injury," arising out of one or more of the following offenses: (2) Road construction or resurfacing equipment a. False arrest, detention or imprisonment; such as graders, scrapers or rollers; e. Vehicles not described in a., b., c. or d. above that b. Malicious prosecution or abuse of process; are not self-propelled and are maintained primarily c. Wrongful eviction from, wrongful entry into, or the to provide mobility to permanently attached invasion of the right of private occupancy of a equipment of the following types: room, dwelling or premises that a person occupies 1 Air compressors, pumps, and committed by or on behalf of its owner, landlord or ( ) p p p generators, lessor; including spraying, welding, building cleaning, geophysical exploration, lighting and well d. Discrimination, unless such insurance is servicing equipment; or prohibited by law; (2) Cherry pickers and similar devices used to e. Oral or written publication, in any manner, of raise or lower workers; material that slanders or libels a person or f. Vehicles not described in a., b., c. or d. above organization or disparages a person's or erganization's goods, products or services; maintained primarily for purposes other than the transportation of persons or cargo. f. Oral or written publication, in any manner, of However, self-propelled vehicles with the following material that violates a person's right of privacy; type of permanently attached equipment are not g. The use of another's advertising idea in your "mobile equipment" but will be considered "advertisement;" "automobiles": h. Infringing upon another's copyright, trade dress or (1) Equipment designed primarily for: slogan in your"advertisement." (a) Snow removal ; 11. a. "Products-completed operations hazard" (b) Road maintenance, but not construction includes "bodily injury" and "property damage" or resurfacing; or occurring away from premises an insured owns or rents and arising out of "your product" or "your (c) Street cleaning; work" except: (2) Cherry pickers and similar devices mounted (1) Products in your physical possession; or on "automobiles" or truck chassis and used to (2) Work not yet completed or abandoned. raise or lower workers; and (3) Air compressors, pumps and generators, b. "Your work" will be deemed completed at the including spraying, welding, building cleaning, earliest of the following: geophysical exploration, lighting and well (1) When all work called for in the "insured servicing equipment. contract" has been completed, However, "mobile equipment" does not include any (2) When all of the work to be done at the site land vehicles that are subject to a compulsory or has been completed if the "insured's contract" financial responsibility law or other motor vehicle calls for work at more than one site; or insurance law in the state where it is licensed or principally garaged. Land vehicles subject to, a G-16057-C Page 12 of 17 (Ed. 06/05) G-15057-C (Ed. 06/05) (3) When that part of the work done at a job site 14. "Your product"means: has been put to its intended use by a person a. Any goods or products, other than real property, or organization other than another contractor manufactured, sold, handled, distributed or or subcontractor working on the same project. disposed of by: Work that may need: (a) Service; (1) You; (b) Maintenance; (2) Others trading under your name; or (c) Correction; (3) A person or organization whose business or assets you have acquired; and (d) Repair; or b. Containers (other than vehicles), materials, parts (e) Replacement; or equipment furnished in connection with such but which is otherwise complete, will be treated as goods or products. completed. "Your product" includes warranties or representations c. This hazard does not include "bodily injury" or made with respect to the fitness, quality, durability, "property damage"arising out of: performance or use of"your product"and the providing of or failure to provide warnings or instructions. (1) The transportation of property, unless the "Your product" does not include vending machines or injury or damage arises out of a condition in or other property rented to or located for the use of others on a vehicle created by the "loading or but not sold. unloading" of it; or 15. "Your work" means: (2) The existence of: a. Work or operations performed by you or on your (a) Tools, behalf; and (b) Uninstalled equipment; or b. Materials, parts or equipment furnished in (c) Abandoned or unused materials. connection with such work or operations. 12. "Property damage" means: "Your work" includes warranties or representations made with respect to the fitness, quality, durability, a. Physical injury to tangible property, including all performance or use of"your work" and the providing of resulting loss of use of that property. All such loss or failure to provide warnings or instructions. of use shall be deemed to occur at the time of the physical injury that caused it; or 16. "Retained limit" means the amount stated as such in the Declarations. The "retained limit" is retained and b. Loss of use of tangible property that is not payable by the insured as respects all "incidents" not physically injured. All such loss shall be deemed covered by "scheduled underlying insurance" or by to occur at the time of the occurrence that caused IF underlying insurance." it. 17. "Scheduled underlying insurance" means the For the purposes of this insurance, "electronic data" is insurance policies listed in the Schedule of Underlying not tangible property. Insurance including renewal or replacement of such 13. "Suit" means a civil proceeding in which damages contracts which are not more restrictive than those because of: listed in the aforementioned Schedule of Underlying Insurance. a. "Bodily injury"; iS. "Ultimate net loss" b. "Property damage"; or a. "Ultimate net loss" means the actual damages the ®_ c. "Personal and advertising injury'; insured is legally obligated to pay, either through: to which this insurance applies are alleged. "Suit" (1) Final adjudication on the merits; or includes: (2) Through compromise settlement with our a. An arbitration proceeding alleging such damages written consent or direction; to which you must submit with our consent, or because of"incident(s)" covered by this policy. b. Any other alternative dispute resolution ®_ proceeding in which such damages are claimed However, it includes the above mentioned sums ® and to which you submit with our consent. only after deducting all other recoveries and salvages. G-15057-C Page 13 of 17 (Ed. 06105) G-15057-C (Ed. 06/05) b. "Ultimate net loss" does not include the following: systems and applications software, hard or floppy (1j Costs or expenses related to: disks, CD-ROMS, tapes, drives, cells, data processing devices or any other media which are used with (a) Litigation, electronically controlled equipment. (b) Settlement; 24. "Pollutants" means any solid, liquid, gaseous or thermal irritant or contaminant, including smoke, (c) Adjustment; or vapor, soot, fumes, acids, alkalis, chemicals and (d) Appeals; waste. Waste includes materials to be recycled, reconditioned or reclaimed. nor costs or expenses incident to the same which an "underlying insurer" has paid, 25. "Fungi or microbes" means: incurred or is obligated to pay to or on behalf a. Any form of fungus, yeast, mold, mildew, or of the insured; mushroom, including mycotoxins, spores, scents, (2) Pre-judgment interest; byproducts or other substances produced or released by fungi; and (3) Office costs and expenses and salaries and b. An bacteria,virus, or an other non-fungal, single expenses of the employees of an insured; Y Y 9 9 celled or colony-form organism, including any (4) Our office costs and expenses and salaries of toxins, scents, byproducts or other substances it our employees, or produces or releases, whose injurious source is in (5) General retainer and/or monitoring fees of or on a building or its contents. counsel retained by the insured. But "fungi and microbes" does not include fungi that 19. "Underlying insurer" means an insurer whose policy were deliberately grown for human consumption, covers "bodily injury," "property damage" or "personal microbes that were transmitted directly from person to and advertising injury" also covered by this policy but person, or microbes that caused food poisoning, if does not include insurers whose policies were your business is food processing, sales, or serving. purchased specifically to be in excess of this policy. It 26. "Silica" means the chemical compound silicon dioxide includes all insurers providing: (SiO2) in any form, including dust which contains a. "Unscheduled underlying insurance", and .,silica." b. "Scheduled underlying insurance." 27, "Asbestos" means the mineral in any form whether or not the asbestos was at any time: 20. "Unscheduled underlying insurance" a. Airborne as a fiber, particle or dust; a. "Unscheduled underlying insurance" means insurance policies available to an insured, b. Contained in or formed a part of a product, whether: structure or other real or personal property, (1) Primary, c. Carried on clothing, (2) Excess, d. Inhaled or ingested; or (3) Excess-contingent; or e. Transmitted by any other means. (4) Otherwise; 28. "Volunteer worker" means a person who is not your employee, and who donates his or her work and acts except the policies listed in the Schedule of at the direction of and within the scope of duties Underlying Insurance. determined by you, and is not paid a fee, salary or b. "Unscheduled underlying insurance" does not other compensation by you or anyone else for their include insurance ,purchased specifically to be work performed for you. excess of this policy. SECTION VI — DEFENSE PAYMENT AND RELATED 21. "Watercraft" means a vehicle designed to transport DUTIES persons or property in or on water. 1. If a claim or "suit' alleges damages covered by 22. ".Authorized Insured" means any named insured or underlying policies and the obligation of all "underlying any employee authorized by a named insured to give insurers"either to: or receive notice of a claim or"suit." a. Investigate and defend the insured; or 23. "Electronic data" means information, facts or b. Pay the cost of such investigation and defense; programs stored as or on, created or used on, or ceases solely through exhaustion of all underlying transmitted to or from computer software, including limits of insurance through payment of a combination G-15057-C Page 14 of 17 (Ed. 06/05) G-15057-C (Ed. 06105) of covered expenses, settlements or judgments for not pay prejudgment interest on that period of time "bodily injury," "property damage" or personal and after we offer to pay: advertising injury" taking place during our policy a. Our limit of insurance, or period, then we will either: b. That portion of our limit of insurance which equals a. Assume the investigation and defense of the the amount the li settlement demand when insured against"suits" seeking damages; or combined with the limits of"underlying insurers." b. If we elect not to assume the investigation and 8. We will pay interest on a judgment that accrues after defense in 1.a. above, we will reimburse theentry of that judgment, but before we have: insured for reasonable defense costs and expenses incurred with our written consent. a. Paid; However, such reimbursement excludes: b. Offered to pay; or (1) Office expenses of the insured; c. Deposited in court (2) Salaries and expenses of employees; and that part of the judgment that is within the limit of (3) General retainer fees of counsel retained by insurance of this policy. The amount of interest we pay the insured. will be in direct proportion that amount we pay as 2. We will investigate and defend an insured or damages bears to the total amount of judgment. We reimburse an insured for "suits" brought against an will not pay additional interest that accrues after we insured for a claim or "suit" that alleges damages have: because of "bodily injury;' "property damage" or a. Paid; "personal and advertising injury"not covered under: b. Offered to pay; a. "Scheduled underlying insurance"; and c. Deposited in court h. "Unscheduled underlying insurance'; that part of the judgment.that is within the limit of but which seeks damages because of "bodily injury," insurance of this policy. "property damage" or "personal and advertising injury" 9 We will pay all reasonable expenses incurred by the otherwise covered under this policy. Costs and insured at our request to assist us in the investigation expanses such investigation defense are not or defense of the claim or "suit" This includes actual subject to the"retained limmit.'" loss of earnings up to liability $250. a day because of 3. We will investigate and defend an insured or time off from work. reimburse an insured for such costs of investigation and defense described in either 1. or 2. above, even if NUCLEAR ENERGY LIABILITY EXCLUSION the allegations of a"suit" are: ENDORSEMENT (BROAD FORM) a. Groundless; b. False; or It is agreed that: G. Fraudulent; I. This policy does not apply: but only until we make payment or offer to pay or A. Under Liability Coverage to "bodily injury" deposit in court that part of judgment(s) not exceeding "personal and advertising injury" or "property our limit of insurance. damage' 4. We shall also have the sole right to make settlement of 1. With respect to which an insured under this a "suit"as we deem expedient. policy, is also an insured under a nuclear ® energy liability policy issued by the: 5. If not permitted by law or otherwise to perform these a. Nuclear Energy Liability Insurance duties, we will pay an insured for defense costs and Association; expenses incurred with our prior written consent. 6. Amounts we pay or incur pursuant to the obligation to b. Mutual Atomic Energy Liability ® defend or pay the costs and expenses of defense are Underwriters; or in addition to, and not subject to, the limits of c. Nuclear Insurance Association of insurance stated in the Declarations. Canada; 7. In addition to our limits of insurance, we will pay or any of their successors, or would be an prejudgment interest awarded against an insured on insured under any such policy but for its that part of a judgment covered by this policy. We will G-15057-C Page 15 of 17 (Ed. 06105) G-15067-C (Ed. 06/05) termination upon exhaustion of its limit of II. As used in this endorsement: liability, or A. "Hazardous properties" include radioactive, toxic 2. Resulting from the "hazardous properties" of or explosive properties. "nuclear material"and with respect to which: B. "Nuclear material" means "source material," a. Any person or organization is required to "special nuclear material"or"byproduct material." maintain financial protection pursuant to C. "Source material," "special nuclear material" and the Atomic Energy Act of 1954, or any law "by-product material" have the meanings given or amendment thereof; or them in the Atomic Energy Act of 1954 or in any b. The insured is, or had this policy not been law amendatory thereof. issued would be, entitled to indemnity D. "Spent fuel" means any fuel element or fuel from the United States of America, or any component, solid or liquid, which has been used agency thereof, under any agreement entered into by the United States of or exposed to radiation in a "nuclear reactor." America, or any agency thereof, with any E. "Waste" means waste material: person or organization. 7. Containing "by-product material" other than B. Under any Supplementary Payments provision the tailings or waste produced by the relating to first aid, to expenses incurred with extraction or concentration of uranium or respect to "bodily injury" resulting from the thorium from ore processed primarily for its "hazardous properties" of "nuclear material," and "source material"content, and arising out of the operation of a "nuclear facility" by any person or organization. 2. Resulting from the operation by any person or organization, of a "nuclear facility" included C. Under any Liability Coverage, to "bodily injury" within paragraphs 1. and 2. of the definition of "personal and advertising injury" or "property "nuclear facility." damage" resulting from the"hazardous properties" of"nuclear material," if: F. "Nuclear facility" means: 1. The"nuclear material": 1. Any"nuclear reactor"; a. Is at any "nuclear facility" owned by, or 2. Any equipment or device designed or used operated by or on behalf of, an insured; or for: b. Has been discharged or dispersed a. Separating the isotopes of uranium or therefrom; plutonium; 2. The "nuclear material" is contained in "spent b. Processing or utilizing"spent fuel" or fuel" or "waste" at any time possessed, c. handling, processing or packaging handled, used, processed, stored, transported "waste" or disposed of by or on behalf of an insured; or 3. Any equipment or device used for the processing, fabricating or alloying of special 3. The "bodily injury," "personal and advertising "nuclear material" if at any time the total injury," or "property damage" arises out of the amount of such material in the custody of the furnishing by an insured of services, insured at the premises where such materials, parts or equipment in connection equipment is located consists of or contains with the: more than: a. Planning; a. 25 grams of plutonium or uranium 233 or b. Construction, any combination thereof; or G. Maintenance, b. 250 grams of uranium 235; d. Operation, or 4. Any structure, basin, excavation, premises or place prepared or used for the storage or e. Use of disposal of"waste", any "nuclear facility," but if such facility is and includes the site on which any of the located within the United States of America, foregoing is located, all operations conducted on its territories or possessions or Canada, this such site and all premises used for such exclusion (C.3.) applies only to "property operations. damage" to such "nuclear facility" and any property threat. G-15057-C Page 16 of 17 (Ed. 06/05) G-15057-C (Ed. 06105) G. "Nuclear reactor" means an apparatus designed H. 'Property damage" includes all forms of or used to sustain nuclear fission in a self- radioactive contamination of property. supporting chain reaction or to contain a critical mass of fissionable material. a G-15057-C Page 17 of 17 (Ed. 06/05) 10ENT N^ �I, Agenda Item: Consent - 7J TO: City Council DATE: February 5, 2013 SUBJECT: Contract with GEI, Briscoe/Desimone Levee - Authorize MOTION: Authorize the Mayor to sign a Consultant Services Contract with GEI Consultants Inc. in an amount not to exceed $736,544 to provide structural and geotechnical engineering services for final design of the Briscoe/Desimone Levee Project, subject to • approval by the King County Flood Control District of the City's sheet pile wall proposal, • approval and release of $7 million grant funds from the District to the City of Kent, • obtaining an acceptable agreement with the City of Tukwila for work within Tukwila, and • final terms and conditions acceptable to the City Attorney and Public Works Director. SUMMARY: The Briscoe/Desimone Levee is located along the Green River near the north city limits. This levee is partially located within the city limits of Tukwila and provides flood protection for the Cities of Kent, Tukwila and Renton. In 2011, the City, in conjunction with the King County Flood Control District, was successful in obtaining a $7 million grant from the Washington State Legislature to fund reconstruction of the Briscoe/Desimone Levee. The City is continuing to pursue accreditation of the Briscoe/Desimone Levee from the Federal Emergency Management Agency (FEMA). As part of this accreditation effort, the City prepared a Conditional Letter of Map Revision (CLOMR) which identified 4 areas of the levee that do not meet current FEMA standards. These areas will be repaired utilizing sheet piles to construct a secondary floodwall, Under this consultant services agreement GEI will provide final engineering design for sheet pile walls and will prepare plans and specifications for the construction. The contract will only be executed if the flood wall option is chosen as the preferred flood protection method versus a setback levee. We expect the Flood Control District will make a decision on this in the spring. EXHIBITS: Scope of Services - AMEC RECOMMENDED BY: Public Works Committee BUDGET IMPACTS: This contract will be funded out of the $7 million grant. Expenses that cannot be reimbursed through the state grant will be charged to the City's Storm Drainage Utility. REQUEST FOR MAYOR'S SIGNATURE r; ® Please rill in All Applicable Boxes . . �� +-4 '. .,Rk.1ewed by Director Originator's Name: Ken Langhclz Dept/Div. Engineering/Design Extension: 5515 Date Sent �= r=d- i Date Required 4 Return to: Nancy Yoshitake --- - _ ', CONTRACT TERMINATION DATE: 12/31/14 VENDOR: GEI Consultants, Inc. DATE OF COUNCIL APPROVAL: 2/5/13 ATTACH THE COUNCIL MOTION SHEET FOR THE MAYOR - if applicable Brief Explanation of Document: The attached Amendment No. 1 is necessary to extend the time for completion to December 31, 2014 for the Briscoe/Desimone Levee Project so GEI can continue to provide engineering services for Reach 4 of the project which was on hold while Reach 2 and 3 were completed, All Contracts Must Be (touted Through The Law Department (This area to be completed by the Law Department) ELaw �Q ra. c _A, Date Forwarded to Mayor: t . aai is r _ w./ Shaded Areas To Be Completed By Administration staff Received: V Recommendations and Comments: , ° . - t, a Disposition: 4,4 p "C f/fit . ,kj, q �{„ � JI Date Returned: