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PW17-491 - Original - SE 248th St Improvements at the YMCA - Provide Public & Private Utility Coordination
,� /ori if r , „NT r-r Document Oil 1��,I/i/��!//, ��'���rJ4„%�%f ��rlr� CONTRACT COVER SHEET i 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: A & M Consulting Vendor Number: JD Edwards Number Contract Number: N (I—HI I This is assigned by City Clerk's Office Project Name: SE 248`h St. Improvements at the YMCA Description: ❑ Interlocal Agreement ❑ Change Order ❑ Amendment ® Contract ❑ Other: Contract Effective Date: 11/1/17 Termination Date: 12/31/18 Contract Renewal Notice (Days): Number of days required notice for termination or renewal or amendment Contract Manager: Ken Langholz Department: Engineering Contract Amount: $9,240.00 Approval Authority: (CIRCLE ONE) Department Director Mayor City Council Detail: (i.e. address, location, parcel number, tax id, etc.): Provide public and private utility coordination for the project As of: 08/27/14 ``�✓ K�N T CONSULTANT SERVICES AGREEMENT between the City of Kent and A & M Consulting THIS AGREEMENT is made between the City of Kent, a Washington municipal corporation (hereinafter the "City"), and A & M Consulting organized under the laws of the State of Washington, located and doing business at 18119 NE 30t6 St., Redmond, WA 98052, Phone: (206) 276-3635, Contact: Arnie Tomac (hereinafter the "Consultant"). I. DESCRIPTION OF WORK. Consultant shall perform the following services for the City in accordance with the following described plans and/or specifications: The Consultant shall provide public and private utility coordination services for the SE 2481h St. Improvements project at the YMCA. For a description, see the Consultant's Scope of Work which is attached as Exhibit A and incorporated by this reference. Consultant further represents that the services furnished under this Agreement will be performed in accordance with generally accepted professional practices within the Puget Sound region in effect at the time those services are performed. II. TIME OF COMPLETION. The parties agree that work will begin on the tasks described in Section I above immediately upon the effective date of this Agreement. Consultant shall complete the work described in Section I by December 31, 2018. III. COMPENSATION. A. The City shall pay the Consultant, based on time and materials, an amount not to exceed Nine Thousand, Two Hundred Forty Dollars ($9,240.00), for the services described in this Agreement. This is the maximum amount to be paid under this Agreement for the work described in Section I above, and shall not be exceeded without the prior written authorization of the City in the form of a negotiated and executed amendment to this agreement. The Consultant agrees that the hourly or flat rate charged by it for its services contracted for herein shall remain locked at the negotiated rate(s) for a period of one (1) year from the effective date of this Agreement. The Consultant's billing rates shall be as delineated in Exhibit A. B. The Consultant shall submit monthly payment invoices to the City for work performed, and a final bill upon completion of all services described in this Agreement. The City shall provide payment within forty-five (45) days of receipt of an invoice. If the City objects to all or any portion of an invoice, it shall notify the Consultant and reserves the option to only pay that portion of the invoice not in dispute. In that event, the parties will immediately make every effort to settle the disputed portion. IV. INDEPENDENT CONTRACTOR. The parties intend that an Independent Contractor- Employer Relationship will be created by this Agreement. By their execution of this Agreement, and in accordance with Ch. 51.08 RCW, the parties make the following representations: CONSULTANT SERVICES AGREEMENT - 1 ($20,000 or Less) A. The Consultant has the ability to control and direct the performance and details of its work, the City being interested only in the results obtained under this Agreement. B. The Consultant maintains and pays for its own place of business from which Consultant's services under this Agreement will be performed. C, The Consultant has an established and independent business that is eligible for a business deduction for federal income tax purposes that existed before the City retained Consultant's services, or the Consultant is engaged in an independently established trade, occupation, profession, or business of the same nature as that involved under this Agreement. D. The Consultant is responsible for filing as they become due all necessary tax documents with appropriate federal and state agencies, including the Internal Revenue Service and the state Department of Revenue. E, The Consultant has registered its business and established an account with the state Department of Revenue and other state agencies as may be required by Consultant's business, and has obtained a Unified Business Identifier (UBI) number from the State of Washington. F, The Consultant maintains a set of books dedicated to the expenses and earnings of its business. V. TERMINATION. Either party may terminate this Agreement, with or without cause, upon providing the other party thirty (30) days written notice at its address set forth on the signature block of this Agreement. After termination, the City may take possession of all records and data within the Consultant's possession pertaining to this project, which may be used by the City without restriction. If the City's use of Consultant's records or data is not related to this project, it shall be without liability or legal exposure to the Consultant. VI. DISCRIMINATION. In the hiring of employees for the performance of work under this Agreement or any subcontract, the Consultant, its subcontractors, or any person acting on behalf of the Consultant or subcontractor shall not, by reason of race, religion, color, sex, age, sexual orientation, national origin, or the presence of any sensory, mental, or physical disability, discriminate against any person who is qualified and available to perform the work to which the employment relates. Consultant shall execute the attached City of Kent Equal Employment Opportunity Policy Declaration, Comply with City Administrative Policy 1.2, and upon completion of the contract work, file the attached Compliance Statement. VII. INDEMNIFICATION. Consultant shall defend, indemnify and hold the City, its officers, officials, employees, agents and volunteers harmless from any and all claims, injuries, damages, losses or suits, including all legal costs and attorney fees, arising out of or in connection with the Consultant's performance of this Agreement, except for that portion of the injuries and damages caused by the City's negligence. The City's inspection or acceptance of any of Consultant's work when completed shall not be grounds to avoid any of these covenants of indemnification. Should a court of competent jurisdiction determine that this Agreement is subject to RCW 4.24.115, then, in the event of liability for damages arising out of bodily injury to persons or damages to property caused by or resulting from the concurrent negligence of the Consultant and the City, its officers, officials, employees, agents and volunteers, the Consultant's duty to defend, indemnify, and hold the City harmless, and Consultant's liability accruing from that obligation shall be only to the extent of the Consultant's negligence. CONSULTANT SERVICES AGREEMENT - 2 ($20,000 or Less) IT IS FURTHER SPECIFICALLY AND EXPRESSLY UNDERSTOOD THAT THE INDEMNIFICATION PROVIDED HEREIN CONSTITUTES THE CONSULTANT'S WAIVER OF IMMUNITY UNDER INDUSTRIAL INSURANCE, TITLE 51 RCW, SOLELY FOR THE PURPOSES OF THIS INDEMNIFICATION. THE PARTIES FURTHER ACKNOWLEDGE THAT THEY HAVE MUTUALLY NEGOTIATED THIS WAIVER. In the event Consultant refuses tender of defense in any suit or any claim, if that tender was made pursuant to this indemnification clause, and if that refusal is subsequently determined by a court having jurisdiction (or other agreed tribunal) to have been a wrongful refusal on the Consultant's part, then Consultant shall pay all the City's costs for defense, including all reasonable expert witness fees and reasonable attorneys' fees, plus the City's legal costs and fees incurred because there was a wrongful refusal on the Consultant's part. The provisions of this section shall survive the expiration or termination of this Agreement. VIII. INSURANCE. The Consultant shall procure and maintain for the duration of the Agreement, insurance of the types and in the amounts described in Exhibit B attached and incorporated by this reference. IX. EXCHANGE OF INFORMATION. The City will provide its best efforts to provide reasonable accuracy of any information supplied by it to Consultant for the purpose of completion of the work under this Agreement. X. OWNERSHIP AND USE OF RECORDS AND DOCUMENTS. Original documents, drawings, designs, reports, or any other records developed or created under this Agreement shall belong to and become the property of the City. All records submitted by the City to the Consultant will be safeguarded by the Consultant. Consultant shall make such data, documents, and files available to the City upon the City's request. The Consultant acknowledges that the City is a public agency subject to the Public Records Act codified in Chapter 42.56 of the Revised Code of Washington. As such, the Consultant agrees to cooperate fully with the City in satisfying the City's duties and obligations under the Public Records Act. The City's use or reuse of any of the documents, data, and files created by Consultant for this project by anyone other than :Consultant on any other project shall be without liability or legal exposure to Consultant. XI, CITY'S RIGHT OF INSPECTION. Even though Consultant is an Independent contractor with the authority to control and direct the performance and details of the work authorized under this Agreement, the work must meet the approval of the City and shall be subject to the City's general right of inspection to secure satisfactory completion. XII, WORK PERFORMED AT CONSULTANT'S RISK. Consultant shall take all necessary precautions and shaill be responsible for the safety of its employees, agents, and subcontractors In the performance of the contract work and shall utilize all protectlon necessary for that purpose. All work shall be done at Consultant's own risk, and Consultant shall be responsible for any loss of or damage to materials, tools, or other articles used or held for use in connection with the work. XIII. MISCELLANEOUS PROVISIONS. A. gcyclabie Materials. Pursuant to Chapter 3.80 of the Kent Clty Code, the City requires Its contractors and consultants to use recycled and recyclable products whenever practicable. A price preference may be available for any designated recycled product. B. Non-Waiver of Breach. The failure of the City to insist upon strict performance of any of the covenants and agreements contained in this Agreement, or to exercise any option conferred by this Agreement in one or more instances shall not be construed to be a waiver or relinquishment of those covenants, agreements or options, and the same shall be and remain in full force and effect. C. Resolution of Disputes and Governing_Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Washington. If the parties are unable to settle any dispute, difference or claim arising from the parties' performance of this Agreement, the exclusive means CONSULTANT SERVICES AGREEMENT - 3 ($20,000 or Less) of resolving that dispute, difference or claim, shall only be by filing suit exclusively under the venue, rules and jurisdiction of the King County Superior Court, King County, Washington, unless the parties agree in writing to an alternative dispute resolution process. In any claim or lawsuit for damages arising from the parties' performance of this Agreement, each party shall pay all its legal costs and attorney's fees incurred in defending or bringing such claim or lawsuit, including all appeals, in addition to any other recovery or award provided by law; provided, however, nothing in this paragraph shall be construed to limit the City's right to indemnification under Section VII of this Agreement. D. Written Notice. All communications regarding this Agreement shall be sent to the parties at the addresses listed on the signature page of the Agreement, unless notified to the contrary. Any written notice hereunder shall become effective three (3) business days after the date of mailing by registered or certified mail, and shall be deemed sufficiently given if sent to the addressee at the address stated in this Agreement or such other address as may be hereafter specified in writing. E. Assignment. Any assignment of this Agreement by either party without the written consent of the non-assigning party shall be void. If the non-assigning party gives its consent to any assignment, the terms of this Agreement shall continue in full force and effect and no further assignment shall be made without additional written consent. F. Modification. No waiver, alteration, or modification of any of the provisions of this Agreement shall be binding unless in writing and signed by a duly authorized representative of the City and Consultant. G. Entire Agreement. The written provisions and terms of this Agreement, together with any Exhibits attached hereto, shall supersede all prior verbal statements of any officer or other representative of the City, and such statements shall not be effective or be construed as entering into or forming a part of or altering in any manner this Agreement. All of the above documents are hereby made a part of this Agreement. However, should any language in any of the Exhibits to this Agreement conflict with any language contained in this Agreement, the terms of this Agreement shall prevail. H. Compliance with Laws. The Consultant agrees to comply with all federal, state, and municipal laws, rules, and regulations that are now effective or in the future become applicable to Consultant's business, equipment, and personnel engaged in operations covered by this Agreement or accruing out of the performance of those operations. I. Pgblic Records Act. The Consultant acknowledges that the City is a public agency subject to the Public Records Act codified in Chapter 42.56 of the Revised Code of Washington and documents, notes, emails, and other records prepared or gathered by the Consultant in its performance of this Agreement may be subject to public review and disclosure, even if those records are not produced to or possessed by the City of Kent. As such, the Consultant agrees to cooperate fully with the City in satisfying the City's duties and obligations under the Public Records Act. J. City Business License Required. Prior to commencing the tasks described in Section I, Contractor agrees to provide proof of a current city of Kent business license pursuant to Chapter 5.01 of the Kent City Code. CONSULTANT SERVICES AGREEMENT - 4 ($20,000 or Less) K. Counterparts and Signatures by Fax or Email. This Agreement may be executed in any number of counterparts, each of which shall constitute an original, and all of which will together constitute this one Agreement. Further, upon executing this Agreement, either party may deliver the signature page to the other by fax or email and that signature shall have the same force and effect as if the Agreement bearing the original signature was received in person. IN WITNESS, the parties below execute this Agreement, which shall become effective on the last date entered below. All acts consistent with the authority of this Agreement and prior to its effective date are ratified and affirmed, and the terms of the Agreement shall be deemed to have applied. ..._...... CONSULTANT CITY O KENT: By (si nature V(sign Cure) Print Name: N ✓� ( +� l Cry-e- Print Name: Timothy J. LaPorte, P.E. Its: Its: Public Works Director (title) DATE: LLJ/( C 2._..... DATE: _..............------- ........ NOTICES TO BE SENT TO:_._._ NOTICES TO BE SENT TO: CONSULTANT: CITY OF KENT: Arnie Tomac Timothy J. LaPorte, P.E. A & M Consulting City of Kent 18119 NE 301h St. 220 Fourth Avenue South Redmond, WA 980S2 Kent, WA 98032 (206) 276-3635 (telephone) (253) 856-5500 (telephone) (253) 209-4886 (facsimile) (253) 856-6500 (facsimile) A&M Consulting-2401°/Langhd, CONSULTANT SERVICES AGREEMENT - S ($20,000 or Less) DECLARATION CITY OF KENT EQUAL EMPLOYMENT OPPORTUNITY POLICY The City of Kent is committed to conform to Federal and State laws regarding equal opportunity. As such all contractors, subcontractors and suppliers who perform work with relation to this Agreement shall comply with the regulations of the City's equal employment opportunity policies. The following questions specifically identify the requirements the City deems necessary for any contractor, subcontractor or supplier on this specific Agreement to adhere to. An affirmative response is required on all of the following questions for this Agreement to be valid and binding. If any contractor, subcontractor or supplier willfully misrepresents themselves with regard to the directives outlines, it will be considered a breach of contract and it will be at the City's sole determination regarding suspension or termination for all or part of the Agreement; The questions are as follows: 1. I have read the attached City of Kent administrative policy number 1.2. 2. During the time of this Agreement I will not discriminate in employment on the basis of sex, race, color, national origin, age, or the presence of all sensory, mental or physical disability. 3. During the time of this Agreement the prime contractor will provide a written statement to all new employees and subcontractors indicating commitment as an equal opportunity employer. 4. During the time of the Agreement I, the prime contractor, will actively consider hiring and promotion of women and minorities. 5. Before acceptance of this Agreement, an adherence statement will be signed by me, the Prime Contractor, that the Prime Contractor complied with the requirements as set forth above. By signing below, I agree to fulfill the five requirements referenced above. By: t" For: f Title: Date: Id EEO COMPLIANCE DOCUMENTS - 1 CITY OF KENT ADMINISTRATIVE POLICY NUMBER: 1.2 EFFECTIVE DATE: January 1, 1998 SUBJECT: MINORITY AND WOMEN SUPERSEDES: April 1, 1996 CONTRACTORS APPROVED BY Jim White, Mayor POLICY: Equal employment opportunity requirements for the City of Kent will conform to federal and state laws. All contractors, subcontractors, consultants and suppliers of the City must guarantee equal employment opportunity within their organization and, if holding Agreements with the City amounting to $10,000 or more within any given year, must take the following affirmative steps: 1. Provide a written statement to all new employees and subcontractors indicating commitment as an equal opportunity employer. 2. Actively consider for promotion and advancement available minorities and women. Any contractor, subcontractor, consultant or supplier who willfully disregards the City's nondiscrimination and equal opportunity requirements shall be considered in breach of contract and subject to suspension or termination for all or part of the Agreement. Contract Compliance Officers will be appointed by the Directors of Planning, Parks, and Public Works Departments to assume the following duties for their respective departments. 1. Ensuring that contractors, subcontractors, consultants, and suppliers subject to these regulations are familiar with the regulations and the City's equal employment opportunity policy. 2. Monitoring to assure adherence to federal, state and local laws, policies and guidelines. EEO COMPLIANCE DOCUMENTS - 2 CITY OF KENT EQUAL EMPLOYMENT OPPORTUNITY COMPLIANCE STATEMENT This form shall be filled out AFTER COMPLETION of this project by the Contractor awarded the Agreement. I, the undersigned, a duly represented agent of _ Company, hereby acknowledge and declare that the before-mentioned company was the prime contractor for the Agreement known as -- that was entered into on the (date) between the firm I represent and the City of Kent. I declare that I complied fully with all of the requirements and obligations as outlined in the City of Kent Administrative Policy 1.2 and the Declaration City of Kent Equal Employment Opportunity Policy that was part of the before-mentioned Agreement. By: For: _ Title: Date; EEO COMPLIANCE DOCUMENTS - 3 EXHIBIT A A&M Consulting SE 248'f' Street Improvements Project at the YMCA Scone of Work The Consultant shall provide consultation services to the City for public and private utility coordination for the SE 248th Street Improvements Project at the YMCA. These services shall include the following: Evaluate impacts of the City's project on private utilities' equipment. Coordinate with Puget Sound Energy to execute a Schedule 74 Conversion Agreement for undergrounding of overhead power. Coordinate with Puget Sound Energy on relocating gas facilities. Coordinate with private property owners to facilitate conversion of their private services from overhead to underground. Coordinate with other utilities and City Staff for construction of a joint utility trench and conversion of services from overhead to underground. Coordinate with private utility companies for relocation of their facilities that conflict with the City's proposed project. Coordinate with private utilities, prepare agreements and cost estimates for utility relocations. Provide construction coordination and provide advice on resolution of conflicts related to private utilities during construction of the City's public projects. Budget 140 hours x $66.00 per hour = $9,240.00 EXHIBIT B INSURANCE REQUIREMENTS FOR CONSULTANT SERVICES AGREEMENTS Insurance The Consultant shall procure and maintain for the duration of the Agreement, insurance against claims for injuries to persons or damage to property which may arise from or in connection with the performance of the work hereunder by the Consultant, their agents, representatives, employees or subcontractors. A. Minimum Scope of Insurance Consultant shall obtain insurance of the types described below: 1. Automobile Liability insurance covering all owned, non-owned, hired and leased vehicles. Coverage shall be written on Insurance Services Office (ISO) form CA 00 01 or a substitute form providing equivalent liability coverage. If necessary, the policy shall be endorsed to provide contractual liability coverage. 2. Commercial General Liability insurance shall be written on ISO occurrence form CG 00 01. The City shall be named as an Additional Insured under the Consultant's Commercial General Liability insurance policy with respect to the work performed for the City using ISO additional insured endorsement CG 20 10 11 85 or a substitute endorsement providing equivalent coverage. 3. Workers' Compnsabon coverage as required by the Industrial Insurance laws of the State of Washington. B. Minimum Amounts of Insurance Consultant shall maintain the following insurance limits: 1. Automobile Liabi_ll insurance with a minimum combined single limit for bodily injury and property damage of $1,000,000 per accident. 2. Commercial General Liability insurance shall be written with limits no less than $1,000,000 each occurrence, $2,000,000 general aggregate. EXHIBIT B (Continued) C. Other Insurance Provisions The insurance policies are to contain, or be endorsed to contain, the following provisions for Automobile Liability and Commercial General Liability insurance: 1. The Consultant's insurance coverage shall be primary insurance as respect the City. Any Insurance, self-insurance, or insurance pool coverage maintained by the City shall be excess of the Consultant's insurance and shall not contribute with it. 2. The Consultant's insurance shall be endorsed to state that coverage shall not be cancelled by either party, except after thirty (30) days prior written notice by certified mail, return receipt requested, has been given to the City. 3. The City of Kent shall be named as an additional insured on all policies (except Professional Liability) as respects work performed by or on behalf of the Consultant and a copy of the endorsement naming the City as additional insured shall be attached to the Certificate of Insurance. The City reserves the right to receive a certified copy of all required insurance policies. The Consultant's Commercial General Liability insurance shall also contain a clause stating that coverage shall apply separately to each insured against whom claim is made or suit is brought, except with respects to the limits of the insurer's liability. D. Acceptability of Insurers Insurance is to be placed with insurers with a current A.M. Best rating of not less than A:VII. E. Verification of Coverage Consultant shall furnish the City with original certificates and a copy of the amendatory endorsements, including but not necessarily limited to the additional insured endorsement, evidencing the insurance requirements of the Consultant before commencement of the work. F. Subcontractors Consultant shall include all subcontractors as insureds under its policies or shall furnish separate certificates and endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the same insurance requirements as stated herein for the Consultant. IT i / !Ul / ..._._....H L....._._.—..._ THIS CERTIFICATEIS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER AND THE CERTIFICATE HOLDER 'QRTANT: H the certificate hDlder is an ADDITIONAL INSURED,the _ policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. 1BROGATION IS WAIVED,subject to the terms and conditions of the policy, certain policies may require an endmsement A stalernart on this certificate does not confer r11W tfr them certlficafe holder in lien of such OndOrsurnenf sa rW., ..�. _..,.._. ......,.., AJ GALT.A.GHER & CO INS BRKRS CA/PHS (866) 467 87-i0 NoI.. (888) 443 C112 ,......__ ...-_. ...._.Y ._ ...._.. _—_,. 255202 P : (866) 467-8730 F: (888) 443-6112 ANoa�Sy PO BOX 33015 wsuNFx(s)APwaUrNG cov�CE SAN ANTONIO TX 78265 xHrrtfoTa '�sJley �n� o _ rnsvueN e ausuexPn e ARNOLD TC7MAC DBA A & M CONSULTING r .,r�FUU __._.... .........—., ...._ ......__...._.. w -_..�m�_._.... 18119 '_VE 30TH ST --- ..m._......__. .. .... ...... _.m ..._..._.._, T EDMOND FdA. 92052 ' wsuaertF COVERAGES CERTIFICATE NUMBER � REY9SIONNUMBER- POLICY PERIOD INDICATED. NOTWTTHSIANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WRH RESPtC7 f0 WHICH THIS CERTIFICA rE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERM$EXGLUSIONS AND CONDDIONS OF SUCH POLICIES.LIMRS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS- ,,, .. ....._— ._, .. ixxx TYPE DY INt[envC6 dTrCW'Sf/A' PUI TCPIVrfhrJJ,rAC NPAIAY'YYGN fyyr Y(p},Ty &Lk. , ._ . .... _ 2YS8 9r171 ('''Y'' ..., IMAC'dlfd!1':1'YYd ...., _ _.. L✓M/YJ GOMMERC IAL GENERAL LLABILIYY LAc LIURRENCE s2, 000, 000 CLAIMS IADE�X...I OCCUR DAMAGE ifS RLNTFU 5300, 000 . -.. i) �cneral Lld}y x T/ ,I;E tn,�;7z, �i/u1/>orI nnI - ..... _ /201 f MFD Exe rn�r we pa�we7 ,If), 000 ..- ............ .. eERsoNALx,aovINJURY q2, 000, 000 c:F`NLnGareLc�. r,EUMIIArrPuzsPcrz GENERALAGGREGATE. . 4, 000, 000 l OLIGY PRO fM LOG __.TS ... JFCT` PRODUCTS COMPIOPM,G 4, OOD 000 OUIFR ..,..._.� ._ -._„ OM01INIF LO.BILfiY MY AUTO s2, 000,000 BODILY INJURY(Pa pe --- ?4 OWNED - SCHEDULED IT iL URLWl" 110 /21L' 11 "H/2) BODILY INJURY(Per u rrr x AUTOS ONLY AUTOS g HInED )( NONOWNED PROPIERiY DAMAGE - m AUTOS ONLY AUTOS ONLY (P urvdm lY y UMBRELLA llAR 0(%CI1R EACH OCCU WUI4CE _. GFrEGA- EXCESS LIAB CLAIM MALIE AGGREGATE , x'rI$(,(yyy[T1raeFNsaTultt Kfl -. �IO,`EII- .wLeMvtOrCYs[.Wtfln �5'ATWIP L`riANY _... OFFIUEJJ FI P:'rf)f,utt.rseNerrrrxtaCunvrraca E L FAGHA,CIDEMI °1 000, 000 OFFI{7E{GMLM BE.R EX(,IIln EQr N,A w A (Mandatory In NH) � IZ MI UEO", 1.)./L1/%UI1 11/01/201.0 E I DISEASE EA EMPLOYEE&i 000 000 Ir yes.describe ara„r DESCWPTION OF OPERATIONS below EI DI EASE POUCYUMUF 0, 000, 000 I7k5CFt(Y7TOiN OF OPFR4TIONS/LOCATIONS/1AEH _.. ............�_—__ ...... _ .. ,,,_.. ___. I(¢�ID RD IQ1,Adddional Remarks Scfwdub rr ry br attached ff more space-s regwrod) Those usual to the Osured's Operations_ Certificate Holder is an Additional. Insured per the Business Liability Coverage Polrn S.S0008 attached to this policy. ..... GER'PIFIGATE H©LDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED The ity of Kent BEFORE THE EXPIRATION DATE THEREOF,NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS, Pub---mac Works Engineering 222 4 T H AVE S KENT, WA 98032 0�6 2015 A G pRfB CIDIAP 3RAT10N.AI ti hk5 reserved. ,CORD 25 (20'16103) The ACORD name and logo are registered marks of ACORD BUSINESS LIABILITY COVERAGE FORM r 1 QUICK REFERENCE BUSINESS LIABILITY COVERAGE FORM READ YOUR POLICY CAREFULLY BUSINESS LIABILITY COVERAGE FORM Beginning on Page A. COVERAGES 1 Bus{ness Liability 1 Medical Expenses 2 Coverage Fxionslon-supplementary Payments 2 B. EXCLUSIONS 3 C. WHO IS AN INSURED 10 D. LIABILITY AND MEDICAL EXPENSES LIMITS OF INSURANCE 14 E. LIABILITY AND MEDICAL EXPENSES GENERAL CONDITIONS 19 1. Bankruptcy 15 2. Duties In The Event Of Occurrence, Offense,Claim Or sult 15 3. Financial Responsibility Laws 16 4. Legal Action Against Us 16 S. Separation Of Insureds 16 6, Representations 16 7. Other Insurance 16 8. Transfer'Of Rfghts Of Recovery Against Others To Us 17 F. OPTIONAL ADDITIONAL INSURED COVERAGES 18 Additional Insureds 18 G. LIABILITY AND MEDICAL EXPENSES DEFINITIONS 20 N Farm SS 00 08 04 05 BUSINESS LIABILITY COVERAGE FORD Varlous provisions in this policy restrict coverage, Read the entire policy carefully to determine rights, duties and what Is and Is not covered. Throughout this policy,the words"you"and"your"refer to the Named Insured shown in the Declarations. The words "wo", "us"and"our"refer to the stock Insurance company member of The Hartford providing this Insurance. The word"Insured"means any person or organizatfon qualifying as such under Section C.-Who Is An Insured. Other words and phrases that appear In quotation marks have special meaning, Refer to Section G, - Llablllty And Medical Expenses Oeflnldons, A. COVERAGES (a) The "bodlly injury" or "property 1. BUSINESS LIABILITY COVERAGE (BODILY damaga" Is caused by an INJURY PROPERTY DAMAGE PERSONAL "occurrence"that takes place In the AND ADVERTISING INJURY) "coverage territory"; Insuring Agreement (b) Tho "bodily Injury' or "property „ a. We will a those sums that the Insured damage occurs du ng the palsy pay period;and becomes legally obligated to pay as (c) Prier to the policy period, no Insured damages because of "bodily Injury", "property dame a or "personal and fisted under Is An Ins r of Section g " p C. — Who Is An insured and no adverising lnjory' to which this Insurance "employee"authorized byyou fo gfve applles. We will have the right and duty to or receive notice of an "occurrence" defend the Insured against any "suit" or claim,knew that the"bodll Injury" seeking those damages, However, we will c r ry have no duty to defend the insured against In "Property damage' had occurred, any "suit" seeking damages for "bodily in insuwholred or th part, If such a listed Injury", "'property damage°"or"personal and Insured or authorized "employee" advertising Injury" to which this Insurance th knew, Oder to the policy period, that doesnota i . the "bodily Injury' or property apply. damage" occurred, then any We may, at our dfscretlon, Investigate any continuation, change or resumption "occurrence"or offense and settle any claim of such "bodily injury" or "property or:'sull"that may result, But: damage" during or after the policy (1) The amount we will pay for damages is period will be deemed to have bean Ilmlted as described In Sectfon D. - known pdorto the policy period. Liability And Medical Expenses Limits (2) To "personal and advertising injury" Of Insurance;and caused by an offense arising out of your (2) Our right and duty to defend ends when business, but only If the offense was we have used up the applfcabla Ilmit of committed In the "coverage territory" insumnoo In the payment of judgments, during the policy period. settlements or medical expenses to which c. "Bodily Injury" or"property damage" will be this insurance applies. deemed to have been known to have No other obligation or liability to pay sums or occurred at the earliest time when any perform sole or services Is covered unless insured listed under Paragraph 1,of Section explicitly provided for under Coverage C.—Who Is An Insured or any "employee" Extension-Supplementary Payments. authorized by you to give or receive notice b. This Insurance applies: of an"occurrence"or claim: (1) To "bodily Injury" and "property (1) Reports all, or any part, of the "bodily damage"oniylf: Injury" or "property damage" to us or any other Ensurer, 6 Form SS 00 08 04 05 Pagel of 24 2005,The Hartford )BUSINESS LIABILITY COVERAGE FORM (2) Recalves a wdtfen or verbal demand or h. We,will make the$$payments regardless of claim,for damages because of the"bodily fauil. These payments will not exceed the Nnjury"or"propartydamage'';or applicable limit of Insurance. We will pay reasonable expanses for. (3) 0a;uomos A o try any other means that 1 First aid administered at the lima of an "badlfy IrrJuryry" or "property damage' has ( ) accident; occurred or has begun to occur. d, oam ages because of"bodily injury" Include (2) denials sy medical surgical. prostheticand damages claimed by any person or devices;and organization for care, 1039 of services or death resulting at any time from the"bodily (3) Necprofessary ambulance,nursing hospital, ospitfuner al, n services, e. Incidental Medical Maipractice (1) "Bodily Irnjruy" arising out of the 3. COVERAGE EXTENSION- rendering of or failure to render SUPPLEMENTARY pAYMENTS professional health care services as a a. We will pay, with respect to any claim or physician, dentist, nurse, amargency "Sulu" we Investigate or settle, or any „suit" medical fechnicten or paramedic shelf against an Insured we defend: be deemed to be caused by an (1) All expenses we Incur. 'occurrence',but only If: (2) Up to $1,000 for the cost of ball bonds (a) i'ho physician, denflst, nurso, required because of accidents or traffic emargency madleal technician or lawn violations arising cut of the use of paramedic IS employed by you, to any ve3doie to which Business Liability provide such services;and Coverage for"bodily Injury"applies. WO (b) You are not engaged In the do not have to furnish these bonds. business or occupation of providing (3) Thu cost of appeal bonds or bonds to such services, release attachments, but only for bond [2) For the purpoaa of determining the amounts within the applicable limit of limits of insurance for Incldental msdical Insurance We do not have to furnish malpractice, any act or omisslon these bonds. together with ail related acts or (q) I'reasonable expenses Incurred by the omissions in the furnishing of these Insured at our request to assist us In the services to any one person will be investigation or defense of the claim or considered one"occurrence". "suif", including actual fees of earnings 2. MEDICAL EXPENSES up to $50o a day because of time off Insuring Agreement from wcrk. a. We will pay medleal expenses as described (5) All costs taxed against the Insured In below far "bodily Injury' caused by an the°''cult", accident: (5) Prejudgment Interest awarded against (1) On premises you own or rent; the Insured on that part of the we pay, if we make an offer to pay judgment nt (2) On ways next to premises you own or applicable limit of Insurance,we will not rent;or pay any prejudgment Interest based an (3) Because of your operations; that period of time attar the offer. provided that: (7) All interest on the full amtunt of any (1) The accident takes place In iha judgment that accrues after entry of the °coverage territory" and during tho judgment and before we have paid„ Policy period; offered go pay, or deposited in court the (2) The expenses are Incurred and reported part' of the judgment that is within file to us within time years of the data of applicable limit of insurance. the accident; abouewlllnotredu ethelim amounts paid under (s)ofl Insurance. (3) T]ta injured person submits to examination, at our expense, by i physielans of our choice as often as we reasonably require. Form SS 00 08 04 05 Page 2 of 24 BUSINESS LIABILITY COVERAGE FORM b. If we defend an Insured against a "sult" So long as the above conditions are met, and an Indemnitea of the insured is also attorneys' fees Incurred by us In the named as a party to the "suit", we will defense of that Indamnitee, necessary defend that indo mnitee If all of the litigation expenses Incurred by us and following conditions are met; necessary IfOgatlon expenses Incurred (1) The "suit" against the Indamnitee by the Indemnitea at our request will be seeks damages for which the Insured paid as Supplementary Payments. has assumed the liability of the Notwithstanding the provisions of Indemnitea In a contract or agreement Paragraph 1.b.(b) of Section B, — that is an"insured contract'; Exclusions, such payments will not be (2) This Insurance applies to such liability deemed to be damages for "bodily assumed by the Insured; Injury"and"property damage' and will not reduce the Limits of insurance. the defense of, that indemnitee, hass(3) The obligation to defend,or the cost our obligation to defend an Insured's also been assumed by the Insured in Indamnitee and to pay for attorneys' fees the same"Insured contract'; and necessary litigation expenses as Supplementary Payments ends when: Information w (4) The allegations we know about the In the "'suit" and the (1) We have used up the applicable limit "occurrence" are such that no conflict of Insurance in the payment of appears to exist between the Interests judgments or settlements;or of this Insured and the Interest of the (2) The conditions set forth above, or the Indemnities: terms of the agreement described In. (5) The Indemnitea and the Insured ask Paragraph($)above,are no longer met us to conduct and control the defense B. EXCLUSIONS of that fndemnites against such "suit" 1. Appticable To Business Liability Coverage and agree that we can assign the same Counsel to defend the insured This Insurance does not apply to: and the Indemnitea;and a. Expected Or Intended Injury (6) The Indemnitea: (1) "Bodily Injury" or "Property damage" (a) Agrees In writing to: expected or intended front the (1) Cooperate with us in the exclusionstandpoint does of the tot apply Insured, "bodily Investigation, settlement or defense of the"suit; Injury from the „ DP properly damage" resulting e use of reasonable force to (H) immediately send us coples of protect persons or property;or any demands, notices, (2) 'Personal and advertising Injury" arising summonses or legal papers out of an offense committed by, at the received in connection with direction of or with the consent or the"suit'; acquiescence of the insured with the (III) Notify any other Insurer whose expectation of Infilcting "personal and coverage is available to the advertising injury", Indemnitea;and b. Contractual Liability (iv) Cooperate with us with (1) "Bodily Injury"or"properfydamaga";or respect to 000rdNnating other applicable insurance available (2) "Personal and advertising Injury" to the indemnitee;and for which the insured Is obligated to pay (b) Provides us with written damages by reason of the assumption of authorization to; liability In a contract or agreement. (1) Obtain records and other Thls exclusion does not apply to Ifablllty information related to the for damages because of, "suit';and (a) "Bodllyinjue,"property damage"or (II) Conduct and control the "personal and adverlsing Injury'that ( defense of the Indemnitea In the Insured would have In the ° such"suit". absence of the contract or agreement;or Form 33 00 03 04 05 Page 3 of 24 BUSINESS LIABILITY GOVERAGB FORM (b) "Bodily Injury"or"property damage" (b) Performing duties related to the assumed in a contract Or agreement conduct of the Insursd's business,or that is an "Insured contract", (2) The spouse, child, parent brother or provided the "bodiy Injury" or sister of that "@mplOyea" as a ,property damage" oars consequence of(1)above. subsequent to the execution Of the This exclusion applies: contract or agreement Solely for (1) Whether the Insured may be liable as the purpose of liability assumed In an employer or in any other capacity; an "Insured, contract", reasonable and attomayw fees and necessary litigation expenses incurred by or for (2) To any obligation to share damages a party other than an Insured are with or repay someone 0180 who must deemed to be damages because of pay damages because of the Injury. "bodily Injury" or"propacty damage" This exclusion does not apply to liability provided: assumed by the Insured under on 'Insured (I) Liability to such party for,or for contract". the cost of,that parry's defense f. Pollution has also been assumed in the (1) "Bodily injury", "properly damage" or same"insured contract",and "personal and advartlsing Injury" (11) Such attorneys` fees and arising out of the actual, alleged Or altlgat9on expenses era for threatened , discharge, disperses, defense of that party againsta seepage,migration,release or escape civil or altomat3va dlsputs of"pollutants": resolution proceeding in which (a) At or from any premises, site or damages to which this location which Is or was at any Insurance applies are alleged. time owned or occupied by, or c. Liquor Liability rented or loaned to any Insured, ( I "Bodily Injury" or "property damage' for However, this subparagraph does which any Insured may be held liable by not apply to: reason of:. (1) "Bodily Injury"tf sustained within (1) Causing of contributing to the a bullding and caused by Intoxication of any person; smoke, fumes, vapor or soot produced by or (2) The furnishing of alcoholio beverages to used to to from equipment that is u use liaat,. a person under the legal drinking age or cool or dehumidify the bullding, under the influence of alcohol;or or equipment that fs used to (3) Any statute, Ordinance or regulation heat water for personal use,by relating to the sale, gift, distribution or the building's occupants or their use of alcoholic beverages. guests; This exclusion applies only If you are In 910 (li) ,Bodily injury" or "property business of manufacfuring, distrbutog, damage"for which you may be selling, serving or furruls ing aloohcifa held liable, If you are a beverages. contractor and the owner or d, Workers' Compansatlon And similar lease@ of such premises,site or Laws location has been added to your Any obligation of the insured under a policy as an additional Insured workers' compensation, dlsablllty benefits with respect to your ongoing or unemployment compensetion law or operavons performed for that any similar low. additional Insured at ghat e. Employer's Llobility promises, site or location and "Bodily such premises, site or location in jury is not and never was owned or (1) An "employee" of the Insured arising occupied by, or rented or out of and In the course of: loaned to, any Insured, other � (a) Employment by the Insured;or than that additional Insured;or Form sS 00 08 04 05 Page 4 of 24 BUSINESS LIABILITY COVERAGE FORM (1li)"Bodily injury" or "proparty released as part of the damage" edging out of heat, operations being performed smoke or fumes from a by such Insured, contractor or "hostile fira"; subcontractor; (b) At or from any promises, site or (11) "Bodily, Injuy or "property location which Is or was at any damage" sustained within a time used by or for any Insured or building and caused by the others for the handling, storage, release of gases, fumes or disposal, procassing or treatment vapors from materials brought of waste; into that building In connection (c) Whlon are or were at any time with operations being performed transported, handled, stored, by you or on your behalf by a p contractor or subcontractor,or treated, disposed of, or processed as waste by or for. (tii)"Bodlfly Injury" or "properly (d) Any insured;or dainaga" arising out of heat, smoke or fumes from a (11) Any person or organization for "hostile firs";or whom you may be legally responsible; (e) At or from any premises, silo or ocation on which any Insured or any (d) At or from any premises, site or contractors or subcontractors locallon on which any Insured or working directly or indirectly on any any contractors or subcontractors, insured's behalf are performing working directly or indlrectly on operations if the operations are to any insured's behalf are test for, monitor, clean up, remove, performing operations If the contain, troat,detoxify or neutralize, "pollutants are brought on or to or in any way respond to,or assess the premises, site or location In the effects of,"pollutants". connection with such operations (2) Any loss, cost or expense arising out by such insured, contractor or of any: subcontractor. However, this subparagraph does not apply to: (a) Request,demand,order or stalutory (1) "Bodily Injury" or "properly or regulatory requirement that any damage" jury" cut ro flea Insured or others test for, monitor, escape ' fuels, lubricants a clean up, remove, contain, treat, other operating fluids which are detoxify to neutralize, or In any way needed to pegfonvl the normal respond to, or assess the effects of, electrical, hydraullo or pollutants";or mechanical functions (b) Ciafm or suit by or on behalf of a necessary for the operation of governmental authority for "mobile equipment"or Its parts, damages because of testing for, if such fuels,lubricants or other monitoring, cleaning up,removing, operating fluids escape from a containing, treating, detoxifying or vehicle part desl'gnad to hold, neutralizing, or in any way store on receive them. This responding to, or assessing the exception does not apply If the effects of,"pollutants". "bodily Injury" or "property However, this paragraph does not damage" arises out of the apply to liability for damages because Intentional discharge, dispersal of"property damage"that the Insured or release of the fuels, would have In the absence of such lubricants or other operating request, demand,order or statutory or fluids, or If such fuels, regulatory requfremen't, or such claim lubricants or other operating or "suit" by or on behalf of a fluids are brought on or to the governmental authority. premises, site or location with the intent that they be • discharged, dispersed or Form SS 00 08 04 05 Page 5 of 24 BUSiNESS LiABILITY COVERAGE FORM g. Aircraft,Auto Or Watercraft (2) The use of "mobJJ9 equipment" In, or damage' arising while In practice or preparation for, a "Bodiy Injury" or "property g g prearranged racing, speed or out of the ownership, maintenance, use or demolition contest or In Any stunting entrust inent b3 others of any aircraft, "auto' activity. or watercraft owned or operated by or rented I War or loaned to any Insured. Use Includes operation and"loading or unloading". "Bodily Injury", "property damage" ar This exclusion applies even If the claims °personal and advertising Injury", however against any Insured allege negligence or caused,arising"directly orindireWy,out of: other wrongdoing III the suporvlston, hiring, (1) War,Including undeclared or civil war; employment,training or mci toring of others (2) Warlike action by a military Farce, by that insured, If the "occurranoo° which Including action In hindering or caused the "bodily Injury/" or "property defending against an actual or damage" involved the ownership, expected stock, by any government, maintenance,use or entrustmentto others of scver8lgn or other authority using any alreraft, "auto" or watercraft that Is military personnel or other agents;or owned or operated by or rented or loaned to (3) insurrection, rebellion, rovoltrtion, any Insured, usurped powar, or action taken by This exclusion does not apply to: governmental authority in hindering of (1) A watercraft while ashore on premises defending against ally Of thssa. you own or rent; J. Professional Services (2) A watercraft you do not own that is: "Bodily injury", "property damage" or (a) Less than 51 Not long;and "personal and advertising Injury" arising (b) Not being used to carry persons out of the rendering of or failure to render any professional Service. This Includes foracharge; but Is not limited for (3) Perking an "auto" on, or on the ways i next tq, premises you own or rent, (1) Legal, accouning or adveNsng provided he "auto" is not owned by or sewlCes; rented or loaned to you or the insured; (2) Preparing, approving, or Taking to (4) Liability assumed under any "Insured prepare or approve mapsu shop contract" for the ownership, drawings, opinions, repo fls, surveys, maintenance or use of aircraft or field orders, change orders, designs or watercraft; drawings and spedlicallons; (5) "Bodily injury,, or "property darnago" (3) Supervisory, inspection, architectural arising out of the operation of any of or engineering activities; the equipment listed In Paragraph E(2) (4) Medical, surgical, dental, x-ray or Ur f.(3) of the definition of "mobile nursing star*aa treatment, advice or equipment";or Instruction; (o) An aircraft that Is not awned by any (5) Any. health or therapeutic service Insured and is hired,chartered or loaned treatment,advice or Instruction; with a paid crew. However, this (5) Any service, treatment, advice or exception does not apply If the Insured Instruotion for the purpose of has any other Insurance for such"bodily sppearanoa or skin enhancement,hair Injury" or "property damage", whether removal or replacement, or personat the other Insurance Is primary, excess, grooming; contingent or on any other basis. (1) Opttoai or hearing aid servicea h, Mobile Equipment Including the prescribing, preparation, "Bodily Injury" or "property damage" fitting, demonstration or distribution of arising out of: ophthalmic Jensen and sfmllar (1) The transportation of"mobile equipment" products or hearing aid devices; by an "auto" owned or operated by or rented ar loaned to any Insured;or i u Form SS 00 OB 04 05 Page 6 of 24 BUSINESS LIABILITY COVERAGE FORM (8) Optometry or optometdo services Paragraphs (1), (3) and (4) . of this Including but not limited to examination exclusion do not apply to "property of the eyes and the prescribing, damage" (other than damage by tire) to preparation, fitting,demonstra6on or premises, Including the contents of such distribution of ophthalmic lenses and premises,rented to you for a period of 7 or similar products; fewsr consecutive days, A separate Llmlt (9) Any, of Insurance applies to Damage To (a) Body piercing (not including ear Promises Rented To You as described in Section D,-Limits Of Insurance. piercing); Paragraph (2) of this exclusion does not (b) Tattooing,including but not Ilmited apply if the premises are "'your work"and to the Insertion of pigments into or were never occupled, rented or held for under the skin;and rental by you. , (c) Sfmllar servIcas; Paragraphs(3)and(4)of this exclusion do (10) Services In the practice of pharmacy; not apply to the use of elevators. and Paragraphs (3), (4), (5) and (6) of this (11) Obmputer consulting, daslgn or exclusion do not apply to liability assumed programming Services, including web under a sidetrack agreement site design. Paragraphs(3)and(4)of this exclusion do Paragraphs(4)and(0)of this exclusion do not apply to "property damage" to. not apply to the incidental Medical hcrfowed equlpirrpnt while not being used Malpractice coverage afforded under to perform operations at a fob site, l Paragraph 1,e.in Section A.-Coverages. Paragraph (6) of this exclusion does not k, Damage To Property apply to"properly damage"Included in the "Property damage"to; "products-completed operatons hazard". d (1) Property you own, rent or occupy, I. Damage To Your Product including any costs or expenses "Property damage" to "your product' Incurred by you, or any other person, arising out of it or any pert of it, organization or entity, for repair, m, Damage To Your Work replacement enhancement, restoration or maintenance of such "Properly damage" to "your work" arising property for any reason, Including out of It or any part of It and Included in the prevenflon of Injury to a person or "products-completed operations hazard", damage to another's property; This exclusion does not apply If the (2) Premises you sell, give away or damaged work or the work out of which abandon,if the"property damage"arises the damage arises was performed on your out of any part of those premises; behalf by a subcontractor, (3} Property loaned to you; n. Damage To Impaired Property Or Property Not Physically injured (4) Personal property in the care, custody "Properly damage" to "impaired property" or control of the insured; or properly that has not been physically (5) That parfloular part of real property on Injured,arising out of., which you or any contractors or (1) A defect, deficiency, Inadequacy or subcontractors working directly or Indirectly on your behalf are performing dangerous condition In "your produce' operations, If the "properly damage" or"yourwork";or arises outof those operational or (2) A defay or failure by you or anyone (a) That particular part of any property acting on your behalf to perform a that must be restored, repaired or contract or agreement In accordance replaced because "your work" was with Its terms. Incorrectly performed on It. This exclusion does not apply to the loss of use of other property arising out of sudden and accidental physical Injury to ti "your product" or"your work" after It has been put to Its intended use. Form SS 00 00 04 05 Page 7 of 24 BUSINESS LIABILITY COVERAGE FORM o. Recall Of Products, Work Or Impaired (a) Title of any literary or artistic work; Property (8) Arising out of an offense committed by Damages claimed for any loss, east or an Insured whose business is: a Advertising, broadcasting, lexpenseof u incurred ra you. c others for Oro ( ) publishing or telecasting; loss of use,withdrawal, recall, Inspection, 17 repair, replacement, adjustment, removal (b) Designing or determining content or disposal of; of web sites for others;or (1) "Yourproduct"; (a) An Internet search, access, (2) "Your work"I or content or service provider. (3) 'Impaired property"; However, this exclusion does not If such product" work or property is apply to Paragraphs a., b, and o, withdrawn or rocalled from the market or under the definidon of "personal and from use by any person or organization advertising Injury" In Section 0, — because of a known or suspected,dofopt, i lablllty And Idr'odical Expenses'. deflolancy, inadequaoy or dangerous Definitions. oondition In It. For the purposes of this exclusion, p, personal And Advertising Injury placing an "advortisement' for or a linking to others an Your web site', by "Personal and advertising Injury":ry Itself, Is not considered the business (1) Arising out of oral,written or electronto of advertising, broadcasting, pubiloall4n of material,If done by or at publishing or telecasting; the dirsotlon of the insured wIlh (9) Arising out of an electronic chat room knowledge of Gts falsity; or bulletin board the Insured hosts, (2) Arising out of oral,written oraledronio owns, or over which the insured publication of materiel whose first exercises control; publication tack place before the (10) Arising out of the unauthorized uso of beginning of policy perfad; another's name or product In your a-mall (3) Arising out of a criminal act committed address, domain name or metalags, or by or at the dkeclion of the Insured; any other slrnilar tactics to mislead (4) Arising out of any breach of contract, another's patengsl customers; except an Implied contract to use (11) Arising out of the vlalstion of a snothare "advarlsing Idea" In your person"s right of privacy created by "advertisement"; any slate or federal act. (5) Arising out of the failure of goods, However, the exclusion does not products or services to conform with apply to liability for damages that the any statement of cluslity or Insured would have In the absence of performance made in your such state or federal act; "advertisement (12) Arising out of: (6) Arising out of the wrong, description of (a) An "advertisement" for others on the price of goods„products or services; your web site; (y) Aris ing ng out of anty vrl tatsoo of any ss (b) Placing a Ilnk to a web site of others on your web site; copyright, patent, trademark, trade e of others name, trade secret, service mars or other doslgaration at origin or (a) Isnianod within a frarnt win a web la or border on your web site. Content Indudes aulhsnticlty, Infomsatilart, cad®, sounds, text, However, this exclusion does not graphlas or Images;or apply to Infringement, In your '°ad'vertlsemant",of (d) Computer code, software or (a) Copyright; programming used to enable. (1) Your web site;or (b) Slogan, unless the slogan Is also ii The presentation ortunctionaIIty a trademark, trade name, service, ( ) of an "advartisernoor or other mark,or other designation of origin content on your web site; 1 or authenticity;or Form SS 00 08 04 05 Page 8 of 24 4 BUSINESS LIABILITY COVERAGE FORM (13)Arising out of a violation of any antl- (a) May be awarded or Incurred by trust taw; reason of any claim or suit (14) Arising out of the fluctuation In price or alleging actual of threatened Injury value of any stocks, bonds or other or damage of any nature or kind to securities;or persons or properly which would not have occurred in whole or in (15)Arlsing out of discrimination or part but for the,"asbestos hazard"; humiliation committed by or at the direction of any "executive officer", (b) Arise out of any request, demand, director, stockholder, partner or order or statutory or regulatory memberofthafnsured, requirement that any insured or Electronic Data others test for, monitor, clean up, a q• remove, encapsulate, contain, Oamag,gas arising out of the loss of, loss of treat, detoxify or neutralize or In use af, damage to, corruption of, Inability any way respond to or assess the to access, or Inability to manipulate effects of an"asbestos hazard";op, _ "electronlodata". (e) Arise out of any claim or suit for r. Employment-Related Practices damages because of testing for, "Bodily Injury"or"personal and advertising monitoring, cleaning up, removing, Injury"to; erirapsulating, containing, treating, (1) A person arising out of any; detoxifyIng or neutralizing or to any way responding to or asdassing the (a) Refusal to employ that person; effects ofan"asbesiQahazard", (b) Termination of that person's I. Violation Of Statutes That Govern 5- employment;or Malls, Fax, Phone Calls Or Other (c) Employment-related practces, Methods Of Sending Material Or policies,acts or omissions, suoh as Information coercion, demoilon, evaluation, "Bodily Injury", "property damage", or reassignment, dlsdpllne, "personal arrd advertising Injury' arising defamation, harassment,humiliation directly or Indirectly out of any action or or discrimination directed at that omission that violates or Is alleged to person;or violate; (2) The spouse, child, parent, brother or (1) The Telephone Consumer Protection sister of that person as a Act(TCPA), Including any amendment consequence of "bodily injury" or of oraddldon to such law; ,personal and advertising injury"to the (2) The CAN-SPAM Act of2003,Including person at whom any of the any amendment of or additlon to such employment-related practices law;or described to Paragraphs(a), (b),or(c) above Is directed, (3) Any statute, crdinanoe or regulation, This exclusion applies: other than the TCPA or CAN-SPAM Act PP of 2003, that prohibits or limits the (1) Whether the Insured may be liable as sending, transmitting, communicating or an employer or In any other capadty; distributlon of material or Information. and Damags To Premises Rented To You (2) To any obligation to share damages Exception For Damage, By Fire, Lightning with or repay someone else who must or Explosion pay damages because of the injury. Excluslons c.through h. and k.through o. do s. Asbestos not apply to damage by tiro, lightning or 0) "Bodily Injury" "property damage" or explosion to premises rented to you or "Personal and advertising Injury temporarily occupied by you with permisslonof arising out of the"asbestos hazard"o the owner. A separate Limit of Insurance (2) Any damages, judgments, settlements, applies to this coverage as described in loss,costs or expenses that. Section D. - Liability And Medical Expenses Llmlts Of Insurance. Form SS 00 03 04 05 Page 9 of 24 `BUSINESS LIABILITY COVERAGE FORM 2" Applicable To Medical Expenses Coverage e. A trust„you are an Insured. Your trustees We will not pay expenses for"bodily Injury", are also Insureds, but only with respect to their duties as trustees. a. Any Insured 2. Each of the following Is also an Insured: To any Insured,except"volunteer workers a. Employees And Volunteer Workers b. Hired person To a parson hired to do work for or on behalf Your "volunteer rotted to° only while of any insured or a tenant of any Insured, your business, duties related m the conduct of year buslnoss" or your"employees'', other c. Injury On Normally Occupied Premises than either your"executive oftlWrs" (if you' To a person Injured on that part of are an organization other than a promises you own or rant that the person partnership,joint venture or limited liability normally occupies, oohrnpany)or your managers (it you are a d. Workers' Compensation And Similar limited liability company), but only for eats Laws within the scope of their employment by you or while performing duties related to To a person, whither or not an the conduct of your business. .employee" of any Insured, If benefits for However, none of these °employees" or the "bodily Injury" are payable or must be ovolunteerworkers"are insureds fnr: provided under a workers' eompensatlon or disability benefits law or a similar law (1J8odlladvertising Injury": or "personal end 9. Athletics Activities j ry": (a) To you, to your partners or To a person Injured while Practicing, members(if you are a partnership Instructing ar participating In any physics or Joint venture),to Your members exercises or ganhas, sports or athletic (If you are a limited liability contests, tbMpeny), or to a co-"emplayaa" it, products-Completed Operations Hazard while in the Course of his or her Included with the °products-completed employment or performing duties operations hazard". related to the conduct of your g. Business Liability Exclusions business„ or to your other "volunteer workars" while Excluded under Business Ltablfity Coverage, performing duties related to the C. WHO IS AN INSURED conduct of your business; 1. If you are designated in the Declarations as: (b) To the spouse„ child, parent, brother or sister of that co� a. An Individual, you and Your s,I,ouso are "employes" or that "volunteer Insureds, but only with respect to the worker" as a consequence of conduct of a business of which You are the Paragraph(1)(a)above; solo owner. (a) For which there Is any obligation b. A partnership or joint venture, you era sit to share damages with or repay Insured„ Your members,your partners,and someone also who must pay their spouses are also insureds,but only will, damages because of the injury respectto the oonductof your business. described in paragraphs (1)(a) or c. A limited liability company, you are an (b) above; or Insured. Your membors are also insureds, (d) Arising out of his or her providing but only with respect to the conduct of Your or failing to provide professional business. Your managers are Insureds,but health care services. only with respect to their duties as your If you are not 4t the 6ustnass of d. Annorganization other than a partnership, providing professional healli care Jnt venture or limited tlabllity company,You services, paragraph (d) does not apply a are an insured. Your"executivechicars!'and to any arorsp emergency rcnedlay directors are Insureds, but only with respect technician to pro or paramedic empioysct by you to provide such services. I to their duties as your officers or dlractors. 2 property damage"to property: your stookholders are also Insureds,but only ( ) P rtY 9 " P P rty: with respect to their liability as stoclkhotders. (a) Owned,occupied or used by, page 10 of 24 Form SS 00 08 04 05 BUSINESS LIABILITY COVERAGE FORM (b) Rented to, In the care, custody or b. Coverage under this provision does not control of, or over which physical apply to: control 19 being exercised for any (1) 09od4y Injury" or "properly damage" purpose by you, any of your ti5atoacucmd;or "employees", "volunteer you workers", e (2) "Personal and advartlsing Injury" any partner or mambo,(iff you a a partnership or joint venture), or arising out of an offense committed any member (if yowl are a limited before you acquired or formed the liability company). organization, b. Real Estate Manager 4, Operator Of Mobile Equipment Any person(other than your"employee"or Wlth respect to"mobile equipment" registered In "volunteer worker"), or any organization your name under any motor vehicle reglstretlon while acting as your real estate manager, law, any person is an insured while driving such G. Temporary Custodians Of Your equipment along a public highway with your `Property pannission., Any other person or organization Any person or organization having proper responsible for the conduct of such person Is temporary custody o} our roe If you also an Insured, but only with respect to [[ability p ry y y property rtY Y arising out of the operation of the equipment and die,but only; only If no other insurance of any kind Is available (1) Will respect to Ifablilty arising out of the to that person or organization for this I[abllfty. maintenance or use of that property;and However,no person or organization Is an Insured (2) Until your legal representative has with respect to: been appofnfed. a, "Bodily injury" to a co-"employes" of the d. Legal Representative If You Die person driving the equipment;or Ycur legal representative If you die, but b. "Property damage" to property owned by, only with respect to duties as such. That rented ro to, Inthe charge of or occupied by representative will have all your rights and youemployer of any person who Is dGtlee under this Insurance. an Insured under this provision. e. Unnamed Subsidiary 5. Operator of Nonowned Watercraft Any subsidlary and subsidiary thereof, of With respect to watercraft you do not own that yours which is a legally incorporated entity Is [ass than 51 feet long and Is not being used of which you own a financial interest of to carry persons for a charge,any person Ia an more than 50% of the voting stock on the Insured while operating such watercraft with effective date of this Coverage Pad, your permission, Any other person or The insurance afforded herein for any organfzatlon responsible for the conduct of subsidiary not shown In the herein for such person is also an Insured, but only with respect to Ilablllty arising out of the operation as a named insured does not apply to Injury or damage with respect to which an If no other Insurance of the watercraft and only insured under this Insurance Is also an n any kind Is available to That Insured under another policy or would be person or organization for this liability. an insured under such policy but for its However, no person or organization Is an fermfnatlon or upon the exhaustion of Its Insured with respect to: limits of Insurance, a. "Bodily Injury" to a co-'employee" of the 3. New[yAcqulred Or Formed Organization person operating the watercraft;or Any organization you newly acquire or form, b. "Property damage"to property owned by, other than a partnership, Joint venture or rented to, In the charge of or occupied by ilmlted Iiablilty company, and over which you you or the employer of any person who is maintain financial Interest of more than 50% of an Insured under this provision, the voting stock, will qualify as a Named 0. Additional insureds When Required By insured if there is no other similar insurance Written Contract, Written Agreement Or available to that organization. However: permit a. Coverage under this provision Is afforded The person(s) or organlzatfon(s) [dentiffed In only until the 180th day after you acquire Paragraphs a, through f. below are additional or form the organization or the and of the insureds when you have agreed, In a YM[fen policy period,whichever Is earlier,and Form SS 00 08 04 05 Page 11 of 24 'dUSINES8 LMILITY COVERAGE FORM contract, written sgreareent or beoauaa of a (a) Any 'Istlura to make such permit issued by a state or political inspections, adjustrnants, tests or subdiviaton, that such parson or or anization servicing as the vOndOr has agreed to make or normally bO added as an additional insure on your undertakes to ruskO in the usual potloy, provided the Injury or damage Occurs course of business, In connection subsequent to the execution of the contract or with the distribution or sale of the agreement,or the issuance of the permit, products; A person or organization Is an additional ( Demonstration, lnatallation„ Ensured under this provision only for that servicing or repair operations, period of time required by the contract, except such operations performed agreement Or permit. at the vendor's premises In However,no such person or organization is an connection with the sate of the additional insured under thla provlslorr If such product; person or organization is included as on (g) Produ0s which„ after distribution additional Insured by so endorsement Issued or sate by you,have been labeled by us and made a part Of this coverage Part, or relabeled or used as a Including all persons or organizations added container, part or Ingredient of any as additions t Insureds under the speoltic other thing or substance by or for additional Insured coverage grants In Section the vendor;or F,—Optional Additional insured Coverages. (it) "Bodily Injury'" or «properly a, Vendors damage" artsing out Of the sofa Any pefcon(s)or organization(s)(referred to negligence of the vendor far its below as vendor), but only with respect to own acts or omissions or those of "bodily injury" Or "Property damage" arising Its employees or anyone else out of your products"which are distributed acting on its behalf. However,this or sold In the regular course of the vendor's exclusion does not apply ta; business and only If this Coverage Part (f) The exceptions contained In provides coverage for 'bodily Injury or Subparagraphs(d)or(f);or "Property damage" CM.--d wI in the (rq Such inspections, adjustments, ""products-completed operations hazard", tests or selvicing as the vendor (1) The Insurance afforded to the, vendor has agreed to make or normally Is subject to the following additional undertakes to make In iha usual exclusions; course of business, In This Insurance does not apply to: connection wRh the dlstdbugon (a) °Bodily Injury" or "property or sale of the products. damage" for which thO vendor Is (2) -his insurance does not apply to any obligated to pay damages by insured person, or organization from reason of the assumption of whom you have acquired such products„ Iiabillty In a contractor agreement, or any Ingredient, part or container, This 'exclusion does not apply to entering Into, aocempanytteg or liability for damages that the containing such products. vendor would have In the absence b. Lessors of Equipment Of the contract or agreement; (1) Ajny person or organization front (b) Any express warranty when) you lease equipment; but only unauthorized by you; with respect to their liability ffor"bodily (c) Any physical or ohemlcal change Injury", "property damage" or In the product made. Intentioneily "personal and advertising injury" by the vendor; caused, in whole or in pall, by your (d) Repackaging, except, when maintenance, operation or use of unpacked solely for the purpose Of equipment leased to you by such inspection, demonstralton, tosllngo person ororganixaticn. of the substltullon of parts under Instructons from the manufacturer, and then repackaged In the 4 original container, Form ss 00 08 04 05 page 12 of 24