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HR18-203 - Original - AdastraGov, Inc. - Saas Services Labor Costing Module - 05/08/2018
....�' �STRecords Management Document CONTRACT COVER SHEET This is to be completed by the Contract Manager prior to submission to the City Clerk®s Office. All portions are to be completed. If you have questions® please contact the City Clerk's Office at 253-85 -5725. Vendor Name: SaaS Licensing Agmt _... _............... . Vendor Number (]DE): Contract Number (City Clerk): 115 - IL13 ........ ... Category: Contract Agreement Sub-Category (if applicable): Other Project Name: Labor Costing Module Contract Execution Date: 5/4/2018 Termination Date: 5/4/2021 Contract Manager: M. Fisher Department: HR Date Notice of Contract Email Sent: Contract Amount: $49,150.00 Approval Authority: ❑ Director ® Mayor ❑ City Council Other Details: .... . REQUEST FOR MAYOR'S SIGNATURE T ,1er KEN 'A I- "" Routing Information: (ALL REQUESTS MUST FIRST BE ROUTED THROUGH THE LAW DEPARTMENT) Approved by Dia Originator: Marty Fisher Phone (Originator): X5276 Date Sent: 4/30/18 bate Required: 5/2/18 Return Signed Document to: M Fisher Contract Termination Date: May 2021 VENDOR NAME: Date Finance Notified: AdastraGov (Only required on contracts 3/13/18 $20,000 and over or on any Grant) DATE OF COUNCIL APPROVAL: Date Risk Manager Notified:4/24/18 (Renuired on Non-City Standard Contracts/Agreements) Has this Document been Specificall Account Number: 56301440.64640.1725 Authorized in the Budget? • YESUNO Brief Explanation of Document: SaaS Licensing agreement for use of the labor costing module for a three-year period from the date of signing of the contract. Money is budgeted in the Human Resources Dept budget. All Contracts t 8 The Law t�rtrr{ent ,G " (This area to be completed by the Law Department Received: ( M, 4 ?N8 Approval of Law Dept.: h" ,j 4 " "*Z, Law De t. Comments: t . Date Forwarded to Mayor: r)ffirto ut flilf-) " Shaded AreasT To Be Completed By Adm 75t td n Staff Received _ Recommendations and Comments: D1sposition:, 60/f�./J� ..., ate ;j E umn ma,"." axaezn eu�emi+� m�n �• rm,. �ar 2018 CITY OF KENT CITY CLERK rrra f~ crih�rCcc rr)tY r 6hi p 10,411A vXre lre4—EA0 City of Kent SaaS Licensing Agreement Attention: Marty Fisher, HR Director Prepared by: Ted Price, CEO April 9, 2018 Actuarial Services and Technology Licensing Agreement AdostraGOV Page 1 City of Kent Summary of Services and Implementation Customer: Marty Fisher, IIR Director City of Kent, WA Services: Service Capacity: Use of the Labor Costing Module(the `Service(s)"). Service Fees: $49,t 50 total contract value, which includes a $10,000 implementation fee)and a service fee of$13,050 per year for each year of Service provided under this three-year agreement. Upon signing, Company will invoice Customer$49,150 in payment of the implementation fee and the discounted three- years of service provided under this agreement. Payment is subject to the terms of Section 4 herein. Initial Term: Three years from the Effective Date. Implementation Services: Company will use commercially reasonable efforts to provide Customer the services described in accordance with the terms herein, and Customer shall pay Company the Implementation Fee in accordance with the terms herein. Implementation Pee (One-Time, and included in total contract value above): $10,000. SERVICE AGREEMENT This SaaS Services Agreement("Agreement") is entered into on this day of , 2018 (the "Effective Date") between AdastraGov, Inc. ("Company"), and the Customer listed above ("Customer"). This Agreement includes and incorporates the above Summary of Services and lmplementation,as well as the attached'ferms and Conditions and contains, among other things,warranty disclaimers,liability limitations and use limitations. There shall he no force or effect given to any different or additional terms of any purchase order, confirmation or similar form,that is not signed and approved by both parties to this Agreement. AdastraaGGoov Inc. City of Kent Name: Ted N Price III Name: �At2- '2.� ..... Title: ceo_ _..... Title: ✓ 4�✓yO ,/_% Date: 5-8-18 Date J/, •//a7 _. ..... .,.. Actuarial Services and'Pechnology Licensing Agreement AdastraGOV Page 2 City of Kent TERMS AND CONDITIONS 1. SAAS SERVICES AND SUPPORT Li Subject to the terms of this Agreement, Company will use commercially reasonable efforts to provide Customer the Services in accordance with the Service Level Terms attached hereto as Exhibit A. As part of the registration process, Customer will identify an administrative user name and password for Customer's account. Company reserves the right to refuse registration or cancel passwords it deems inappropriate. 1.2 Subject to the terms hereof, Company will provide Customer with reasonable technical support services in accordance with the terms set forth in Exhibit B. 2, RESIRICCIONS AND RESPONSIBILITIES 2.1 Customer will not, directly or indirectly; reverse engineer, decompile, disassemble or otherwise attempt to discover the source code, object code or underlying structure, ideas, know-how or algorithms relevant to the Services or any software, documentation or data related to or used to provide the Services ("Software"); modify, translate, or create derivative works based on the Services or any Software (except to the extent expressly permitted in writing by Company or authorized within the Services); use the Services or any Software for timesharing or service bureau purposes or otherwise for the benefit of a third party; or remove any proprietary notices or labels. 2.2 Further, Customer shall not export or re-export, either directly or indirectly, the Software or any copies thereof in such manner as to violate the export laws and regulations of the United States or any other applicable jurisdiction in effect from time to time (including, without limitation, when such export or re-export requires an export license or other governmental approval without first obtaining such license or approval). Without limiting the foregoing, Customer shall not permit any third parties to access or use the Services in violation of any United States export embargo, prohibition, or restriction. 2.3 Although Company has no obligation to monitor Customer's use of the Services, Company may do so. Company reserves the right,in its sole discretion, to prohibit or suspend Customer's use of the Services at any time Company believes such use to be in violation of this Agreement or otherwise harmful to the Service if the Company has first advised the Customer of the violating conduct, and the Customer fails to correct or otherwise remedy the violation moving forward. 2A Customer shall be responsible for obtaining and maintaining any equipment and ancillary services needed to connect to, access or otherwise use the Services,including, without limitation, modems, hardware, servers, software, operating systems, networking, web servers and the like (collectively, "Equipment"). Customer shall also be responsible for maintaining the security of the Equipment, Customer account, passwords (including but not limited to administrative and user passwords) and files, and for all uses of Customer account or the Equipment with or without Customer's knowledge or consent. 3. CONFIDENTIALITY; PROPRIETARY RIGHTS 3.1 One party (the "Receiving Party") understands that the other party(the"Disclosing Party") has disclosed or may disclose business, technical or financial information relating to the Disclosing Party's business (hereinafter referred to as "Proprietary Information"of the Disclosing Party). Proprietary Information of Company includes non-public information regarding features, functionality and performance of the Service. Proprietary Information of Customer includes non- public data ("Customer Data") provided by Customer to Company to enable the provision of the Actuarial Services and Technology Licensing Agreement Adastf QGOV Page 3 City of Kent Services.The Receiving Party agrees: (i)to take reasonable precautions to protect such Proprietary Information, and (ii) not to use(except in performance of the Services or as otherwise permitted herein) or divulge to any third party any such Proprietary Information. The Disclosing Party agrees that the foregoing shall not apply with respect to any information after five (5) years following the disclosure thereof or any information that the Receiving Party can document(a) is or becomes generally available to the public, without any action by, or involvement of, the Receiving Party or(b) was in its possession or known by it prior to receipt from the Disclosing Party, or(c) was rightfully disclosed to it without restriction by a third party, or(d) was independently developed without use of any Proprietary Information of the Disclosing Party or (e) is required to be disclosed by law. The Receiving Party acknowledges that in the event of a breach of Section 3.1 by the Receiving Party, substantial injury could result to the Disclosing Party and money damages will not be a sufficient remedy for such breach. Therefore, in the event that the Receiving Party engages in, or threatens to engage in, any act which violates Section 3.1, the Disclosing Party will be entitled, in addition to all other remedies which may be available to it under law,to seek injunctive relief(including, without limitation, temporary restraining orders, or preliminary or permanent injunctions) and specific enforcement of the terms of Section 3.1. The Disclosing Party will not be required to post a bond or other security in connection with the granting of any such relief. 3.2 Company shall own and retain all rights, title and interest in and to: (i) the Services and Software, together with all improvements, enhancements, modifications, changes, translations, compilation, and derivative works thereto, (ii) any software, applications, inventions or other technology developed in connection with Implementation Services or support, (iii) any analytics generated through Customer's use of the Services, including but not limited to, any data, materials, information, and reports ("Analytics") and (iv) all intellectual property rights related to any of the foregoing. Company hereby grants Customer a non-exclusive, non-transferable and non- sublicensable license to access and use the Analytics. 3.3 Notwithstanding anything to the contrary, Company shall have the right to collect and analyze data and other information relating to the provision, use and performance of various aspects of the Services and related systems and technologies (including, without limitation, information concerning Customer Data and data derived therefrom), and Company will be free(during and after the term hereof) to: (i) use such information and data to improve and enhance the Services and for other development, diagnostic and corrective purposes in connection with the Services and other Company offerings, and(ii) disclose such data solely in aggregate or other de-identified form in connection with its business. No rights or licenses are granted except as expressly set forth herein. 4. PAYMF,N"I OFF'HFS 4.1 Customer will pay Company the then applicable fees described in the Summary of Services and Implementation in accordance with the terms therein (the "Fees"). If Customer's use of the Services exceeds the Service Capacity set forth in the Summary of Services and Implementation or otherwise requires the payment of additional fees (per the terms of this Agreement), Customer shall be billed for such usage and Customer agrees to pay the additional fees in the manner provided herein. Company reserves the right to change the Fees or applicable charges and to institute new charges and Fees at the end of the three year Initial Term, or then current three year Renewal Term, upon thirty (30) days prior notice to Customer (which may be sent by email). This Agreement will terminate immediately if the Customer, within thirty(30)days receipt of Company's notice concerning a change in Company's charges and Fees, advises Company that it does not accept the new charges and Fees. If Customer believes that Company has billed Customer incorrectly, Customer must contact Company no later than 60 days after the closing Actuarial Services and Technology Licensing Agreement Ada s t roGo v Page 4 City of Kent date on the first billing statement in which the error or problem appeared, in order to receive an adjustment or credit. Inquiries should be directed to Company's customer support department. 4.2 Company may choose to bill through an invoice, in which case, full payment for invoices issued in any given month must be received by Company thirty(30) days after the mailing date of the invoice. Unpaid amounts are subject to a finance charge of 5% per month on any outstanding balance, or the maximum permitted by law, whichever is lower,plus all expenses of collection and may result in immediate termination of Service. Customer shall be responsible for all taxes associated with Services other than U.S. taxes based on Company's net income. 5. IT;RM AND "TERMINATION 5.1 Subject to earlier termination as provided below, the Initial Term of this Agreement shall be for a period specified in the Summary of Services and Implementation (the "Initial Term"), Upon the expiration of the Initial Term, this agreement shall automatically renew for additional periods of the same duration as the Initial Term (each a "Renewal Term"). The Initial Term and the Renewal Term are collectively referred to herein as the"Term." 5.2 In addition to any other remedies it may have, either party may terminate this Agreement upon thirty (30) days written notice (or without notice in the case of nonpayment). Customer will pay in full for the Services up to and including the last day on which the Services are provided. If Customer has pre-paid for a year's worth of Services in advance, Company shall prorate and refund unexpended Fees. All sections of this Agreement which by their nature should survive termination will survive termination, including, without limitation, accrued rights to payment, confidentiality obligations, warranty disclaimers, and limitations of liability. 5.3 For the avoidance of doubt, Customer may terminate this Agreement at any time, if Customer deems Company has not delivered Services as outlined in this agreement. Upon termination, Customer will give Company thirty(30) days written notice, and Company shall pay back any unearned fees for services undelivered for the remainder of the three-year term(calculated monthly). 6. WARRANTY AND DISCLAIMER Company shall use reasonable efforts consistent with prevailing industry standards to maintain the Services in a manner which minimizes errors and interruptions in the Services and shall perform the Implementation Services in a professional and workmanlike manner as expressed in Exhibit C. Services may be temporarily unavailable for scheduled maintenance or for unscheduled emergency maintenance, either by Company or by third-party providers, or because of other causes beyond Company's reasonable control, but Company shall use reasonable efforts to provide advance notice in writing or by e-mail of any scheduled service disruption. However, Company does not warrant that the Services will be uninterrupted or error free; nor does it make any warranty as to the results that may be obtained from use of the Services. EXCEPT AS EXPRESSLY SET FORTH IN THIS SECTION, THE SERVICES, THE ANALYTICS, AND IMPLEMENTATION SERVICES ARE PROVIDED "AS IS" AND COMPANY DISCLAIMS ALL WARRANTIES EXCEPT IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. 7. INDFMNICY Company shall defend, indemnify and hold Customer harmless from liability to third parties resulting from infringement by the Service of any United States patent or any copyright or misappropriation of any trade secret, provided Company is promptly notified of any and all threats, claims and proceedings related thereto and given reasonable assistance and the opportunity to assume sole control over defense and settlement; Company will not be responsible for any settlement it does not approve in writing. The foregoing obligations do not apply with Actuarial Services and Technology Licensing Agreement AdastraGov Page 5 City of Kent respect to portions or components of the Service (i) not supplied by Company, (ii) made in whole or in part in accordance with Customer specifications, (iii) that are modified after delivery by Company, (iv) combined with other products, processes or materials where the alleged infringement relates to such combination, (v)where Customer continues allegedly infringing activity after being notified thereof or after being informed of modifications that would have avoided the alleged infringement, or(vi) where Customer's use of the Service is not strictly in accordance with this Agreement. If, due to a claim of infringement, the Services are held by a court of competent jurisdiction to be or are believed by Company to be infringing, Company may, at its option and expense(a) replace or modify the Service to be non-infringing provided that such modification or replacement contains substantially similar features and functionality, (b)obtain for Customer a license to continue using the Service, or(c) if neither of the foregoing is commercially practicable, terminate this Agreement and Customer's rights hereunder and provide Customer a refund of any prepaid, unused fees for the Service. 8, LIM] I AI'ION OF LIABILITY NOTWITHSTANDING ANYTHING TO THE CONTRARY, EXCEPT FOR BODILY INJURY OF A PERSON AND INDEMNIFIED CLAIMS UNDER SECTION 7, COMPANY AND ITS SUPPLIERS (INCLUDING BUT NOT LIMITED TO ALL EQUIPMFNT AND TECHNOLOGY SUPPLIERS), OFFICERS, AFFILIATES, REPRESEN"FATIVES, CONTRACTORS AND EMPLOYEES SHALL NOT BE RESPONSIBLE OR LIABLE WITH RESPECT TO ANY SUBJECT MATTER OTTERS AGREEMENT OR TERMS AND CONDITIONS RELATED THERETO UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHER THEORY: (A) FOR ERROR OR INTERRUPTION OF USE OR FOR LOSS OR INACCURACY OR CORRUPTION OF DATA OR COST OF PROCUREMENT OF SUBSTITUTE GOODS, SERVICES OR TECHNOLOGY OR LOSS OF BUSINESS; (B) FOR ANY INDIRECT, EXEMPLARY, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES; (C) FOR ANY MATTER BEYOND COMPANY'S REASONABLE CONTROL; OR (D) FOR ANY AMOUNTS THAT, TOGETHER WITH AMOUNTS ASSOCIATED WITH ALL OTHER CLAIMS, EXCEED THE TOTAL CONTRACT CHARGES AND FEES PAID BY CUSTOMER TO COMPANY FOR THE SERVICES UNDER THIS AGREEMENT . 9. MISCELLANEOUS If any provision of this Agreement is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that this Agreement will otherwise remain in full force and effect and enforceable. This Agreement is not assignable, transferable or sublicensable by Customer except with Company's prior written consent. Company may not transfer or assign any of its rights and obligations under this Agreement without Customer's prior written consent. This Agreement is the complete and exclusive statement of the mutual understanding of the parties and supersedes and cancels all previous written and oral agreements, communications and other understandings relating to the subject matter of this Agreement, and all waivers and modifications in this Agreement must be in a writing signed by both parties, except as otherwise provided herein. No agency, partnership,joint venture, or employment is created as a result of this Agreement and Customer does not have any authority of any kind to bind Company in any respect whatsoever. In any action or proceeding to enforce rights under this Agreement, the prevailing party will be entitled to recover costs and attorneys' fees. All notices under this Agreement will be in writing and will be deemed to have been duly given when received, if personally delivered; when receipt is electronically confirmed, if transmitted by facsimile or e-mail; the day after it is sent, if sent for next day delivery by recognized overnight delivery service; and upon receipt,if sent by certified or registered mail, return receipt requested. This Agreement shall be governed by the laws of the State of California without regard to its Actuarial Services and Technology Licensing Agreement AdostrQG®v Page 6 City of Kent conflict of laws provisions. The parties shall work together in good faith to issue at least one mutually agreed upon press release within 90 days of the Effective Date, and Customer otherwise agrees to reasonably cooperate with Company to serve as a reference account upon request. Actuarial Services and Technology Licensing Agreement Adas traGov Page 7 City of Kent EXHIBIT A Service Level Terms The Services shall be available 99% of the time,measured monthly, excluding holidays and weekends and scheduled maintenance. If Customer requests maintenance during these hours, any uptime or downtime calculation will exclude periods affected by such maintenance. Further, any downtime resulting from outages of third party connections or utilities or other reasons beyond Company's control will also be excluded from any such calculation. Customer's sole and exclusive remedy, and Company's entire liability, in connection with Service availability shall be that for each period of downtime lasting longer than 12 hours, Company will credit Customer 1% of Service Fees for each period of 30 or more consecutive minutes of downtime; provided that no more than one such credit will accrue per day. Downtime shall begin to accrue as soon as Customer(with notice to Company) recognizes that downtime is taking place, and continues until the availability of the Services is restored. In order to receive downtime credit, Customer must notify Company in writing within 12 hours from the time of downtime, and failure to provide such notice will forfeit the right to receive downtime credit. Such credits may not be redeemed for cash and shall not be cumulative beyond a total of credits for one(1) week of Service Fees in any one(1) calendar month in any event. Company will only apply a credit to the month in which the incident occurred. Company's blocking of data communications or other Service in accordance with its policies shall not be deemed to be a failure of Company to provide adequate service levels under this Agreement. Actuarial Services and Technology Licensing Agreenent AdastraGov Page 8 City of Kent EXHIBIT B Support Terms Company will provide Technical Support to Customer via both telephone and electronic mail on weekdays during the hours of 9:00 a.m. through 5:00 p.m. Pacific Standard Time, with the exclusion of Federal Holidays ("Support Hours"). Customer may initiate a help desk ticket during Support Hours by calling(650) 269-6333 or any time by emailing support@adastragov.com. Company will use commercially reasonable efforts to respond to all help desk tickets within one (1) business day. Actuarial Services and Technology Licensing Agreement AdaStraGOV Page 9 AteC"R& CERTIFICATE OF LIABILITY INSURANCE F DATEtMM,DDnYYY, I's.i -^ 1 0 412 6/2 01 8 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME Hiscox Inc.Whist Hiscox Insurance Agency in CA fPRONE O E gg11. (888j 202 3007 FAX Nmy... 520 Madison Avenue EMAIL ADDRESS: contact@hiSeox_Com 32nd Floor INSURERISI AFFORDING COVERAGE NAICN NEW York, NY 10022 INSURERA HISCOx Insurance Company Inc 10200 INSURED INSURER B AdastraGov Inc. INSURER C 32007 Sea Ridge Circle INSURER D INSURER E: ......... _... ... ...... Rancho Palos Verdes CA 90275 J INSURER P: COVERAGES CERTIFICATE NUMBER; REVISION NUMBER„ THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS, INSR TYPE ' � - !Awl-SUER POLICY EFF POLICY EXP ITR OFINSURANCE i,r.oe u 5 POLICY NUMBER flmminnn § (Rivals VWVI LIMITS COMMERCIAL GENERAL LI ABILITY EACH OCCURRENCE S ® CLAIMS MADE OCCUR 1 DAMAbE fC"NLN1`k'D ,,,,,,,,, ",,,,,,, PRLMI$]=9(Ld,�,ecurrance), 1$ MED EXP IAny one personI 1 8 _,_ _,_ PERSONAL SADV INJURY 11$ I GEN L AGGREGATE LIMIT APPLIES PER GENERALAGGREOAIE I$ Pi DEGT F—I LOL f I PRODUCTS COMPIOPAGG I$ O3Ull L _ .$ .r AUTOMOBILE LIABILM {CLOMEINEDSIN.GLFLAM7 $ ANY AUTO BODILY INJURY(Per person) $ AUTOS AUTOS ( I A O SCHEDULED BODILY INJURY Peraccldent) S NON-OWNED V1184`APl MAGk S HIRED AUTOS AUTOS � QPpr MLm'daidbe4l- f $ UMBRELLA LIAR OCCUR i f EACH OCCURRENCE S ,CLAIMS MADEI AGGREGATE_ I EXCESS LIAR f nEn RETENTIONS IS�.. WORKERS COMPENSATION I I PER Ol'H - ANDEMPLOYERS'LIABILITY YIN FR ANNPR©PRIETORIPARINERJEXEOUTIVE EL EACH ACCIDENT $ OFFR,FW.Mu1E'MBFREXCI UDEDI NIA - .. (Mandatory In NH) I EL DISEASE EA EMPLOYEE[$ If yes,describe under 1 "' DESCRIPTION OF OPERATIONS below j EL DISEASE POLICYLIMIT $ Professional Liability Each Claim: $ 2,000,000 A Y UDC-2238930-EO-18 04/26/2018 04/2612019 Aggregate: $ 4,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101,Additional Remarks Schedule,maybe attached Hindus space is requimd) City of Kent its agents,officers, officials,employees and volunteers are named as additional insured. CERTIFICATE HOLDER CANCELLATION City of Kent 400 W.GOwe St, SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE Kent,WA 98032 THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE m a ., ©1988-2014 ACORD CORPORATION. All rights reserved, ACORD 25(2014101) The ACORD name and logo are registered marks of ACORD A P CERTIFICATE OF LIABILITY INSURANCE DATE(MMIDDIYYYI lk - 04126/2018 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME' Hiscox Inc.dlblal Hiscox Insurance Agency in CA ;"o"u F (888)202 3007 jAxic„Nap. _ 520 Madison Avenue E-MAIL AOORESS' 0011aCl(fohYSCOX04m 32nd Floor ,. INSURER(S)AFFORDING COVERAGE NAICA New York,NY 10022 wsURERA: Hiscox Insurance Company Inc 10200 ................. INSURED ..... ..... ._.. .__. ._.. INBURERB: ..... AdaStmGOV Inc INSURER C, ,,,, ,,,,,,,,,,,,,,,,,, ,,,,,,,,,,,,,,,,,,, ,,,,,,,,,,,,,,,,,,,,,,,,,,, 32007 Sea Ridge Circle INSURER E Rancho Palos Verdes CA 90275 INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED,. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR: YADD LISUBR7 ..... MWDDIYYYY MMIDDYIYYYY LIMITS .........LTR'',, TYPE OF INSURANCE !! POLICY NUMBER X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE I 2000000 DAMAGE LO-REIVTED CLAIMS MADE X, OCCUR PRFMICFC(F. I$ 100,000 X CGL is,on BOP Form MEDEXPrnnvoneoersanl �I$ 5000 A Y UDC-2238930-BOP-18 04126/2018 04/2612019[ PERSONAL aADV INJURY s SIT Each Occ. GEN LAGGREGATE LIMIT APPLIES PER [GENERAL AGGREGATE [,$ 2,000,000 X POLICY F_[ JRor ECL FLOG PRODUCTS COMPIOP AGG $ SIT Gen Aqq, OTHER: $ AUTOMOBILE LIABILITY C)MBINED 'VNG ELUMT $ ANY AUTO SCHEDULED ALL OWNED CF S BODILY INJURY(Per person) $ [FO -- A AUTOS UDC-2238930-BOP-18 04126l2018 04l26/2019 BODILY INJURY(Per aaaldern�$ /'\ X { -OWNED PROPERTY DAMAGE $ HIREDAUTOS X� NON-OWNED Guar amitfor+l. UMBRELLA LIAR OCCUR EACHOCCURRENCE S EXCESS LIAa CLAIMS MADE AGGREGATE 5 LED ---- RETENTIONS - .S WORKERS COMPENSATION PCR OIH AND EMPLOYERS'LIABILITY YIN STATUTE ER ANYPROPRIETORIPARTNERIEXEOUTIVE [[ E L EACH ACCIDENT S OFFICERIMEMBER E%CLUDED4 NIA " _" (Mandatory in NH) E L DISEASE EA EMPLOYEE[I$ f es deacabe under nFsrRIPrInN nF nPFRArInNs nr•.Inw E L DISEASE-POLICY LIMIT j $ I DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101,Add no Roma rXa Schodu le,may be aaached If more apace is required) City of Kent its agents,officers,officials,employees and volunteers are named as additional insured.The Hiscox General Liability Policy is primary subject to the policy terms and conditions. CERTIFICATE HOLDER CANCELLATION City of Kent 400 W. GOWe St. SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE Kent,WA 98032 THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE IMM ©1988-2014 ACORD CORPORATION. All rights reserved. ACORD 25(2014101) The ACORD name and logo are registered marks of ACORD Adastragov Inc 3207 Sea Ridge Circle Rancho Palos Verdes,CA 90275 ADWC952690-Insured's Copy THANKS FOR SELECTING US .. i Berkshire IHatlhaway 4 /'!NUARD urarrce ,'IIIII '�I �arnpanics www.guard.com In cooperation with GEICO INSURANCE AGENCY Adastragov Inc 3207 Sea Ridge Circle Rancho Palos Verdes, CA 90275 AWARM WELCOME FROM Berkshire Hathaway GUARD AND GEICO INSURANCE AGENCY! GEICO INSURANCE AGENCY and Berkshire Hathaway GUARD Insurance Companies are pleased to have the opportunity to serve you by providing the superior products and customer services you deserve. If you have a question about your Workers' Compensation Policy or have a particular need, our combined professional staff will be available to assist you. Contact Your Agent for: Contact Berkshire Hathaway GUARD Insurance Companies for: • Any inquiries about coverage issues, features • Any inquiries about billing when you are under that have been incorporated into your policy, a direct bill payment plan and receive and endorsements. statements in the mail from us. • Requests for issuance of Certificates of • Questions about the status of a claim or Insurance. available safety services. Phone: 570-825-9900 Phone: 800-673-2465 FAX: 570-825-2990 FAX: 570-823-2059 E-Mail: csr@GUARD.com Available during regular business hours Monday through Friday; 8:00 AM to 7:30 PM EST (E-mail and voice mail after hours) To obtain c_ag!es_af Posh N is - that may be required in your state as well as needed managed care and/or claims information that may need to be shared with your employees, visit: www.guard.com/postingnotices Tp rgpk:rt_AS!aJm orfoss, call us immediately at 888-NEW-CLMS— 24 hours a day, seven days a week. The information below will be needed by you to complete this process. Specific instructions on reporting claims are included in the enclosed policy packet. • YOUR POLICY NUMBER IS ADWC952690. • YOUR INSURANCE CARRIER IS AmGUARD Insurance Company. • YOUR POLICY EFFECTIVE DATE IS 04/25/2018. We have also supplied a list of medical providers who are qualified to treat work injuries. Please review all attached documents carefully. Additional value-added services available to all golicvholders:, • A unique Cooperative Care Program that integrates loss control, claims, and medical management activities and focuses on quality care for your injured employees and a fast return to work. • A Fraud Special Investigative Unit and Hotline at 800-673-2465. • AND MUCH MORE! We appreciate your business and look forward to the opportunity to serve your insurance needs. Please keep a copy of this letter with your Berkshire Hathaway GUARD Insurance Companies policy for future reference. enclosed: Workers' Compensation Policy and a customized List of Providers HQ: cA I we Commercial Property & Casualty Insurers DECTO I S / Worker's Commensation and Emalaver's Liability Policy �• Insurance Company A Stock Co. (Berkshire Hathaway AmGUARD PolicyNuberADWC952690 A1� ,�/,�.y � ■■ �r��r Insurance Renewal of NEW oa V UARD Companies NCCI No. [21873], I Policy Information Page [1]Named Insured and Mailing Address Agency Adastragov Inc GEICO INSURANCE AGENCY 3207 Sea Ridge Circle 1 Geico Blvd Rancho Palos Verdes,CA 90276 Fredericksburg, VA 22412 Agency Code: VAAAOC11 Federal Employer's ID 82-4366147 Insured is Corporation i I [2] _ Policy Period '......... From April 25, 2018 to April 25, 2019, 12:01 AM, standard time at the insured's mailing address. i [3] Coverage A. Workers'Compensation Insurance - Part One of this policy applies to the Workers' Compensation Law of the following states: California B. Employer's Liability Insurance - Part Two of this policy applies to work in each of the states listed in item [3]A. The limits of our liability under Part Two are: Bodily Injury by Accident - each accident $1,000,000 Bodily Injury by Disease - each employee $1,000,000 Bodily Injury by Disease - policy limit $1,000,000 i ` C. Other States Insurance - Part Three of this policy applies to all states, except any state listed in item [3]A. and the states of North Dakota, Ohio, Washington, and Wyoming. '.... D. This policy includes these endorsements and schedules: See Extension of Information Page - Schedule of Forms - WC 040004 [4] Premium The Premium Basis and, therefore, the premium will be determined by our Manual of Rules, Classifications, Rates, and Rating Plans. All required information is subject to verification and change by audit. (Continued on another page) Total Estimated Policy Premium $ 999 Total Surcharges/Assessments $ 41.00 Total Estimated Cost 1 VJ40 OD faY.'CESC4A� ilSr T32 w. . ..,.mw a m P ge.- 1 ........ Information Page,. AGA :ADWC952690 WC OOOOOlA Date 04/30/2018 Issuing Office: P.O. Box A-H, 16 S. River Street,Wilkes-Barre, PA 18703-0020 a www.guard.com WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 04 00 04 (Ed. 7-98) EXTENSION OF INFORMATION PAGE Schedule of Forms ITEM 3D POLICY NO. ADWC952690 Form Numbers Apglicable,States PN049901F - CA YOUR RIGHT TO RATING AND DIVDEND INFO All PN049902B - CA POLICYHOLDER NOTICE - WC RATING LAWS All PN049904 - CA INS. GUARANTEE ASSOC.(CIGA) SURCHARGE All WCOOOOOOC - STANDARD POLICY All WC000001A - INFORMATION PAGE All WC000421D - CATASTROPHE(OTHER THAN CERT ACTS OF TERR All WC000422B - TERR RISK INS PROG REAUTHORIZATION ACT All WC040004 - CA EXT OF INFO PAGE-SCHEDULE OF FORMS All WC040301B - POLICY AMENDATORY ENDORSEMENT-CALIFORNIA All WC040310 - CA DUTY TO DEFEND All WC040410 - CA ESTIMATED ANNUAL PREMIUM ENDORSEMENT All WC040422 - CALIFORNIA SHORT-RATE CANCELLATION END'T All WC040601A - CA CANCELLATION ENDORSEMENT All WC990000 - AUTHORIZATION AND ATTESTATION END'T All WC990014 - CALIFORNIA CHANGES - AMENDATORY END'T All Page- 2 - ©1998 by the Workers'Compensation Insurance Rating Bureau of California.All rights reserved. Worker's Compensation and Empl9ver'l Liability AmGUARD Insurance Companyan A Stock Co. A Bl .Sli " Hathaway Policy NuberADWC9526900l 1 Insurance Renewal of NEW ,jAX G 11.E Cor npanies NCCI No. [21873], Policy Information Page [4] Premium (cont.) California Classification I Code Premium Basis: Rate per Estimated Total Estimated $100 Annual Annual Remuneration Premium Remuneration !, iEffective: 04/25/2018-04/25/2019 ....._ _. _. „ , ...., .......... SALESPERSONS OUTSIDE 8742. E 101,400.00 I ... 0.66 669 Territorial Ratina. Los Angeles Region, Los Angeles 1.18 120 Total ESOmated Annual Premium for CA _, 789 Policy Totals Total Estimated Standard Premium for California 789 '. Catastrophe 9741 0.02 101,400 20 Expense Constant ....... ..... ........ ....... - i_ t60 Terrorism CA 9740 0.03 101,400 ! 30 Minimum Premium CA _.. $260 ,,,, , ,,,,,,,,, Total Estimated Annual Premium 999 CA CIGA Surcharge 04/25/2018-04/25/2019 2.0000% 20 I'I CA OSHF Assessment 04/25/2018-04/25/2019 0.2655% 3 ', CA WCARF Assessment 04/25/2018-04/25/2019 0.8146% 8 '....... CA LECF Assessment 04/25/2018-04/25/2019 0,2150% �.. 2 CA Fraud Surcharge 04/25/2018-04/25/2019 0.2550% 3 CA SIBTF Assessment 04/25/2018-04/25/2019 0.3599% 4 , CA UEBTF Assessment 04/25/2018-04/25/2019 0 0573% .. 1 ; Total Estimated Cost for ADWC952690 1,040 INTERNAL USE M2 Page -3 - Information Page MGA 'ADWC952690 WC 000001A Date : 04/30/2018 Issuing Office: P.O. Box A-H, 16 S. River Street,Wilkes-Barre, PA 18703-0020 9 www.guard.com Worker's ComuerlSatiotl..and Employer's Liability Policy AV AmGUARD Insurance Company A Stock Co. AVBerkshire Hathaway Policy Number ADWC952690 AMA Insurance Renewal of NEW GUARD°al7l Companies NCCI No. [21873] Policy Information Page Policy Payment Terms Payment Option: Direct Draft Under our Direct Draft Program, your account will be debited directly. Approximately 20 days prior to your payment due date, you will receive a Notice of Premium Due which states the amount and due date of the debit. Installment Plan (prepared 04/30/2018) Down Payment received - $D.00 208_.00 ... 04/24/2018 � 138.67 05/31 .�I _. 1/2D18,.. i.... 138.67 06/28/2018 � 138.67 07/26/2018, 138.67 08125/2018_� 1. .. 138.67 09/26/2018 ! 138.65 I 10/26/2018 *Includes surcharges and state fees, if any,. INIP.86f.#1U5i ...,.M2 Page-4- MGA :ADWC952690 Date :04/30/2018 Issuing Office: P.O. Box A-H, 16 S. River Street,Wilkes-Barre,PA 18703-0020 • www.guard.com PN 04 99 01 F (Ed.03-15) POLICYHOLDER NOTICE YOUR RIGHT TO RATING AND DIVIDEND INFORMATION I. Information Available to You A. Information Available from Us- AmGUARD Insurance Company (1) General questions regarding your policy should be directed to: AmGUARD Insurance Company P.O.Box A-H, 16 S. River Street,Wilkes-Barre,PA 16703.0020 800-673-2465 (2) Dividend Calculation. If this is a participating policy(a policy on which a dividend may be paid),upon payment or non- payment of a dividend,we shall provide a written explanation to you that sets forth the basis of the dividend calculation. The explanation will be in clear, understandable language and will express the dividend as a dollar amount and as a percentage of the earned premium for the policy year on which the dividend is calculated. (3) Claims Information.Pursuant to Sections 3761 and 3762 of the California Labor Code,you are entitled to receive information in our claim files that affects your premium.Copies of documents will be supplied at your expense during reasonable business hours. For claims covered under this policy,we will estimate the ultimate cast of unsettled claims for statistical purposes eighteen months after the policy becomes effective and will report those estimates to the Workers'Compensation Insurance Rating Bureau of California(WCIRB)no later than twenty months after the policy becomes effective.The cost of any settled claims will also be reported at that time.At twelve-month intervals thereafter,we will update and report to the WCIRB the estimated cost of any unsettled claims and the actual final cost of any claims settled in the interim.The amounts we report will be used by the WCIRB to compute your experience modification if you are eligible for experience rating. B. Information Available from the Workers'Compensation Insurance Rating Bureau of California (1) The WCIRB is a licensed rating organization and the California Insurance Commissioner's designated statistical agent. As such,the WCIRB is responsible for administering the California Workers'Compensation Uniform Statistical Reporting Plan-1995(USRP)and the Califomia Workers'Compensation Experience Rating Plan-1995(ERP).Contact information for the WCIRB is:WCIRB, 1221 Broadway Suite 900 Oakland,CA 94612 ,Attention: Customer Service.You may also contact WCIRB Customer Service at 1-888-229-2472,by fax at 415-778-7272, or via the Internet at the WCIRB's website: http://w .wcirb.com.The regulations contained in the USRP and the ERP are available for public viewing through the WCIRB's website. (2) Policyholder Information. Pursuant to California Insurance Code(CIC)Section 11752.6,upon written request,you are entitled to information relating to lass experience,claims,classification assignments,and policy contracts as well as rating plans, rating systems, manual rules,or other information impacting your premium that is maintained in the records of the WCIRB.Complaints and Requests for Action requesting policyholder information should be forwarded to:WCIRB, 1221 Broadway Suite 900 Oakland,CA 94612,Attention:Custodian of Records.The Custodian of Records can be reached by telephone at 415-777-0777 and by fax at 415-778-7272. (3) Experience Rating Form.Each experience rated risk may receive a single copy of its current Experience Rating Form free of charge by completing a Policyholder Rate Sheet Request Form on the WCIRB's website at http://www.wcirb.com/ratesheet.The Experience Rating Form will include a Loss-Free Rating,which is the experience modification that would have been calculated if$0(zero)actual losses were incurred during the experience period.This hypothetical rating calculation is provided for informational purposes only. II. Dispute Process You may dispute our actions or the actions of the WCIRB pursuant to CIC Sections 11737 and 11753.1. A. Our Dispute Resolution Process. If you are aggrieved by our decision adapting a change in a classification assignment that results in increased premium, or by the application of our rating system to your workers'compensation insurance,you may dispute these matters with us.If you are dissatisfied with the outcome of the initial dispute with us,you may send us a written Complaint and Request for Action as outlined below. You may send us a written Complaint and Request for Action requesting that we reconsider a change in a classification assignment that results in an increased premium and/or requesting that we review the manner in which our rating system has 1 of 2 PIN 04 99 01 F (Ed.03.15) been applied in connection with the insurance afforded or offered you.Written Complaints and Requests for Action should be forwarded to: CT Corp.System,816 West Seventh Street,Los Angeles,CA 90017 Ph:(800)888-9207,FAX:(213)614-9347,E-mail:InfoCetadvantage.com After you send your Complaint and Request for Action,we have 30 days to send you a written notice indicating whether or not your written request will be reviewed. If we agree to review your request,we must conduct the review and issue a decision granting or rejecting your request within 60 days after sending you the written notice granting review. If we decline to review your request,if you are dissatisfied with the decision upon review,or if we fail to grant or reject your request or issue a decision upon review,you may appeal to the insurance commissioner as described in paragraph II.C., below. B. Disputing the Actions of the WCIRB. If you have been aggrieved by any decision,action,or omission to act of the WCIRB,you may request,in writing, that the WCIRB reconsider its decision,action, or omission to act.You may also request, in writing,that the WCIRB review the manner in which its rating system has been applied in connection with the insurance afforded or offered you.For requests related to classification disputes,the reporting of experience,or coverage issues,your initial request for review must be received by the WCIRB within 12 months after the expiration date of the policy to which the request for review pertains,except if the request involves the application of the Revision of Losses rule. For requests related to your experience modification,your initial request for review must he received by the WCIRB within 6 months after the issuance,or 12 months after the expiration date,of the experience modification to which the request for review pertains,whichever is later,except if the request for review involves the application of the Revision of Losses rule. If the request involves the Revision of Losses rule,the time to state your appeal may be longer.(See Section VI, Rule 14 of the ERP). You may commence the review process by sending the WCIRB a written Inquiry.Written Inquiries should be sent to: WCIRB,1221 Broadway,Suite 900, Oakland,California 94612,Attention:Customer Service.Customer Service can be reached by telephone at 1-888-229-2472,and by fax at 415-778-7272. If you are dissatisfied with the WCIRB's decision upon an Inquiry,or if the WCIRB fails to respond within 90 days after receipt of the Inquiry,you may pursue the subject of the Inquiry by sending the WCIRB a written Complaint and Request for Action.After you send your Complaint and Request for Action,the WCIRB has 30 days to send you written notice indicating whether or not your written request will be reviewed. If the WCIRB agrees to review your request, it must conduct the review and issue a decision granting or rejecting your request within 60 days after sending you the written notice granting review. If the WCIRB declines to review your request, if you are dissatisfied with the decision upon review,or if the WCIRB fails to grant or reject your request or issue a decision upon review,you may appeal to the insurance commissioner as described in paragraph II.C.,below.Written Complaints and Requests for Action should be forwarded to:WCIRB, 1221 Broadway Suite 900 Oakland, CA 94612.Attention:Complaints and Reconsiderations.The WCIRB's telephone number is 1-888-229-2472,and the fax number is 415-371-5204. C. California Department of Insurance—Appeals to the Insurance Commissioner. If,after you follow the appropriate dispute resolution process described above,we or the WCIRB decline to review your request,if you are dissatisfied with the decision upon review,or if we or the WCIRB fail to grant or reject your request or issue a decision upon review,you may appeal to the insurance commissioner pursuant to CIC Sections 11737, 11752.6. 11753.1 and Title 10,California Code of Regulations,Section 2509.40 at seq.You must file your appeal within 30 days after we or the WCIRB send you the notice rejecting review of your Complaint and Request for Action or the decision upon your Complaint and Request for Action. If no written decision regarding your Complaint and Request for Action is sent,your appeal must be fled within 120 days after you sent your Complaint and Request for Action to us or to the WCIRB.The filing address for all appeals to the insurance commissioner is: Administrative Hearing Bureau California Department of Insurance 45 Fremont Street, 22nd Floor San Francisco,California 94105 You have the right to a hearing before the insurance commissioner,and our action,or the action of the WCIRB, may be affirmed,modified,or reversed. III. Resources Available to You in Obtaining Information and Pursuing Disputes A. Policyholder Ombudsman. Pursuant to California Insurance Code Section 11752.6,a policyholder ombudsman is available at the WCIRB to assist you in obtaining and evaluating the rating,policy,and claims information referenced in I.A.and I.B.,above.The ombudsman may advise you on any dispute with us,the WCIRB,or on an appeal to the insurance commissioner pursuant to Section 11737 of the Insurance Code.The address of the policyholder ombudsman is WCIRB, 1221 Broadway Suite 900 Oakland,CA 94612,Attention: Policyholder Ombudsman.The policyholder ombudsman can be reached by telephone at 415-778-7159 and by fax at 415-371-5288. B. California Department of Insurance—Information and Assistance. Information and assistance on policy questions can be obtained from the Department of Insurance Consumer HOTLINE, 1-800-927-HELP(4357)or httpJ/www.insurance.ca.gov. For questions and correspondence regarding appeals to the Administrative Hearing Bureau,see the contact information in paragraph II.C. This notice does not change the policy to which it is attached. 2 of i PIN 0499 02 B (Ed. 5.02) POLICYHOLDER NOTICE CALIFORNIA WORKERS' COMPENSATION INSURANCE RATING LAWS Pursuant to Section 11752.8 of the California Insurance Code, we are providing you with an explanation of the California workers' compensation rating laws. 1. We establish our own rates for workers' compensation. Our rates, rating plans, and related information are filed with the insurance commissioner and are open for public inspection. 2. The insurance commissioner can disapprove our rates, rating plans, or classification only if he or she has determined after public hearing that our rates might jeopardize our ability to pay claims or might create a monopoly in the market. A monopoly is defined by law as a market where one insurer writes 20% or more of that part of the California workers' compensation insurance that is not written by the State Compensation Insurance Fund. If the insurance commissioner disapproves our rates, rating plans, or classifications, he or she may order an increase in the rates applicable to outstanding policies. 3. Rating organizations may develop pure premium rates that are subject to the insurance commissioner's approval. A pure premium rate reflects the anticipated cost and expenses of claims per$100 of payroll for a given classification. Pure premium rates are advisory only, as we are not required to use the pure premium rates developed by any rating organization in establishing our own rates. 4. We must adhere to a single, uniform experience rating plan. If you are eligible for experience rating under the plan, we will be required to adjust your premium to reflect your claim history. A better claim history generally results in a lower experience rating modification; more claims, or more expensive claims, generally result in a higher experience rating modification. The uniform experience rating plan, which is developed by the insurance rating organization designated by the insurance commissioner, is subject to approval by the insurance commissioner. 5. A standard classification system, developed by the insurance rating organization designated by the insurance commissioner, is subject to approval by the insurance commissioner. The standard classification system is a method of recognizing and separating policyholders into industry or occupational groups according to their similarities and/or differences. We can adopt and apply the standard classification system or develop and apply our own classification system, provided we can report the payroll, expenses, and other costs of claims in a way that is consistent with the uniform statistical plan or the standard classification system. 6. Our rates and classifications may not violate the Unrun Civil Rights Act or be unfairly discriminatory. 7. We will provide an appeal process for you to appeal the way we rate your insurance policy. The process requires us to respond to your written appeal within 30 days. If you are not satisfied with the result of your appeal, you may appeal our decision to the insurance commissioner CALIFORNIA WORKERS' COMPENSATION INSURANCE NOTICE OF NONRENEWAL Section 11664 of the California Insurance Code requires us, in most instances, to provide you with a notice of nonrenewal. Except as specified in paragraphs 1 through 6 below, if we elect to nonrenew your policy, we are required to deliver or mail to you a written notice stating the reason or reasons for the nonrenewal of the policy. The notice is required to be sent to you no earlier than 120 days before the end of the policy period and no later than 30 days before the end of the policy period. If we fail to provide you the required notice, we are required to continue the coverage under the policy with no change in the premium rate until 60 days after we provide you with the required notice. PN 04 99 02 B Copyright 2002,by fhe Workers'Compensation Insurance Rating Bureau Page 1 of 2 (Ed. 5-02) of California,All rights reserved. We are not required to provide you with a notice of nonrenewal in any of the following situations, 1. Your policy was transferred or renewed without a change in its terms or conditions or the rate on which the premium is based to another insurer or other insurers who are members of the same insurance group as us. 2. The policy was extended for 90 days or less and the required notice was given prior to the extension. 3. You obtained replacement coverage or agreed, in writing, within 60 days of the termination of the policy, to obtain that coverage. 4. The policy is for a period of no more than 60 days and you were notified at the time of issuance that it may not be renewed. 5. You requested a change in the terms or conditions or risks covered by the policy within 60 days prior to the end of the policy period. 6- We made a written offer to you to renew the policy at the premium rate increase of less than 25 percent. (A) If the premium rate in your governing classification is to be increased 25 percent or greater and we intend to renew the policy, we shall provide a written notice of a renewal offer not less than 30 days prior to the policy renewal date. The governing classification shall be determined by the rules and regulations established in accordance with California Insurance Code Section 11750-3(c). (B) For purposes of this Notice, "premium rate" means the cost of insurance per unit of exposure prior to the application of individual risk variations based on loss or expense considerations such as scheduled rating and experience rating This notice does not change the policy to which it is attached. Page 2 of 2 Copyright 2002,by the Workers'Compensation Insurance Rating Bureau PIN 04 99 02 B of California.All rights reserved, (ED. 5.02) PN 04 99 04 (Ed. 12-01) POLICYHOLDER NOTICE CALIFORNIA INSURANCE GUARANTEE ASSOCIATION (CIGA) SURCHARGE Companies writing property and casualty insurance business in California are required to participate in the California Insurance Guarantee Association. If a company becomes insolvent, the California Insurance Guarantee Association settles unpaid claims and assesses each insurance company for its fair share. California law requires all companies to surcharge policies to recover these assessments. If your policy is sur- charged, "CA Surcharge" or "CA Surcharge (CIGA Surcharge)" with an amount will be displayed on your premium notice. This notice does not change the policy to which it is attached. M 04 99 04 (Ed. 12-01)Copyright 2001 by the Workers'Compensation Insurance Rating Bureau of California.All rights reserved. WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 00 04 21 D (Ed. 1-15) CATASTROPHE (OTHER THAN CERTIFIED ACTS OF TERRORISM) PREMIUM ENDORSEMENT This endorsement is notification that your insurance carrier is charging premium to cover the losses that may occur in the event of a Catastrophe (other than Certified Acts of Terrorism) as that term is defined below.Your policy provides coverage for workers compensation losses caused by a Catastrophe (other than Certified Acts of Terrorism). This premium charge does not provide funding for Certified Acts of Terrorism contemplated under the Terrorism Risk Insurance Program Reauthorization Act Disclosure Endorsement(WC 00 04 22 B), attached to this policy. For purposes of this endorsement,the following definitions apply: • Catastrophe (otherthan Certified Acts of Terrorism).Any single event, resulting from an Earthquake, Noncertified Act of Terrorism, or Catastrophic Industrial Accident, which results in aggregate workers compensation losses in excess of$50 million. • Earthquake: The shaking and vibration at the surface of the earth resulting from underground movement along a fault plane or from volcanic activity. • Noncerlified Act of Terrorism:An event that is not certified as an Act of Terrorism by the Secretary of Treasury pursuant to the Terrorism Risk Insurance Act of 2002 (as amended) but that meets all of the following criteria: a. It is an act that is violent or dangerous to human life, property, or infrastructure, b. The act results in damage within the United States, or outside of the United States in the case of the premises of United States missions or air carriers or vessels as those terms are defined in the Terrorism Risk Insurance Act of 2002(as amended), and C. It is an act that has been committed by an individual or individuals as part of an effort to coerce the civilian population of the United States or to influence the policy or affect the conduct of the United States Government by coercion. • Catastrophic Industrial Accident: A chemical release, large explosion, or small blast that is localized in nature and affects workers in a small perimeter the size of a building. The premium charge for the coverage your policy provides for workers compensation losses caused by a Catastrophe (otherthan Certified Acts of Terrorism) is shown in Item 4 of the Information Page or in the Schedule below. Schedule State Rate Premium CA 0.020 20.00 This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated., (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) Endorsement Effective Policy No. ADWC952690 Endorsement No,. Insured Premium: Insurance Company Countersigned by .....m....._... WC 00 04 21 D (Ed, 1-15) Copyright 2015 National Council on Compensation Insurance,Inc.All Rights Reserved. WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 00 04 22 B (Ed. 1-15) TERRORISM RISK INSURANCE PROGRAM REAUTHORIZATION ACT DISCLOSURE ENDORSEMENT This endorsement addresses the requirements of the Terrorism Risk Insurance Act of 2002 as amended and extended by the Terrorism Risk Insurance Program Reauthorization Act of 2015. It serves to notify you of certain limitations under the Act, and that your insurance carrier is charging premium for losses that may occur in the event of an Act of Terrorism. Your policy provides coverage for workers compensation losses caused by Acts of Terrorism, including workers compensation benefit obligations dictated by state law. Coverage for such losses is still subject to all terms, definitions, exclusions, and conditions in your policy, and any applicable federal and/or state laws, rules, or regulations. Definitions The definitions provided in this endorsement are based on and have the same meaning as the definitions in the Act. If words or phrases not defined in this endorsement are defined in the Act,the definitions in the Act will apply. "Act" means the Terrorism Risk Insurance Act of 2002,which took effect on November 26, 2002, and any amendments thereto, including any amendments resulting from the Terrorism Risk Insurance Program Reauthorization Act of 2015. "Act of Terrorism" means any act that is certified by the Secretary of the Treasury, in consultation with the Secretary of Homeland Security, and the Attorney General of the United States as meeting all of the following requirements: a. The act is an act of terrorism. b. The act is violent or dangerous to human life, property or infrastructure. c. The act resulted in damage within the United States, or Outside of the United States in the case of the premises of United States missions or certain air carriers or vessels. d. The act has been committed by an individual or individuals as part of an effort to coerce the civilian population of the United States or to influence the policy or affect the conduct of the United States Government by coercion. "Insured Loss" means any loss resulting from an act of terrorism (and, except for Pennsylvania, including an act of war, in the case of workers compensation) that is covered by primary or excess property and casualty insurance issued by an insurer if the loss occurs in the United States or at the premises of United States missions or to certain air carriers or vessels. "Insurer Deductible" means, for the period beginning on January 1,2015, and ending on December 31, 2020, an amount equal to 20%of our direct earned premiums,during the immediately preceding calendar year. Limitation of Liability The Act limits our liability to you under this policy. If aggregate Insured Losses exceed $100,000,000,000 in a calendar year and if we have met our Insurer Deductible,we are not liable for the payment of any portion of the amount of Insured Losses that exceeds$100,000,000,000, and for aggregate Insured Losses up to$100,000,000,000,we will pay only a pro rata share of such Insured Losses as determined by the Secretary of the Treasury. Policyholder Disclosure Notice 1. Insured Losses would be partially reimbursed by the United States Government. If the aggregate industry Insured Losses exceed: a. $100,000,000,with respect to such Insured Losses occurring in calendar year 2015, the United States Government would pay 85% of our Insured Losses that exceed our Insurer Deductible. b. $120,000,000,with respect to such Insured Losses occurring in calendar year 2016, the United States Government would pay 84% of our Insured Losses that exceed our Insurer Deductible. c. $140,000,000,with respect to such Insured Losses occurring in calendar year 2017, the United States Government would pay 83% of our Insured Losses that exceed our Insurer Deductible, d. $160,000,000, with respect to such Insured Losses occurring in calendar year 2018, the United States Government would pay 82% of our Insured Losses that exceed our Insurer Deductible. e. $180,000,000,with respect to such Insured Losses occurring in calendar year 2019, the United States Government would pay 81%of our Insured Losses that exceed our Insurer Deductible. f. $200,000,000, with respect to such Insured Losses occurring in calendar year 2020,the United States Government would pay 80% of our Insured Lasses that exceed our Insurer Deductible. 0 Copyright 2015 National Council on Compensation Insurance,Inc.All Rights Reserved. WC 00 04 22 B WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY (Ed. 1-15) 2. Notwithstanding item 1 above,the United States Government will not make any payment under the Act for any portion of Insured Losses that exceed $100,000,000,000. 3. The premium charge for the coverage your policy provides for Insured Losses is included in the amount shown in Item 4 of the Information Page or in the Schedule below. Schedule State Rate Premium CA 0.030 $30.00 This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) Endorsement Effective Policy No. ADWC952690 Endorsement No. Insured Premium Insurance Company Countersigned by WC 000422E (Ed. 1-15) ©Copyright 2016 National Council on Compensation Insurance,Inc.All Rights Reserved. WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 04 00 04 (Ed.7-98) EXTENSION OF INFORMATION PAGE Schedule of Forms ITEM 3D POLICY NO. ADWC952690 Form.........., N.........,umhe_rrs Applicable States PN049901F - CA YOUR RIGHT TO RATING AND DIVDEND INFO PN049902B - CA POLICYHOLDER NOTICE - WC RATING LAWS PN049904 - CA INS. GUARANTEE ASSOC.(CIGA) SURCHARGE WC000000C - STANDARD POLICY WC000001A - INFORMATION PAGE WC000421D - CATASTROPHE(OTHER THAN CERT ACTS OF TERR WC000422B - TERR RISK INS PROG REAUTHORIZATION ACT WC040004 - CA EXT OF INFO PAGE-SCHEDULE OF FORMS WC040301B - POLICY AMENDATORY ENDORSEMENT-CALIFORNIA WC040310 - CA DUTY TO DEFEND WC040410 - CA ESTIMATED ANNUAL PREMIUM ENDORSEMENT WC040422 - CALIFORNIA SHORT-RATE CANCELLATION END'T WC040601A - CA CANCELLATION ENDORSEMENT WC990000 - AUTHORIZATION AND ATTESTATION END'T WC990014 - CALIFORNIA CHANGES - AMENDATORY END'T As always, we thank you for selecting us as your insurer. We look forward to serving you! WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 04 03 01 B (Ed.01-12) POLICY AMENDATORY ENDORSEMENT—CALIFORNIA It is agreed that, anything in the policy to the contrary notwithstanding, such insurance as is afforded by this policy by reason of the designation of California In Item 3 of the Information Page Is subject to the following provisions. I. Minors Illegally Employed—Not Insured.This policy does not cover liability for additional compensation imposed on you under Section 4557, Division IV, Labor Code of the State of California, by reason of injury to an employee under sixteen years of age and illegally employed at the time of injury. 2. Punitive or Exemplary Damages—Uninsurable.This policy does not cover punitive or exemplary damages where insurance of liability therefor is prohibited by law or contrary to public policy. 3, Increase in Indemnity Payment—Reimbursement. You are obligated to reimburse us for the amount of increase in indemnity payments made pursuant to Subdivision(d)of Section 4650 of the California Labor Code, If the Tate Indemnity payment which gives rise to the increase in the amount of payment is due less than seven(7)days after we receive the completed claim form from you, You are obligated to reimburse us for any increase in indemnity payments not covered under this policy and will reimburse us for any increase in indemnity payment not covered under the policy when the aggregate total amount of the reimbursement payments paid in a policy year exceeds one hundred dollars($100). If we notify you in writing,within 30 days of the payment, that you are obligated to reimburse us,we will bill you for the amount of increase In indemnity payment and collect It no later than the final audit.You will have 60 days,following notice of the obligation to reimburse,to appeal the decision of the insurer to the Department of Insurance. 4. Application of Policy. Part One,"Workers Compensation Insurance',A,"How This Insurance Applies", is amended to read as follows. This workers compensation insurance applies to bodily injury by accident or disease, including death resulting therefrom. Bodily injury by accident must occur during the policy period, Bodily injury by disease must be caused or aggravated by the conditions of your employment.Your employee's exposure to those conditions causing or aggravating such bodily injury by disease must occur during the policy period. 5, Rate Changes.The premium and rates with respect to the insurance provided by this policy by reason of the designation of California in Item 3 of the Information Page are subject to change if ordered by the Insurance Commissioner of the State of California pursuant to Section 11737 of the California Insurance Code. 6. Long Term Policy. If this policy is written for a period longer than one year,all the provisions of this policy shall apply separately to each consecutive twelve-month period or, if the first or last consecutive period is less than twelve months,to such period of less than twelve months, in the same manner as if a separate policy had been written for each consecutive period. 7. Statutory Provision.Your employee has a first lien upon any amount which becomes owing to you by us on account of this policy, and in the case of your legal incapacity or inability to receive the money and pay It to the claimant,we will pay it directly to the claimant. 8. Part Five,"Premium", E, "Final Premium", is amended to read as follows: The premium shown on the Information Page, schedules,and endorsements is an estimate, The final premium will be determined after this policy ends by using the actual, not the estimated, premium basis and the proper classifications and rates that lawfully apply to the business and work covered by this policy. If the final premium is more than the premium you paid to us,you must pay us the balance. If it is less,we will refund the balance to you.The final premium will not be less than the highest minimum premium for the classifications covered by this policy. If this policy is canceled,final premium will be determined in the following way unless our manuals provide otherwise: a. If we cancel, final premium will be calculated pro rate based on the time this policy was in force. Final premium will not be less than the pro rata share of the minimum premium. b. If you cancel,final premium may be more than pro rat@; it will be based on the time this policy was in force, and may be increased by our short-rate cancelation table and procedure. Final premium will not be less than the pro rata share of the minimum premium. 1 of 2 WC 04 03 01 B WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY (Ed. 01-12) It is further agreed that this policy,including all endorsements forming a part thereof,constitutes the entire contract of insurance, No condition,provision, agreement,or understanding not set forth in this policy or such endorsements shall affect such contract or any rights,duties, or privileges arising therefrom. This endorsement changes the policy to which it is attached and is effective on the dale issued unless otherwise stated. (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) Endorsement Effective Policy No, ADWC952690 Endorsement No, Insured Insurance Company Countersigned By 2 of WORKERS COMENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 04 03 10 (Ed. 1-95) DUTY TO DEFEND—CALIFORNIA The insurance afforded by Part One, Section C, "We Will Defend", is hereby deleted and replace with the following: WE WILL DEFEND We have the right and duty to defend at our expense any claim or proceeding against you before the California Workers'Compensation Appeals Board or its equivalent in any other state (and any appeal of a decision therefrom)for the benefits payable by this workers' compensation insurance. We have the right to investigate and settle these claims or proceedings. We have no duty to defend a claim, proceeding, or suit that is not covered by this insurance. Nothing contained in this Section shall amend, modify, restrict, or otherwise alter any obligations or conditions under Part Two— Employer's Liability Insurance of the policy. This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise staled, (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) Endorsement effective Policy No. ADWC952690 Endorsement No. Insured Insurance Company Countersigned By ©1998 by the Workers'Compensation Insurance Rating Bureau of California.All rights reserved. WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 04 0410 (Ed. 1.88) ESTIMATED ANNUAL PREMIUM ENDORSEMENT—CALIFORNIA The premium with respect to the insurance provided by this policy by reason of the designation of California in item 3 of the Information Page is subject to experience modification. The experience modification, when issued, will be effective on „ N/A , your normal anniversary rating date. Pending the issuance of the experience modification by the Workers' Compensation Insurance Rating Bureau of California, the estimated annual premium shown below is based on the experience modification previously applicable to your operations. The estimated annual premium will be revised when the Bureau issues the applicable experience modification. ESTIMATED ANNUAL PREMIUM$ _3,040 00 The estimated annual premium shown above is based on a prior experience modification of .N/A __ which was effective on N/A NOTE: THE ESTIMATED ANNUAL PREMIUM MAY BE INCREASED WHEN THE BUREAU ISSUES THE EXPERIENCE MODIFICATION APPLICABLE TO THIS POLICY. This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) Endorsement Effective Policy No, ADWC952690 Endorsement No. Insured Insurance Company Countersigned By ©1998 by the Workers'Compensation Insurance Rating Bureau of California.All rights reserved. WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 04 04 22 (Ed. 01-12) CALIFORNIA SHORT-RATE CANCELATION ENDORSEMENT It is agreed that, anything in the policy to the contrary notwithstanding, such insurance as is afforded by this policy by reason of the designation of California in Item 3 of the Information Page is subject to the fallowing provisions: If you cancel the policy and a disclosure was provided in accordance with Section 481(c) of the California Insurance Code, final premium will be based on the time this policy was in force and increased by the short- rate cancelation table below. Short Rate Cancelation Table Facto, to Factor to Factor to ApPly to Apply to Apply to Earned Earned Earned Premium for Premium for Premium for Days in Short Rate Period Policy in Days in Short Rate Period Policy in Days in Short Rate Period Policy Policy Period Percentages Fffect Policy Period Percenfanes Fffegt Polity Period Pereentanes in Fffent 1 5% 18.2482 46 23% 1,8250 91 35% 14038 ......................................... 2 6 10 9489 47 23 1 7861 92 36 1 4283 8, 7 85158 48 24 1,8750 93 36 1 4129 4 7 6 38 fig 49 24 1 7877 94 3fi 1,397.9 5 ...____8 5,NM 50 24 1,7520 95 37 1.4216 . ...._ .,.w...._., 6 8 4.8662 51 24 1,7176 96 37 1.4068 7 9 4,6924 52 25 1.754{D 97 37 1 3923 8 9 4,1058 53 25 17216 98 37 13781 9 10 4,0552 54 25 1.6899 99 38 1.4010 ......_.. ...., . .._._._. . .... ..... ...... _, ..___ __..___...., _.__,__._..... _,_..._,___,_..._., ._,.....,.....__,_, _____. ._...., 10 10 3.6496 55 26 1.7255 100 38 13870 ..................... . .. ....... .... .............. ..._._. 11 i f 36496 56 26 1 6947 101 38 1.3733 ...... ......._....... _ .._.."" _.._... _.. 12 11 3.3466 _ 97 26 1 h6so 102 M 1 359R 13 12 3.3689 58 26 1.6362 103 39 13870 ..__....__-------_____� ___..v__ ........ ...... ..... .. :....... ....� .... m. ....._._.. ...... 14 12 3.1283 59 27 1,6704 104 39 13688 15 13- -----3.1630 60 27 1 6425 105 39 1 3557 16 61 17 // y.. fi1.5 ...j,9653 6 1(16 40 1 t774 17 14 3,0056 62 27 1,5895 107 40 1 3645 18 14 2,8386 - 63 28 1 6222 106 40 1 3519 -- 19 15 2.8818 64 28 1,5969 109 40 1,3396 20 15 2 7377 65 28 1 5793 110 41 1 3606 21 16 27812 R6 29 I R038 111 41 1 3492 22 16 26547 67 29 1 5799 112 41 1 3362 23 17 _ 2.6980 68 29 1,556G 113 41 1 3243 14 y7 2 5656 69 29 1 5341 114 42 1 3447 25 17 24821 70 30 1.5648 115 42 13330 26������ 16.. 2���5270���� - 71 30 1 5423 ---116 42 1,3215 27 18 24334 72 11 30 L5208 7 43 1.3414 25 18 2 34bS 73 .. 30 1 5000 118 43 1 3301 29 18 2 2656 74 31 1,5291 119 43 1 3189 30--- 19- -23117 75 31 15087 120 43 13079 31 19 2,2371 76 31 14888 121 44 13273 _....__.................. _ ._-_......__..........................__ ........._._........................._. ... ........._......._ 32 19 2.1672 77 32 1,5169 122 44 1,3164 .........._.. _._.._......_.__...... ___-_._._.,-_ ....,_...,..,_ ...;f9T _._,_,_____-_.,_ .,_,_,_ _____,___,_ 33 20 22121 � 78 32 Y 4974 123 44 13057 ...., .,._..._...._._�....�,.._,....,.n.._....,_,..____ - 34 20 21471 79 32 1.4785 124 44 _ 1 2951 ......_35 ...___-20 ...__2 0857 80 32 1 4600 .. .125 �45 1,3140 8g .2y7, -l�O118 81 33 1,4870 126 45 1,3036 37 21 l.(7/16 NL 33 'I 46fj9 127 45 1 L933 38 21 2.0171 83 33 1.4512 126 46 1 3117 39 21 1.0654 84 34 1,4774 129 46 13016 40 21 19162 85 34 1.4600 130 46 1.2916 41 22 1 958E B6 34 'I 4464 30 131 46 112817 42 22 10119 87 34 142 132 47 1.2996 43 22 1.8674 88 35 1.4517 133 47 12899 ............... ........_.._.._.._.._..._.........d. ._......... 44.......... � 23 19079 89 35 1,4354 134 47 1.2802 45 23 1 R655 60 35 1 4194 135 47 17708 I WC 04 04 22 (Ed. 01 -12) Short Rate C12ncelation Table (Cont'd) Factor to Factor to Factor to Apply to Apply to Apply to Earned Earned Earned Premium for Premium for Premium for Days in Short Rate Period Policy in Days in Short Rate Period Policy in Days in Short Rate Period Policy Polity Period Per�.n .�e .. Effect Policy P�er And o...o..s.. -- Policy Period Percenlaees in Fffnat B ,_ _ 8 ... Effect2 710 770 1,1255 137 48 12788 182 60 12033 227 70 1.- --- 138 48 12696 183 61 "" """"""""""""""" 12167 228 70 11206 139 49 1,2867 181 61 1 2101 _ 229 71 11317 _""""__""...._.."..._. _- --- ____.._._......._ ....""".._.......... 140 49 12775 1B5 61 � �2035 230 71 11267 "..."..._._.m.m.. _...._.___..._._...........�.... 141 49 1,2684 186 61 1.1970 231 71 1,1219 142 49 _ 1 2595 187 61 1.19ob 232 71 1 1170 143 50 1.2762 188 62 11 12037 233 72 1.1279 144 50 1 2674 189 62 1,1974 234 72 _ _ 1.1231 .,.,_,_._.,_.. .....,_. ........_ .._.._._ ..'I_ ___.,.... 145 50 1.2500 191 62 11848 _ 235 72 - 1 1183 ...............1.4fim................ 50 12500 191 ......."._. _ 62........ '1.1846 236 72 1.1136 147 51 11663 1B2 "' """ 63 L1977 237 72._ � 1 1089 148 51 1 2578 193 63 1 1914 238 73 11195 149-- 51- 1:2493 194 63 ....... 11853 .......-239 ............._._._ 73 .......,..".... 11149 �............. ...,............... ___.. 150 52 L2653 195 63 '1.1792, 240 73 1,1102 151 52 1 2569 196 63 1,1732 241 73 1,1056 152 52 1.2487 197 64 1 1858 242 74 1,1161 153 52 1,2405 198 64 1.1198 243 74 1'�. 1511 _""_......m..... ......._. 1S4 53 1 2562 199 64 1,1739 244 /4 1 1070 155 53 1,2481 200 64 1.1680 245 74 1.1025 156 e3 12401 201 66 1,1804 246 74 1.CAA1 ) 157 L. .__ 54 1.2554 202 65 1 1745 247 75 1.1083 .................. _ ..............., 158 54 1,2475 203 65 1.1687 _248 75 1.1038 159 54 1,2396 204 65 1,1630 249 75 1 0994 160 54 .1.2319 70S 65 1 1578 250 /5 1 0950..1G1.._. ..,.... ... ........._..._.._. .._........_ ...... 55 1.2469 206 66 11fi94 251 76 11052 162 55 1 2392 207 68 1,1638 252 76 1 1008 _ ,f..m.............. "" "" ..."".....____ ..."__ 163 55 11316 208 66 1.1562 753 �_ 76 10964 164 55 I r'hi 1.1576 254 _ 76 10921_- 2388 209 f ...................m........__ .."�................_""_. 165 56 1 2388 L10 67 1.1645 255 76 10878 .......__ .... ...: .......... .... ..._. 166 56 1,2240 211 61 1.1590 256 77 10979 167 56 1.2240 212 61 15 5 257 77 1 09J6- l68 169 57 1.2384 213 87 1 1481 259 77 1 0851 169 57 12311 914 68 11 42B544 259 77 1,0859 171 57 1 T1T/ 216 68 11491 261 /7 1,fIH10 171 57 1 716/ 216 68 1.1491 261 78 . ............1�M908 177 58 1 2308 217 68 1.148 262 78 1 Mirth 173 58 1.2237 ....".__�18 {p 11 263 78 -0825 174 58 1,21ti/ 219 69 '1,1500 500 264 /8 1.0784784 -17 56 1 2097 220 fit' " m m'J 1 1448 765 79 1 0881 176 59 1.2236 1 139G 266 79 1 0840 177 59 11167 222 ii9 11345 26! 79 10 178 59 1 2096 223 69 1.1294 ---26P -_- --------79 1 0759 759 179 6a L2235 224 70 1.1466 269 79 - 1,0719 IHO 60 1,2167 225 70 t1356 ....." 2/0 80 10815 271 00 1.0775 316 90 1 0396 361 100 10111 ._... .....3".'t....... 272 80 1.0735 317 9U 1�0363 36 100 _ 1,()e183 273 80 1.Ofi96 318 90 1.0330 363 1W 10055 j74 81 .. . 1m.0790 m m m mmm 319 90 ._._ _.________.. 1 MzSy s64 100 1,0027 275 81 1 0751 320 91 1.,0380 365 100 1,0000 276 81 1,0712 321 91 1,0347 277 Hi 1,0673 322 91 1,0315 278 81 1 0635 323 91 11.0283 279 82 10728 324 %i2 10364 280 82 1 0689 325 92 1.0332 .::............, .:.::.W._...._ .._...____ _...... 281 87 1 0651 326 1 92 1 0301 WC 04 04 22 (Ed, 01 -12) Short Rate Cancelation Table (Corl w. Factor to Factor to f actor to Apply to Apply to Apply to Earned Earned Earned Premium for Premium for Premium for Days in Short Rate Period Policy in Days in Short Rate Period Policy in Days in Short Rate Period Policy Policv Penad Percentanes Effect Policv Period Percentaqes Effect Policv Period Percenlaaes in Effect 282 87 1.0614 327 92 _ 10269 283 83 9,0705 328 92 --- 1 0238 284 83 10G67 329 I 93 1.0318 285 83 1,0630 330 93 1.0286 3 1'0593 331 0 286 8 93 1, 255 287 .m.. -3 1,0556 332 93 1,0224 ..... 288 84 1,0646 333 94 f 0303 289 84 1 0509 334 94 10272 ............. -.............. .__ _......--...-...____.. 290 84 1.0572 335 1 94 1.0242 w 291 84- --1.0536 336 94 _- 16211 292 85 10675 337 94 1,0181 293 85 10589 338 95 �- 1.0259 294 85 1.0553 .339 95 1,0229 295 85 1.0517 340 95 1.0198 2% 85 1.0481 341 9S 10169 297 86 1 0569 34J 95 1.0139 ........____ .............. _.�.......... 998 86 1 0534 343 _96 1 0216 299 86 1,0498 344 96 1.0166 300 86 1,0463 345 96 1.0156 301 86 1 0429 34G 96..................................7..4127__.. 302 87 1 0515 341 97 1 0203 303 87 1,0480 348 97 1 0174 ..... ............. ........... ..... ...............m.............................. 304 87 1.0446 .49 97 1,0145 ......................._.... ......___............._...__ ._..._............_ _—___......_... _......................................_. 305 81 1„0411 350 97 1,0116 306 f1F7 10497 951 97 10087 307....... ...._...88 1.0462 _ 352 98 10162."""'"'"-.. �.'."_.............. ..._..._._.._.—... _ ....__ - _ _...._...._......... ......._. _.___.......__ ..-. ....._ _--..... 308 88 1���'6 T 353 9A 1.0133 ....., ...._....._ ..______......._______. ......._____.._ ._.........,.... .... . ...., .__,_,_,_,_,_,.,_______.._............,,,,,.,. ,,,,,, 309 ...... 88 1 0395-- ..................... ...... ....._. 311 89 1,0445 356 99 1.0150 312 89 10412 357 99 101" L2 313 89 1.0379 358 99 1 0094 314 H9 10346 359 AA 1006.5 315 90 1.0429 360 99 1,003811 This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated, (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) Endorsement Effective Policy No, ADWC952690 Endorsement No,. Insured Insurance Company. Countersigned By. WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 04 06 01 A Effective December 1, 1993 CALIFORNIA CANCELATION ENDORSEMENT This endorsement applies only to the insurance provided by the policy because California is shown in Item 3.A. of the Information Page. The cancelation condition in Part Six(Conditions) of the policy is replaced by these conditions, Cancelation: 1. You may cancel this policy. You must mail or deliver advance written notice to us stating when the cancelation is to take effect. 2. We may cancel this policy for one or more of the following reasons: a Non-payment of premium, b. Failure to report payroll, c. Failure to permit us to audit payroll as required by the terms of this policy or of a previous policy issued by us; d. Failure to pay any additional premium resulting from an audit of payroll required by the terms of this policy or any previous policy issued by us, e. Material misrepresentation made by you or your agent, f. Failure to cooperate with us in the investigation of a claim; g. Failure to comply with Federal or State safety orders; In. Failure to comply with written recommendations of our designated loss control representatives, I. The occurrence of a material change in the ownership of your business; The occurrence of any change in your business or operations that materially increases the hazard for frequency or severity of loss, k. The occurrence of any change in your business or operation that requires additional or different classification for premium calculation; I. The occurrence of any change in your business or operation which contemplates an activity excluded by our reinsurance treaties. 3. If we cancel your policy for any of the reasons listed in (a) through (0, we will give you 10 days advance written notice, stating when the cancelation is to take effect. Mailing that notice to you at your mailing address shown in Item 1 of the Information Page will be sufficient to prove notice. If we cancel your policy for any of the reasons listed in Items (g)through (1), we will give you 30 days advance written notice; however, we agree that in the event Of Cancelation and reissuance of a policy effective upon a material change in ownership or operations, notice will not be provided. 4. The policy period will end on the day and hour stated in the cancellation notice. This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) Endorsement Effective Policy No. ADWC952690 Endorsement No. Insured Insurance Company Countersigned By. ©1998 by the Workers'Compensation Insurance Rating Bureau of California.All rights reserved. WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 99 00 00 WC 99 00 00 CA (Ed.08-13) AUTHORIZATION AND ATTESTATION ENDORSEMENT In Witness Whereof,this page executes and fully attests to this policy. If required by state law, the policy shall not be valid unless countersigned by our authorized representatives. Authorizing signatures / �V Michael J. Dulin General Counsel and Secretary Sy Foguel,ACAS FIL.AA Chief Executive Officer and President 9 ,!!`Berkshire Hathaway GUARDInsurance ,�*!f companues WC 99 00 00 WC 99 00 00 CA (Ed. 08-13) Copyright 2013 WestGUARD Insurance Company WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 99 00 14 (Ed. OR-13) CALIFORNIA CHANGES—AMENDATORY ENDORSEMENT This endorsement modifies insurance provided under the following endorsement WC 04 03 01 B- POLICY AMENDATORY ENDORSEMENT-CALIFORNIA: Paragraph 8. Part Five, "Premium", E, "Final Premium",is amended to read as follows: The premium shown on the Information Page, schedules, and endorsements is an estimate. The final premium will be determined after this policy ends by using the actual, not the estimated, premium basis and the proper classifications and rates that lawfully apply to the business and work covered by this policy. If the final premium is more than the premium you paid to us, you must pay us the balance, If it is less we will refund the balance to you. The final premium will not be less than the highest minimum premium for the classifications covered by this policy. If this policy is canceled, final premium will be determined in the following way unless our manuals provide otherwise: C. If we cancel, final premium will be calculated pro rata based on the time this policy was in force. Final premium will not be less than the pro rota share of the minimum premium. b. If you cancel, final premium may be more than pro rota: it will be based on the time this policy was in force, and may be increased by our short-rate cancelation table and procedure. If you cancel, final premium will not be less than the full policy minimum premium. [his ondorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) Endorsement Effecllve Policy No, ADWC952690 Endorsernenl No. Insured Premium: Insurance Company Countersigned by WC 99 00 14 (Ed. 08-13) N!/Berkshire Hathaway Berkshire Hathaway GUARD 44 L) 1'4. I I Hathaway P.O. Box A-H �7 Insurance Wilkes-Barre, PA 18703-0020 �/' t 'off U A R D COfYIpani0S 570-825.9900(Toll-Free 800-673.2465) FAX 570-823.2059 www.guard.com Adastragov Inc 3207 Sea Ridge Circle Rancho Palos Verdes,CA 90275 Policyholder: Adastragov Inc Policy#: ADWC952690 Dear Policyholder: Thank you for selecting us as your Workers'Compensation insurer. In addition to secure coverage,we provide extensive services as part of our effort to achieve complete customer satisfaction. If a claim should happen to occur, our medical management activities are handled through another Berkshire Hathaway partner selected for this program. To better acquaint you with the information and procedures you need to know, we provide the following important Workers' Compensation and Medical Provider Network (MPN) materials: • Notice to Employees -Injuries Caused By Work (DWC 7) • English and Spanish Time-of-Hire Pamphlet • Workers'Compensation Claim Form and Notice of Potential Eligibility (DWC 1 and NOPE) • English and Spanish MPN Employee Notification • (The MPN ID# is 2397,and the Medical Access Assistant Phone Number is: 1-844-752-1144.) • On-line Directory of Managed Care Providers Each of these resources can be found on-line at: http://www.guard.com/claims-CA.htm (Hard copies are available upon request.) PROVIDING IMPORTANT WORKERS'COMPENSATION INFORMATION Be sure to complete the Notice to Employees (DWC-7) and post in a conspicuous location frequented by employees during the hours of the workday. USING THE MPN MATERIALS An English and a Spanish version of the MPN Employee Notification have been supplied for you to download so you can post in proximity to the DWC-7 and distribute to each person enrolled. if you have any questions, do not hesitate to contact our office at 800-673-2465 or csr@GUARD.com Thank you, Customer Service Department Berkshire Hathaway GUARD / P.O. Box A-H • 16 S. River Street �"1 73-2465) Berksl�hire ■lHwathawa 7 Wilkes-Barre, PA 18703-0020 Insurance�11III� U �I RV Cormpanies 570-825-9900 (Toll-FreeFAX 5 06823-2OS9 www.guard.com Important Alert for Policy #ADWC9526 9Q Please read this important gdygnpig noticewhich outlines our policy for handling Workers' Compensation premium for subcontractors*. If you have any questions or do not understand any portion of the explanation, we suggest you contact your agent immediately because the cost of your coverage may be affected at final audit time. Premium Charge for Subcontractors If you hire subcontractors who do not have their own Workers' Compensation insurance, your premium calculation will be modified to include any amounts paid for their labor. This additional premium is addressed in Part Five C 2 of your policy and compensates us for the risk that one or more of these subcontractors(or one of the subcontractor's employees) will file a claim for benefits under your coverage. Although subcontractors may appear to be independent businesses, claims filed by them (or their employees) are common after an injury. Under Workers' Compensation law, the legal definition of"employee" is much broader than the common understanding of that term. In addition, many states make you - as the contractor - u omatically responsible for certain expenses due to work-related injuries to your independent subcontractors or their employees. Regardless of the state law, Berkshire Hathaway GUARD Insurance Companies must pay legal fees under Part One of your policy to defend these claims and must also pay Workers' Compensation benefits in many cases. For these reasons and in accordance with Part Five C 2 of your policy, we will charge appropriate additional premium unless the subcontractors have their own in-force Workers' Compensation coverage during your entire policy period, and you are able to provide acceptable proof of this coverage to us prior to completion of your final audit. Evidence of general liability insurance, pre-determinations or statements of independent contractor status, hold harmless agreements, etc. are not acceptable substitutes, and no exceptions will be made for sole proprietors or others on the grounds that such parties are not. raguired to purchase (or cannot purchase) Workers' Compensation insurance. The risk of a claim against your policy from an uninsured subcontractor is the same, regardless of his or her reason for having no coverage. Furthermore, these additional charges will be imposed when applicable, even if exceptions have been granted to you by us or by another carrier in the past. Please realize that premium may be charged for subcontractors hired by uninsured entities owned or controlled by you. Premium will be charged if the Rating Bureau rules in your state require the related entity to be combined in a single policy with the company we are insuring. Ultimately, we believe this policy is in the best interests of all parties, and we hope that this advance notification will prevent any misunderstandings at a later date. As always, we thank you for selecting Berkshire Hathaway GUARD Insurance Companies, and we look forward to serving you during the upcoming policy year. *Note: A "subcontractor"is a person or organization paid to assist you in providing a product or service to your customer or client (and not just to you). Workers' Compensation laws inmost states presume that such vendors are "employees" who, therefore,often!le claims seeking benefits. PolAlert Ed.3 2/12 i ,,,�erkshiire Hathaw ay ,?APrivacy. ft Insurance GUARDCompanies Policy � cY Berkshire Hathaway GUARD is committed to treating and using personal financial information about you and your employees responsibly. We will not disclose nonpublic, personal information about you and your employees to anyone except as permitted or required by law. This disclosure is made on behalf of AmGUARD Insurance Company. Collecting Information We collect nonpublic, personal information from you about you and your employees to properly maintain and service your policy. This nonpublic, personal information may come from the following sources: • Application Information and Other Forms. On the application for insurance or other forms completed by you, you provide us with most of the information we need to process policies and claims. • Transaction Information. We may develop information about you and your employees based on transactions and experiences you have with us, our affiliates, or others. • Third-Party Information. This is information that we receive to verify or supplement your application or claims. Disclosing Information In the course of conducting business and as permitted or required by law, we may share nonpublic, personal Information about you and your employees with our affiliated companies. We do not disclose any nonpublic, personal information about you and your employees to any nonaffiliated third parties, except for the conduct of our business or as permitted or required by law. Information may be supplied to others providing business services for us. Additionally, we may provide information for audit or research purposes or to law enforcement agencies to help us prevent fraud. Securing Information We restrict access to nonpublic, personal information about you and your employees to our employees who need to know the information necessary to provide products or services to you. We maintain physical, electronic, and procedural safeguards that comply with applicable regulations to guard the nonpublic, personal AmGUARD • EastGUARD • NorGUARD • WestGUARD P.O. Box A-H • 16 S. River Street • Wilkes-Barre, PA 18703-0020 Telephone: 570-825-9900 • 800-673-2465 A Current Copy of Our privacy Policy is Always Available at www.guard.com SEPARATOR PAGE WC000000C WC000001A 140 HI SCOX Hiscox Insurance Company Inc. __....___ __ ------ __..._.____ __ .._____ ,._.........._..... ........ ........... GET THE RIGHT INSURANCE,RIGHT NOW Your Insurance documents Enclosed you will find the policy documents that make up your insurance contract with us. Please read through all of these documents. If you have any questions or need to update any of your information please call us at 888-202-3007 (Mon-Fri, 8am-10pm EST. Declarations Page This contains specific policy information, such as the limits and deductibles you have selected. Policy Wording This details the terms and conditions of your coverage, subject to policy endorsements, Endorsements These documents modify the Policy Wording or Declarations Page. These include relevant terms and conditions as required by your state and are part of your policy. Notices These documents provide information that may affect your coverage such as optional terrorism coverage (if purchased) and other important items required by your state. Application Summary This is a summary of the information that you provided to us as part of your application. Please review this document and let us know if any of the information is incorrect. Please inform us immediately if you have a claim or loss to report. Please have your policy number available so we can handle your call quickly. Email: reportaclaim@hiscox.com Phone:866-424.8508 Mail: Attn: Direct Claims Hiscox 520 Madison Avenue - 32nd Floor New York, NY, 10022 40 HISCOX --- ------GET THE RIGHT INSURANCE,RIGHT NOW 40 H �I C�O Hiscox Insurance Company Inc. J X 104 South Michigan Avenue, Suite 600 Chicago Illinois 60603 Businessowners Insurance Declarations In return for the payment of the premium, and subject to all the terms of this Policy,we agree with you to provide the insurance as stated in this Policy. Policy No, UDC-2238930-13OP-18 Named Insured AdastraGov Inc, Address: 32007 Sea Ridge Circle Rancho Palos Verdes, CA 90275 Policy period: From, April 26, 2018 To. April 26,2019 At 12:01 A.M. (Standard Time)at the address shown above., Form of Business: Corporation or other Organization Premises Information; Premises Number: == Building Number 1 Premises Address,: 32007 Sea Ridge Circle Rancho Palos Verdes, CA 90275 Section 1 -Property Property Coverage Limits of Insurance Premises Number: ip t� Building Number: 1 Limit of Insurance: $1Q000 Covered Property. Business Personal Property Deductibles (Apply per location, per occurrence): Premises Number: 1 Deductible: $500 Optional Coverage/Glass Deductible: $500 Additional Coverages-No Optional Higher Limits or extended number of days apply BOP D001 01 10 Includes copyrighted material of Insurance Services Office, Inc„ with Page 1 its permission.©ISO Properties, Inc., 2005 09 SCOX Hiscox Insurance Company Inc. 104 South Michigan Avenue, Suite 600 Chicago Illinois 60603 Coverage Extensions -No Optional Higher Limits apply Optional Coverages do not apply Section II -Liability and Medical Expenses Liability and Medical Expenses, $2,00D,000 Per Occurrence Products/Completed $2,000,000 Operations Aggregate: Other Than Products/Completed $2,000,000 Operations Aggregate. Damage to Premises Rented to You: $ 100,000 Any one premises Medical Expenses. $5,000 Per Person Total Premium: $495.00 Attachments: See attached Forms and Endorsements Schedule. IN WITNESS WHEREOF,the Insurer indicated above has caused this Policy to be signed by its President and Secretary,but this Policy shall not be effective unless also signed by the Insurer's duly authorized representative. %";� Oat- President Secretary Authorized Representative BOP D001 01 10 Includes copyrighted material of Insurance Services Office, Inc.,with Page 2 its permission,0 ISO Properties, Inc., 2005 AM CC(""�M/ HISCOX INSURANCE COMPANY INC. (A Stock Company) I� �.+rX C I J 104 South Michigan Avenue, Suite 600, Chicago, Illinois 60603 Forms and Endorsements Schedule Forms and Endorsements made part of this policy at time of issue: BOP D001 01 10 - Businessowners Insurance Declarations BP 00 03 01 10 - Business Owners Policy Coverage Form BOP E5422 CW(02/15) - Blanket Additional Insured - Lessors of Premises, Clients BOP E5201 CW(03/10)-Aggregate Limit Endorsement (Single Limit) BOP E5207 CW(03/10)- Exclusion - Damage to Primary Residence BP 05 24 01 15 - Exclusion Of Certified Acts Of Terrorism BP 06 86 01 10- Hired Auto and Non-Owned Coverage BP 05 01 07 02-Calculation of Premium BP 04 54 01 06- Newly Acquired Organizations BOP E5215 CW(03110) - Right and Duty to Select Defense Counsel BOP E5214 CW(03/10) - Notice Information BOP E5211 CW(03/10) - Exclusion - Intercompany Products Suits BP 01 55 04 06- California Changes BOP E5208 CW(03/10) - Definition of Employee BOP E5206 CW(03/10) - Exclusion - Personal Information BOP E5212 CW(03110) - Lock and Key Replacement BOP E5205 CW(03110) -Cancellation Provision (14 Day Full Refund) BP 05 95 01 06 - Electronic Data Liability INT N001 CW(01/09) - Economic And Trade Sanctions Policyholder Notice INT D001 01 10 Page 1 of 1 Am HISCOX GET THE RIGHT INSURANCE,RIGHT NOW Policy AM HiScox BUSINESSOWNERS BP00030110 BUSINESSOWNERS COVERAGE FORM Various provisions in this policy restrict coverage. (5) Personal property owned by you that is Read the entire policy carefully to determine rights, used to maintain or service the buildings duties and what is and is not covered. or structures or the premises, including: Throughout this Coverage Form the words "you" and (a) Fire extinguishing equipment; "your" refer to the Named Insured shown in the Decla- (b) Outdoor furniture; rations. The words "we", "us' and "our" refer to the Company providing this insurance. (c) Floor coverings; and In Section II — Liability, the word "insured" means any (d) Appliances used for refrigerating, person or organization qualifying as such under Para- ventilating, cooking, dishwashing or graph C. Who Is An Insured. laundering; Other words and phrases that appear in quotation (6) If not covered by other insurance: marks have special meaning. Refer to Paragraph H. (a) Additions under construction, altera- Property Definitions in Section I — Property and Para- tions and repairs to the buildings or graph F. Liability And Medical Expenses Definitions in structures; Section 11—Liability. (b) Materials, equipment, supplies and SECTION I—PROPERTY temporary structures, on or within A. Coverage 100 feet of the described premises, We will pay for direct physical loss of or damage to used for making additions, altera- tionsCovered Property at the premises described in the or repairs to the buildings or structures. Declarations caused by or resulting from any Cov- ered Cause of Loss. b. Business Personal Property located in or on 1. Covered Property the buildings at the described premises or in the open (or in a vehicle) within 100 feet Covered Property includes Buildings as de- of the described premises, including: scribed under Paragraph a. below, Business (1) Property you own that is used in your Personal Property as described under Para- business; graph b. below, or both, depending on whether a Limit of Insurance is shown in the Declara- (2) Property of others that is in your care, tions for that type of property. Regardless of custody or control, except as otherwise whether coverage is shown in the Declarations provided in Loss Payment Property Loss for Buildings, Business Personal Property, or Condition Paragraph E.5.d.(3)(b); both, there is no coverage for property de- (3) Tenant's improvements and better- scribed under Paragraph 2. Property Not Cov- merits. Improvements and betterments ered. are fixtures, alterations, installations or a. Buildings, meaning the buildings and struc- additions: tures at the premises described in the Dec- (a) Made a part of the building or struc- larations, including: ture you occupy but do not own;and (1) Completed additions; (b) You acquired or made at your ex- (2) Fixtures, including outdoor fixtures; pense but cannot legally remove; (3) Permanently installed: (4) Leased personal property which you (a) Machinery; and have a contractual responsibility to in- sure, unless otherwise provided for un- (b) Equipment; der Paragraph 1.b.(2);and (4) Your personal property in apartments, (5) Exterior building glass, if you are a ten- rooms or common areas furnished by ant and no Limit of Insurance is shown you as landlord; in the Declarations for Building property. The glass must be owned by you or in your care, custody or control. BP 00 03 01 10 © Insurance Services Office, Inc., 2009 Page 1 of 49 0 2. Property Not Covered 4. Limitations Covered Property does not include: a. We will not pay for loss of or damage to: a. Aircraft, automobiles, motortrucks and other (1) Steam boilers, steam pipes, steam en- vehicles subject to motor vehicle registra- gines or steam turbines caused by or tion, resulting from any condition or event in- b. "Money" or "securities" except as provided side such equipment. But we will pay for in the: loss of or damage to such equipment caused by or resulting from an explosion (1) Money And Securities Optional Cover- of gases or fuel within the furnace of any age; or fired vessel or within the flues or pas- (2) Employee Dishonesty Optional Cover- sages through which the gases of com- age; bustion pass. c. Contraband, or property in the course of (2) Hot water boilers or other water heating illegal transportation or trade; equipment caused by or resulting from d. Land (including land on which the property any condition or event inside such boil- is located), water, growing crops or lawns; ers or equipment, other than an explo- sion. e. Outdoor fences, radio or television anten-nas (including satellite dishes) and their (3) Property that is missing, where the only lead-in wiring, masts or towers, signs (other evidence of the loss or damage is a than signs attached to buildings), trees, shortage disclosed on taking inventory, shrubs or plants, all except as provided in or other instances where there is no the: physical evidence to show what hap- 1 Outdoor Property Coverage Extension; hap- pened to the property. This limitation ( ) p Y 9 does not apply to the Optional Coverage or for Money and Securities. (2) Outdoor Signs Optional Coverage; (4) Property that has been transferred to a f. Watercraft (including motors, equipment person or to a place outside the de- and accessories) while afloat; scribed premises on the basis of unau- g. Accounts, bills, food stamps, other evi- thorized instructions. dences of debt, accounts receivable or (5) The interior of any building or structure "valuable papers and records"; except as caused by or resulting from rain, snow, otherwise provided in this policy; sleet, ice, sand or dust, whether driven h. "Computer(s)" which are permanently in- by wind or not, unless: stalled or designed to be permanently in- (a) The building or structure first sus- stalled in any aircraft, watercraft, motortruck tains damage by a Covered Cause or other vehicle subject to motor vehicle of Loss to its roof or walls through registration. This paragraph does not apply which the rain, snow, sleet, ice, sand to "computer(s)"while held as "stock" or dust enters, or I. "Electronic data", except as provided under (b) The loss or damage is caused by or Additional Coverages — Electronic Data. results from thawing of snow, sleet This Paragraph i. does not apply to your or ice on the building or structure. "stock" of prepackaged software. b. We will not pay for loss of or damage to the j. Animals, unless owned by others and following types of property unless caused boarded by you, or if owned by you, only as by the "specified causes of loss" or building "stock"while inside of buildings. glass breakage: 3. Covered Causes Of Loss (1) Animals, and then only if they are killed Risks of direct physical loss unless the loss is: or their destruction is made necessary. (2) Fragile articles such as glassware, a. Excluded in Paragraph B. Exclusions in statuary, marble, chinaware and porce- Section I; or lain, if broken. This restriction does not b. Limited in Paragraph 4. Limitations in Sec- apply to: tion I. (a) Glass that is part of the exterior or interior of a building or structure, Page 2 of 49 © Insurance Services Office, Inc., 2009 BP 00 03 01 10 0 (b) Containers of property held for sale, (4) We will pay up to an additional $10,000 or for debris removal expense, for each lo- (c) Photographic or scientific instrument cation, in any one occurrence of physi- lenses. cal loss or damage to Covered Property, if one or both of the following circum- c. For loss or damage by theft, the following stances apply: types of property are covered only up to the limits shown: (a) The total of the actual debris removal expense plus the amount we pay for (1) $2,500 for furs, fur garments and gar- direct physical loss or damage ex- ments trimmed with fur. ceeds the Limit of Insurance on the (2) $2,500 for jewelry, watches, watch Covered Property that has sustained movements, jewels, pearls, precious loss or damage. and semiprecious stones, bullion, gold, (b) The actual debris removal expense silver, platinum and other precious al- exceeds 25% of the sum of the de- loys or metals. This limit does not apply ductible plus the amount that we pay to jewelry and watches worth $100 or for direct physical loss or damage to less per item. the Covered Property that has sus- (3) $2,500 for patterns, dies, molds and tained loss or damage. forms. Therefore, if Paragraphs (4)(a) and/or 5. Additional Coverages (4)(b) apply, our total payment for direct a. Debris Removal physical loss or damage and debris re- moval expense may reach but will never (1) Subject to Paragraphs (3) and (4), we exceed the Limit of Insurance on the will pay your expense to remove debris Covered Property that has sustained of Covered Property caused by or re- loss or damage, plus$10,000. sulting from a Covered Cause of Loss (5) Examples that occurs during the policy period. The expenses will be paid only if they are Example#1 reported to us in writing within 180 days Limit of Insurance $ 90,000 of the date of direct physical loss or Amount of Deductible $ 500 damage. Amount of Loss $ 50,000 (2) Debris Removal does not apply to costs to: Amount of Loss Payable $ 49,500 (a) Extract "pollutants" from land or ($50,000—$500) water, or Debris Removal Expense $ 10,000 (b) Remove, restore or replace polluted Debris Removal Expense land or water. Payable $ 10,000 (3) Subject to the exceptions in Paragraph ($105000 is 20% of$50,000) (4),the following provisions apply: The debris removal expense is less than (a) The most that we will pay for the 25% of the sum of the loss payable plus total of direct physical loss or dam- the deductible. The sum of the loss pay- age plus debris removal expense is able and the debris removal expense the Limit of Insurance applicable to ($49,500 + $10,000 = $59,500) is less the Covered Property that has sus- than the Limit of Insurance. Therefore tained loss or damage. the full amount of debris removal ex- (b) Subject to Paragraph (a) above, the pense is payable in accordance with the amount we will pay for debris re- terms of Paragraph (3). moval expense is limited to 25% of the sum of the deductible plus the amount that we pay for direct physi- cal loss or damage to the Covered Property that has sustained loss or damage. BP 00 03 01 10 0 Insurance Services Office, Inc., 2009 Page 3 of 49 Example#2 c. Fire Department Service Charge Limit of Insurance $ 90,000 When the fire department is called to save Amount of Deductible $ 500 or protect Covered Property from a Cov- Amount of Loss $ 80,000 ered Cause of Loss, we will pay up to Amount of Loss Payable $ 79,500 $2,500, unless a different limit is shown in y the Declarations, for your liability for fire ($80,000-$500) department service charges: Debris Removal Expense $ 30,000 (1) Assumed by contract or agreement prior Debris Removal Expense to loss, or Payable (2) Required by local ordinance. Basic Amount $ 10,500 d. Collapse Additional Amount $ 10,000 The coverage provided under this Addi- The basic amount payable for debris tional Coverage - Collapse applies only to removal expense under the terms of an abrupt collapse as described and limited Paragraph (3) is calculated as follows: in Paragraphs d.(1)through d.(7). $80,000 ($79,500 + $500) x 25 - (1) For the purpose of this Additional Cov- $20,000; capped at $10,500). The cap erage - Collapse, abrupt collapse applies because the sum of the loss means an abrupt falling down or caving payable ($79,500) and the basic amount in of a building or any part of a building payable for debris removal expense with the result that the building or part of ($10,500) cannot exceed the Limit of In- the building cannot be occupied for its surance ($90,000). intended purpose. The additional amount payable for de- (2) We will pay for direct physical loss or bris removal expense is provided in ac- damage to Covered Property, caused by cordance with the terms of Paragraph abrupt collapse of a building or any part (4), because the debris removal ex- of a building that is insured under this pense ($30,000) exceeds 25% of the policy or that contains Covered Property loss payable plus the deductible insured under this policy, if such col- ($30,000 is 37.5% of $80,000), and be- lapse is caused by one or more of the cause the sum of the loss payable and following: debris removal expense ($79,500 + (a) Building decay that is hidden from $30,000 - $109,500) would exceed the view, unless the presence of such Limit of Insurance ($90,000). The addi- tional amount of covered debris removal decay is known to an insured prior to expense is $10,000, the maximum pay- collapse; able under Paragraph (4). Thus the total (b) Insect or vermin damage that is payable for debris removal expense in hidden from view, unless the pres- this example is $20,500; $9,500 of the ence of such damage is known to an debris removal expense is not covered. insured prior to collapse; b. Preservation Of Property (c) Use of defective material or methods fit is necessary to move Covered Property in construction, remodeling or reno- vationfrom the described premises to preserve it if the abrupt collapse occurs from loss or damage by a Covered Cause during the course of the construction, of Loss, we will pay for any direct physical remodeling or renovation. loss of or damage to that property: (d) Use of defective material or methods (1) While it is being moved or while tempo- in construction, remodeling or reno- vationrarily stored at another location;and if the abrupt collapse occurs after the construction, remodeling or (2) Only if the loss or damage occurs within renovation is complete, but only if 30 days after the property is first moved. the collapse is caused in part by: (1) A cause of loss listed in Para- graph (2)(a) or(2)(b); (ii) One or more of the "specified causes of loss", (iii) Breakage of building glass; Page 4 of 49 0 Insurance Services Office, Inc., 2009 BP 00 03 01 10 0 (iv) Weight of people or personal The coverage stated in this Paragraph property; or (5) does not apply to personal property if (v) Weight of rain that collects on a marring and/or scratching is the only roof. damage to that personal property (3) This Additional Coverage — Collapse caused by the collapse. does not apply to: (6) This Additional Coverage — Collapse does not apply to personal property that (a) A building or any part of a building has not abruptly fallen down or caved in, that is in danger of falling down or even if the personal property shows evi- caving in; dence of cracking, bulging, sagging, (b) A part of a building that is standing, bending, leaning, settling, shrinkage or even if it has separated from another expansion. part of the building; or (7) This Additional Coverage— Collapse will (c) A building that is standing or any part not increase the Limits of Insurance pro- of a building that is standing, even if vided in this policy. it shows evidence of cracking, bulg- (g) The term Covered Cause of Loss fin- ing, sagging, bending, leaning, set- cludes the Additional Coverage — Col- tling, shrinkage or expansion. lapse as described and limited in Para- (4) With respect to the following property: graphs d.(1)through d.(7). (a) Awnings; e. Water Damage,Other Liquids, Powder (b) Gutters and downspouts, Or Molten Material Damage (c) Yard fixtures; If loss or damage caused by or resulting from covered water or other liquid, powder (d) Outdoor swimming pools; or molten material occurs, we will also pay (e) Piers, wharves and docks; the cost to tear out and replace any part of (f) Beach or diving platforms or appur- the building or structure to repair damage to tenances; the system or appliance from which the wa- ter or other substance escapes. (g) Retaining walls; and We will not pay the cost to repair any defect (h) Walks, roadways and other paved that caused the loss or damage; but we will surfaces; pay the cost to repair or replace damaged if an abrupt collapse is caused by a parts of fire extinguishing equipment if the cause of loss listed in Paragraphs (2)(a) damage: through (2)(d), we will pay for loss or (1) Results in discharge of any substance damage to that property only if such loss from an automatic fire protection sys- or damage is a direct result of the abrupt tem; or collapse of a building insured under this (2) Is directly caused by freezing. policy and the property is Covered Property under this policy. f. Business Income (5) If personal property abruptly falls down (1) Business Income or caves in and such collapse is not the (a) We will pay for the actual loss of result of abrupt collapse of a building, Business Income you sustain due to we will pay for loss or damage to Cov- the necessary suspension of your ered Property caused by such collapse "operations" during the "period of of personal property only if: restoration". The suspension must (a) The collapse of personal property be caused by direct physical loss of was caused by a cause of loss listed or damage to property at the de- in Paragraphs (2)(a) through (2)(d) scribed premises. The loss or dam- of this Additional Coverage; age must be caused by or result (b) The personal property which col- from a Covered Cause of Loss. With lapses is inside a building; and respect to loss of or damage to per- sonal property in the open or per- (c) The property which collapses is not sonal property in a vehicle, the de- of a kind listed in Paragraph (4), re- scribed premises include the area gardless of whether that kind of within 100 feet of the site at which property is considered to be personal the described premises are located. property or real property. BP 00 03 01 10 © Insurance Services Office, Inc., 2009 Page 5 of 49 0 With respect to the requirements set ii. Employee benefits, if directly forth in the preceding paragraph, if related to payroll; you occupy only part of the site at iii. FICA payments you pay; which the described premises are lo- cated, your premises means: iv. Union dues you pay; and (i) The portion of the building which v. Workers' compensation pre- you rent, lease or occupy; and miums. (if) Any area within the building or on (2) Extended Business Income the site at which the described (a) If the necessary suspension of your premises are located, if that area "operations" produces a Business services, or is used to gain ac- Income loss payable under this pol- cess to, the described premises. icy, we will pay for the actual loss of (b) We will only pay for loss of Business Business Income you incur during Income that you sustain during the the period that: "period of restoration" and that oc- (i) Begins on the date property ex- curs within 12 consecutive months cept finished stock is actually re- after the date of direct physical loss paired, rebuilt or replaced and or damage. We will only pay for ordi- "operations" are resumed; and nary payroll expenses for 60 days following the date of direct physical (ii) Ends on the earlier of: loss or damage, unless a greater i. The date you could restore number of days is shown in the Dec- your "operations", with rea- larations. sonable speed, to the level (c) Business Income means the: which would generate the Business Income amount that (i) Net Income (Net Profit or Loss would have existed if no direct before income taxes) that would physical loss or damage had have been earned or incurred if occurred;or no physical loss or damage had ii. 30 consecutive days after the occurred, but not including any Net Income that would likely have date determined in Paragraph been earned as a result of an in- um above, unless a greater n crease in the volume of business number of consecutive days is shown in the Declarations. due to favorable business condi- tions caused by the impact of the However, Extended Business In- Covered Cause of Loss on cus- come does not apply to loss of Busi- tomers or on other businesses; ness Income incurred as a result of and unfavorable business conditions (ii) Continuing normal operating caused by the impact of the Covered expenses incurred, including pay- Cause of Loss in the area where the roll. described premises are located. (d) Ordinary payroll expenses: (b) Loss of Business Income must be caused by direct physical loss or (i) Means payroll expenses for all damage at the described premises your employees except: caused by or resulting from any Cov- i. Officers; ered Cause of Loss. ii. Executives; (3) With respect to the coverage provided in iii. Department Managers; this Additional Coverage, suspension means: iv. Employees under contract; (a) The partial slowdown or complete and cessation of your business activities, v. Additional Exemptions shown or in the Declarations as: (b) That a part or all of the described 1 Job Classifications, or premises is rendered untenantable, if 1 Employees. coverage for Business Income ap- n Include: plies. i. Payroll; Page 6 of 49 © Insurance Services Office, Inc., 2009 BP 00 03 01 10 0 (4) This Additional Coverage is not subject (3) With respect to the coverage provided in to the Limits of Insurance of Section I — this Additional Coverage, suspension Property. means: g. Extra Expense (a) The partial slowdown or complete (1) We will pay necessary Extra Expense cessation of your business activities; you incur during the "period of restora- or tion" that you would not have incurred if (b) That a part or all of the described there had been no direct physical loss or premises is rendered untenantable, if damage to property at the described coverage for Business Income ap- premises. The loss or damage must be plies. caused by or result from a Covered 4 Will only Cause of Loss. With respect to loss of or ( ) e w Y Pay for Extra Expense that occurs within 12 consecutive months af- damage to personal property in the ter the date of direct physical loss or or open or personal property in a vehicle, the described premises include the area damage. This Additional Coverage is w not subject to the Limits of Insurance of within 100 feet of the site at which the described premises are located. Section I —Property. With respect to the requirements set h. Pollutant Clean-up And Removal forth in the preceding paragraph, if you We will pay your expense to extract "pollut- occupy only part of the site at which the ants" from land or water at the described described premises are located, your premises if the discharge, dispersal, seep- premises means: age, migration, release or escape of the (a) The portion of the building which you "pollutants" is caused by or results from a Covered Cause of Loss that occurs during rent, lease or occup y;and the policy period. The expenses will be paid (b) Any area within the building or on the only if they are reported to us in writing site at which the described premises within 180 days of the date on which the are located, if that area services, or Covered Cause of Loss occurs. is used to gain access to, the de- This Additional Coverage does not apply to scribed premises, costs to test for, monitor or assess the exis- (2) Extra Expense means expense in- tence, concentration or effects of "pollut- curred: ants". But we will pay for testing which is (a) To avoid or minimize the suspension performed in the course of extracting the of business and to continue 'opera- 'pollutants"from the land or water. tions": The most we will pay for each location un- (i) At the described premises; or der this Additional Coverage is $10,000 for the sum of all such expenses arising out of (ii) At replacement premises or at Covered Causes of Loss occurring during temporary locations, including re- each separate 12-month period of this pol- location expenses, and costs to icy. equip and operate the replace- ment or temporary locations. L Civil Authority (b) To minimize the suspension of busi- When a Covered Cause of Loss causes ness if you cannot continue 'opera- damage to property other than property at tions". the described premises, we will pay for the actual loss of Business Income you sustain (c) To: and necessary Extra Expense caused by (i) Repair or replace any property; or action of civil authority that prohibits access (ii) Research, replace or restore the to the described premises, provided that lost information on damaged both of the following apply: "valuable papers and records"; (1) Access to the area immediately sur- to the extent it reduces the amount rounding the damaged property is pro- of loss that otherwise would have hibited by civil authority as a result of been payable under this Additional the damage, and the described prem- Coverage or Additional Coverage f. ises are within that area but are not Business Income. more than one mile from the damaged property; and BP 00 03 01 10 © Insurance Services Office, Inc., 2009 Page 7 of 49 0 (2) The action of civil authority is taken in (2) If you are sued for refusing to pay the response to dangerous physical condi- check, draft, promissory note, bill of ex- tions resulting from the damage or con- change or similar written promise of tinuation of the Covered Cause of Loss payment in "money", on the basis that it that caused the damage, or the action is has been forged or altered, and you taken to enable a civil authority to have have our written consent to defend unimpeded access to the damaged against the suit, we will pay for any rea- property. sonable legal expenses that you incur in Civil Authority coverage for Business In- that defense. come will begin 72 hours after the time of (3) For the purpose of this coverage, check the first action of civil authority that prohibits includes a substitute check as defined in access to the described premises and will the Check Clearing for the 21st Century apply for a period of up to four consecutive Act, and will be treated the same as the weeks from the date on which such cover- original it replaced. age began. (4) The most we will pay for any loss, in- Civil Authority coverage for necessary Extra cluding legal expenses, under this Addi- Expense will begin immediately after the tional Coverage is $2,500, unless a time of the first action of civil authority that higher Limit of Insurance is shown in the prohibits access to the described premises Declarations. and will end: I. Increased Cast Of Construction (1) Four consecutive weeks after the date (1) This Additional Coverage applies only to of that action; or buildings insured on a replacement cost (2) When your Civil Authority coverage for basis. Business Income ends, (2) In the event of damage by a Covered whichever is later. Cause of Loss to a building that is Cov- The definitions of Business Income and Ex- ered Property, we will pay the increased tra Expense contained in the Business In- costs incurred to comply with enforce- come and Extra Expense Additional Cover- ment of an ordinance or law in the ages also apply to this Civil Authority course of repair, rebuilding or replace- Additional Coverage. The Civil Authority ment of damaged parts of that property, Additional Coverage is not subject to the subject to the limitations stated in Para- Limits of Insurance of Section I—Property. graphs (3) through (9) of this Additional j. Money Orders And "Counterfeit Money" Coverage. (3) The ordinance or law referred to in We will pay for loss resulting directly from Paragraph (2) of this Additional Cover- your having accepted in good faith, in ex- age is an ordinance or law that regu- change for merchandise, "money" or ser- lates the construction or repair of build- vices: ings or establishes zoning or land use (1) Money orders issued by any post office, requirements at the described premises, express company or bank that are not and is in force at the time of loss. paid upon presentation; or (4) Under this Additional Coverage, we will (2) "Counterfeit money" that is acquired not pay any costs due to an ordinance during the regular course of business. or law that: The most we will pay for any loss under this (a) You were required to comply with Additional Coverage is$1,000. before the loss, even when the build- k. Forgery Or Alteration ing was undamaged; and (1) We will pay for loss resulting directly (b) You failed to comply with. from forgery or alteration of, any check, draft, promissory note, bill of exchange or similar written promise of payment in "money, that you or your agent has is- sued, or that was issued by someone who impersonates you or your agent. Page 8 of 49 © Insurance Services Office, Inc., 2009 BP 00 03 01 10 0 (5) Under this Additional Coverage, we will (8) This Additional Coverage is not subject not pay for: to the terms of the Ordinance Or Law (a) The enforcement of any ordinance or Exclusion, to the extent that such Exclu- law which requires demolition, repair, sion would conflict with the provisions of replacement, reconstruction, remod- this Additional Coverage. eling or remediation of property due (9) The costs addressed in the Loss Pay- to contamination by 'pollutants" or ment Property Loss Condition in Section due to the presence, growth, prolif- I — Property do not include the increased eration, spread or any activity of cost attributable to enforcement of an "fungi", wet rot or dry rot; or ordinance or law. The amount payable (b) Any costs associated with the en- under this Additional Coverage, as forcement of an ordinance or law stated in Paragraph (6) of this Additional which requires any insured or others Coverage, is not subject to such limita- to test for, monitor, clean up, re- tion. move, contain, treat, detoxify or neu- m. Business Income From Dependent tralize, or in any way respond to or Properties assess the effects of 'pollutants", (1) We will pay for the actual loss of Busi- "fungi", wet rot or dry rot. ness Income you sustain due to physical (6) The most we will pay under this Addi- loss or damage at the premises of a de- tional Coverage, for each described pendent property caused by or resulting building insured under Section I — Prop- from any Covered Cause of Loss, erty, is $10,000. If a damaged build- However, this Additional Coverage does ing(s) is covered under a blanket Limit not apply when the only loss to depend- of Insurance which applies to more than ent property is loss or damage to "elec- one building or item of property, then the tronic data", including destruction or cor- most we will pay under this Additional ruption of "electronic data". If the Coverage, for each damaged building, is dependent property sustains loss or $10,000. damage to "electronic data" and other The amount payable under this Addi- property, coverage under this Additional tional Coverage is additional insurance. Coverage will not continue once the (7) With respect to this Additional Cover- other property is repaired, rebuilt or re- age: placed. (a) We will not pay for the Increased The most we will pay under this Addi- Cost of Construction: tional Coverage is $5,000 unless a higher Limit of Insurance is indicated in (1) Until the property is actually re- the Declarations. paired or replaced, at the same or another premises; and (2) We will reduce the amount of your Busi- ness Income loss, other than Extra Ex- P p pense, to the extent you can resume ment are made as soon as rea- 'operations", in whole or in part, by us- sonably possible after the loss or ing any other available: damage, not to exceed two years. We may extend this period (a) Source of materials; or in writing during the two years. (b) Outlet for your products. (b) If the building is repaired or replaced (3) If you do not resume 'operations", or do at the same premises, or if you elect not resume 'operations" as quickly as to rebuild at another premises, the possible, we will pay based on the most we will pay for the Increased length of time it would have taken to re- Cost of Construction is the increased sume 'operations" as quickly as possi- cost of construction at the same ble. premises. (c) If the ordinance or law requires relo- cation to another premises, the most we will pay for the Increased Cost of Construction is the increased cost of construction at the new premises. BP 00 03 01 10 © Insurance Services Office, Inc., 2009 Page 9 of 49 0 (4) Dependent property means property (2) We will pay for expenses incurred to owned by others whom you depend on remove or replace obstructions when to: repairing or replacing glass that is part (a) Deliver materials or services to you, of a building. This does not include re- or to others for your account. But moving or replacing window displays. services does not mean water, o. Fire Extinguisher Systems Recharge communication or power supply ser- Expense vices; (1) We will pay: (b) Accept your products or services; (a) The cost of recharging or replacing, (c) Manufacture your products for deliv- whichever is less, your fire extin- ery to your customers under contract guishers and fire extinguishing sys- for sale; or tems (including hydrostatic testing if (d) Attract customers to your business. needed) if they are discharged on or within 100 feet of the described The dependent property must be located premises; and in the coverage territory of this policy. (b) For loss or damage to Covered (5) The coverage period for Business In- Property if such loss or damage is come under this Additional Coverage: the result of an accidental discharge (a) Begins 72 hours after the time of of chemicals from a fire extinguisher direct physical loss or damage or a fire extinguishing system. caused by or resulting from any Cov- (2) No coverage will apply if the fire extin- ered Cause of Loss at the premises guishing system is discharged during in- of the dependent property; and stallation or testing. (b) Ends on the date when the property (3) The most we will pay under this Addi- at the premises of the dependent tional Coverage is $5,000 in any one property should be repaired, rebuilt occurrence. or replaced with reasonable speed and similar quality. p. Electronic Data (6) The Business Income coverage period, (1) Subject to the provisions of this Addi- as stated in Paragraph (5), does not in- tional Coverage, we will pay for the cost clude any increased period required due to replace or restore "electronic data" to the enforcement of any ordinance or which has been destroyed or corrupted law that: by a Covered Cause of Loss. To the ex- tent that"electronic data" is not replaced (a) Regulates the construction, use or or restored, the loss will be valued at the repair, or requires the tearing down cost of replacement of the media on of any property; or which the "electronic data" was stored, (b) Requires any insured or others to with blank media of substantially identi- test for, monitor, clean up, remove, cal type. contain, treat, detoxify or neutralize, (2) The Covered Causes of Loss applicable or in any way respond to, or assess to Business Personal Property include a the effects of"pollutants". computer virus, harmful code or similar The expiration date of this policy will not instruction introduced into or enacted on reduce the Business Income coverage a computer system (including "electronic period. data") or a network to which it is con- (7) The definition of Business Income con- nected, designed to damage or destroy tained in the Business Income Addi- any part of the system or disrupt its tional Coverage also applies to this normal operation. But there is no cover- Business Income From Dependent age for loss or damage caused by or re- Properties Additional Coverage. sulting from manipulation of a computer system (including "electronic data") by n. Glass Expenses any employee, including a temporary or (1) We will pay for expenses incurred to put leased employee, or by an entity re- up temporary plates or board up open- tained by you, or for you, to inspect, do- ings if repair or replacement of damaged sign, install, modify, maintain, repair or glass is delayed. replace that system. Page 10 of 49 © Insurance Services Office, Inc., 2009 BP 00 03 01 10 0 (3) The most we will pay under this Addi- (c) The Covered Causes of Loss include tional Coverage — Electronic Data for all a computer virus, harmful code or loss or damage sustained in any one similar instruction introduced into or policy year, regardless of the number of enacted on a computer system (in- occurrences of loss or damage or the cluding "electronic data") or a net- number of premises, locations or com- work to which it is connected, de- puter systems involved, is $10,000, signed to damage or destroy any unless a higher Limit of Insurance is part of the system or disrupt its nor- shown in the Declarations. If loss pay- mal operation. But there is no Gover- ment on the first occurrence does not age for an interruption related to ma- exhaust this amount, then the balance is nipulation of a computer system available for subsequent loss or damage (including "electronic data") by any sustained in, but not after, that policy employee, including a temporary or year. With respect to an occurrence leased employee, or by an entity re- which begins in one policy year and tained by you, or for you, to inspect, continues or results in additional loss or design, install, modify, maintain, re- damage in a subsequent policy year(s), pair or replace that system. all loss or damage is deemed to be sus- (3) The most we will pay under this Addi- tained in the policy year in which the oc- tional Coverage — Interruption Of Com- currence began. puler Operations for all loss sustained q. Interruption Of Computer Operations and expense incurred in any one policy (1) Subject to all provisions of this Addi- year, regardless of the number of inter- tional Coverage, you may extend the in- ruptions or the number of premises, lo- surance that applies to Business Income cations or computer systems involved, is and Extra Expense to apply to a sus- $10,000 unless a higher Limit of Insur- pension of 'operations' caused by an in- ance is shown in the Declarations. If terruption in computer operations due to lass payment relating to the first inter- destruction or corruption of "electronic ruption does not exhaust this amount, data"due to a Covered Cause of Loss. then the balance is available for loss or expense sustained or incurred as a re- (2) With respect to the coverage provided sult of subsequent interruptions in that under this Additional Coverage, the policy year. A balance remaining at the Covered Causes of Loss are subject to end of a policy year does not increase the following: the amount of insurance in the next pol- (a) Coverage under this Additional Cov- icy year. With respect to any interruption erage — Interruption Of Computer which begins in one policy year and Operations is limited to the "specified continues or results in additional loss or causes of lass'and Collapse. expense in a subsequent policy year(s), (b) If the Businessowners Coverage all loss and expense is deemed to be Form is endorsed to add a Covered sustained or incurred in the policy year Cause of Loss, the additional Cov- in which the interruption began. ered Cause of Loss does not apply (4) This Additional Coverage — Interruption to the coverage provided under this Of Computer Operations does not apply Additional Coverage. to loss sustained or expense incurred after the end of the "period of restora- tion", even if the amount of insurance stated in (3) above has not been ex- hausted. (5) Coverage for Business Income does not apply when a suspension of'operations" is caused by destruction or corruption of "electronic data", or any loss or damage to "electronic data", except as provided under Paragraphs (1) through (4) of this Additional Coverage. BP 00 03 01 10 0 Insurance Services Office, Inc., 2009 Page 11 of 49 0 (6) Coverage for Extra Expense does not (4) The coverage provided under this Lim- apply when action is taken to avoid or ited Coverage does not increase the minimize a suspension of "operations" applicable Limit of Insurance on any caused by destruction or corruption of Covered Property. If a particular occur- "electronic data", or any loss or damage rence results in loss or damage by to "electronic data", except as provided "fungi", wet rot or dry rot, and other loss under Paragraphs (1) through (4) of this or damage, we will not pay more, for the Additional Coverage. total of all loss or damage, than the ap- r. Limited Coverage For "Fungi", Wet Rot plicable Limit of Insurance on the af- Or Dry Rot fected Covered Property. (1) The coverage described in Paragraphs If there is covered loss or damage to r.(2) and r.(6) only applies when the Covered Property, not caused by "fungi", wet rot or dry rot are the result of "fungi", wet rot or dry rot, loss payment a "specified cause of loss" other than will not be limited by the terms of this fire or lightning that occurs during the Limited Coverage, except to the extent policy period and only if all reasonable that "fungi", wet rot or dry rot causes an means were used to save and preserve increase in the loss. Any such increase the property from further damage at the in the loss will be subject to the terms of time of and after that occurrence. this Limited Coverage. (2) We will pay for loss or damage by (5) The terms of this Limited Coverage do "fungi", wet rot or dry rot. As used in this not increase or reduce the coverage Limited Coverage, the term loss or provided under the Water Damage, damage means: Other Liquids, Powder Or Molten Mate- rial Damage or Collapse Additional Cov- (a) Direct physical loss or damage to erages. Covered Property caused by "fungi", wet rot or dry rot, including the cost (6) The following applies only if Business of removal of the "fungi", wet rot or Income and/or Extra Expense Coverage dry rot, applies to the described premises and only if the suspension of "operations" (b) The cost to tear out and replace any satisfies all the terms and conditions of part of the building or other property the applicable Business Income and/or as needed to gain access to the Extra Expense Additional Coverage. "fungi", wet rot or dry rot, and c The cost of testing performed after (a) If the loss which resulted in "fungi", ( ) g P wet rot or dry rot does not in itself removal, repair, replacement or res- necessitate a suspension of "opera- toration of the damaged property is tions", but such suspension is nec- completed, provided there is a rea- essary due to loss or damage to son to believe that "fungi", wet rot or property caused by "fungi", wet rot or dry rot are present. dry rot, then our payment under the (3) The coverage described under this Business Income and/or Extra Ex- Limited Coverage is limited to $15,000. pense is limited to the amount of loss Regardless of the number of claims, this and/or expense sustained in a period limit is the most we will pay for the total of not more than 30 days. The days of all loss or damage arising out of all need not be consecutive. occurrences of "specified causes of (b) If a covered suspension of "opera- loss" (other than fire or lightning) which tions"was caused by loss or damage take place in a 12-month period (starting other than "fungi", wet rot or dry rot, with the beginning of the present annual but remediation of "fungi", wet rot or policy period). With respect to a particu- dry rot prolongs the "period of resto- lar occurrence of loss which results in ration", we will pay for loss and/or "fungi", wet rot or dry rot, we will not pay expense sustained during the delay more than the total of $15,000 even if (regardless of when such a delay the "fungi", wet rot or dry rot continues occurs during the "period of restora- to be present or active, or recurs, in a tion"), but such coverage is limited to later policy period. 30 days. The days need not be con- secutive. Page 12 of 49 0 Insurance Services Office, Inc., 2009 BP 00 03 01 10 C 6. Coverage Extensions (3) Period Of Coverage In addition to the Limits of Insurance of Section With respect to insurance on or at each — Property, you may extend the insurance newly acquired or constructed property, provided by this policy as provided below. coverage will end when any of the fol- Except as otherwise provided, the following Ex- lowing first occurs: tensions apply to property located in or on the (a) This policy expires, building described in the Declarations or in the (b) 30 days expire after you acquire the open (or in a vehicle) within 100 feet of the de- property or begin construction of that scribed premises. part of the building that would qualify a. Newly Acquired Or Constructed as covered property; or Property (c) You report values to us. (1) Buildings We will charge you additional premium If this policy covers Buildings, you may for values reported from the date you extend that insurance to apply to: acquire the property or begin construc- (a) Your new buildings while being built tion of that part of the building that would on the described premises; and qualify as covered property. (b) Buildings you acquire at premises b. Personal Property Off-premises other than the one described, in- You may extend the insurance provided by tended for: this policy to apply to your Covered Prop- (i) Similar use as the building de- erty, other than "money" and "securities", scribed in the Declarations; or 'valuable papers and records" or accounts receivable, while it is in the course of transit (ii) Use as a warehouse. or at a premises you do not own, lease or The most we will pay for loss or damage operate. The most we will pay for loss or under this Extension is $250,000 at damage under this Extension is $10,000. each building. c. Outdoor Property (2) Business Personal Property You may extend the insurance provided by If this policy covers Business Personal this policy to apply to your outdoor fences, Property, you may extend that insurance radio and television antennas (including to apply to: satellite dishes), signs (other than signs at- (a) Business Personal Property, tached to buildings), trees, shrubs and including such property that you plants, including debris removal expense. newly acquire, at any location Loss or damage must be caused by or re- you acquire; sult from any of the following causes of loss: (b) Business Personal Property, including such property that you (1) Fire, newly acquire, located at your (2) Lightning, newly constructed or acquired (3) Explosion; buildings at the location de- scribed in the Declarations; or (4) Riot or Civil Commotion; or (c) Business Personal Property that (5) Aircraft. you newly acquire, located at the The most we will pay for loss or damage described premises. under this Extension is $2,500, unless a This Extension does not apply to per higher Limit of Insurance for Outdoor Prop- sonal property that you temporarily ac- erty is shown in the Declarations, but not quire in the course of installing or per- more than$1,000 for any one tree, shrub or forming work on such property or your plant. wholesale activities. The most we will pay for loss or damage under this Extension is $100,000 at each building. BP 00 03 01 10 ©Insurance Services Office, Inc., 2009 Page 13 of 49 0 d. Personal Effects (b) Paragraph B.1.d., Nuclear Hazard; You may extend the insurance that applies (c) Paragraph B.1.f., War And Military to Business Personal Property to apply to Action, personal effects owned by you, your offi- (d) Paragraph 13.21, Dishonesty; cers, your partners or "members", your "managers" or your employees. This exten- (e) Paragraph B.2.g., False Pretense, sion does not apply to: (f) Paragraph B.2.m.(2), Errors Or (1) Tools or equipment used in your busi- Omissions; and ness; or (g) Paragraph B.3. (2) Loss or damage by theft. f. Accounts Receivable The most we will pay for loss or damage (1) You may extend the insurance that under this Extension is $2,500 at each de- applies to Business Personal Property scribed premises. to apply to accounts receivable. We will e. Valuable Papers And Records pay (1) You may extend the insurance that (a) All amounts due from your custom- applies to Business Personal Property ers that you are unable to collect, to apply to direct physical loss or dam- (b) Interest charges on any loan re- age to "valuable papers and records" quired to offset amounts you are un- that you own, or that are in your care, able to collect pending our payment custody or control caused by or resulting of these amounts; from a Covered Cause of Loss. This (c) Collection expenses in excess of Coverage Extension includes the cost to your normal collection expenses that research, replace or restore the last in- are made necessary by loss or dam- formation on "valuable papers and re- age, and cords"for which duplicates do not exist. (2) This Coverage Extension does not apply (d) Other reasonable expenses that you to: incur to reestablish your records of accounts receivable; (a) Property held as samples or for delivery after sale; and that result from direct physical loss damage by any Covered Cause of Loss (b) Property in storage away from the to your records of accounts receivable. premises shown in the Declarations. (2) The most we will pay under this Cover- (3) The most we will pay under this Cover- age Extension for loss or damage in any age Extension for loss or damage to one occurrence at the described prem- "valuable papers and records" in any ises is $10,000, unless a higher Limit of one occurrence at the described prem- Insurance for accounts receivable is ises is $10,000, unless a higher Limit of shown in the Declarations. Insurance for "valuable papers and re- For accounts receivable not at the de- cords"is shown in the Declarations. scribed premises, the most we will pay For "valuable papers and records" not at is$5,000. the described premises, the most we will (3) Paragraph B. Exclusions in Section I — pay is $5,000. Property does not apply to this Cover- (4) Loss or damage to "valuable papers and age Extension except for: records"will be valued at the cost of res- toration or replacement of the lost or (a) Paragraph 8.1.c., Governmental damaged information. To the extent that Action; the contents of the "valuable papers and (b) Paragraph B.1.d., Nuclear Hazard; records" are not restored, the "valuable (c) Paragraph B.i.f., War And Military papers and records" will be valued at Action; the cost of replacement with blank mate- rials of substantially identical type. (d) Paragraph B.2.f., Dishonesty; (5) Paragraph B. Exclusions in Section I — (e) Paragraph B.2.g., False Pretense; Property does not apply to this Cover- (f) Paragraph B.3.; and age Extension except for: (g) Paragraph 13.6., Accounts Receiv- (a) Paragraph B.i.c., Governmental able Exclusion. Action; Page 14 of 49 © Insurance Services Office, Inc., 2009 BP 00 03 01 10 0 B. Exclusions (5) Volcanic eruption, explosion or effusion. 1. We will not pay for loss or damage caused But if volcanic eruption, explosion or ef- directly or indirectly by any of the following. fusion results in fire, building glass Such loss or damage is excluded regardless of breakage or volcanic action, we will pay any other cause or event that contributes con- for the loss or damage caused by that currently or in any sequence to the loss. These fire, building glass breakage or volcanic exclusions apply whether or not the loss event action. results in widespread damage or affects a sub- Volcanic action means direct lass or stantial area. damage resulting from the eruption of a a. Ordinance Or Law volcano when the loss or damage is (1) The enforcement of any ordinance or caused by: law: (a) Airborne volcanic blast or airborne (a) Regulating the construction, use or shock waves; repair of any property; or (b) Ash, dust or particulate matter;or (b) Requiring the tearing down of any (c) Lava flow. property, including the cost of remov- All volcanic eruptions that occur within ing its debris. any 168-hour period will constitute a sin- (2) This exclusion, Ordinance Or Law, ap- gle occurrence. plies whether the loss results from: Volcanic action does not include the (a) An ordinance or law that is enforced cost to remove ash, dust or particulate even if the property has not been matter that does not cause direct physi- damaged, or cal loss of or damage to Covered Prop- (b) The increased costs incurred to erty. comply with an ordinance or law in c. Governmental Action the course of construction, repair, Seizure or destruction of property by order renovation, remodeling or demolition of governmental authority. of property or removal of its debris, But we will pay for loss or damage caused following a physical loss to that prop- by or resulting from acts of destruction or- erty. dered by governmental authority and taken b. Earth Movement at the time of a fire to prevent its spread, if (1) Earthquake, including any earth sinking, the fire would be covered under this policy. rising or shifting related to such event; d. Nuclear Hazard (2) Landslide, including any earth sinking, Nuclear reaction or radiation, or radioactive rising or shifting related to such event; contamination, however caused. (3) Mine subsidence, meaning subsidence But if nuclear reaction or radiation, or radio- of a man-made mine, whether or not active contamination, results in fire, we will mining activity has ceased; pay for the loss or damage caused by that (4) Earth sinking (other than sinkhole col- fire. lapse), rising or shifting including soil e. Utility Services conditions which cause settling, crack- The failure of power, communication, water ing or other disarrangement of founda- or other utility service supplied to the de- tions or other parts of realty. Sail condi- scribed premises, however caused, if the tions include contraction, expansion, failure: freezing, thawing, erosion, improperly compacted soil and the action of water (1)Originates away from the described under the ground surface. premises;or But if Earth Movement, as described in (2)Originates at the described premises, Paragraphs (1) through (4) above, results in but only if such failure involves equip- fire or explosion, we will pay for the loss or ment used to supply the utility service to damage caused by that fire or explosion. the described premises from a source away from the described premises. Failure of any utility service includes lack of sufficient capacity and reduction in supply. BP 00 03 01 10 0 Insurance Services Office, Inc., 2009 Page 15 of 49 0 Loss or damage caused by a surge of This exclusion applies regardless of power is also excluded, if the surge would whether any of the above, in Paragraphs not have occurred but for an event causing (1) through (5), is caused by an act of na- a failure of power. ture or is otherwise caused. An example of But if the failure or surge of power, or the a situation to which this exclusion applies is failure of communication, water or other util- the situation where a dam, levee, seawall or ity service, results in a Covered Cause of other boundary or containment system fails Loss, we will pay for the loss or damage in whole or in part, for any reason, to con- caused by that Covered Cause of Loss. tain the water. Communication services include but are not But if any of the above, in Paragraphs (1) limited to service relating to Internet access through (5), results in fire, explosion or or access to any electronic, cellular or satel- sprinkler leakage, we will pay for the loss or lite network. damage caused by that fire, explosion or This exclusion does not apply to loss or sprinkler leakage. damage to "computer(s)" and "electronic h. Certain Computer-related Losses data". (1) The failure, malfunction or inadequacy f. War And Military Action of (1) War, including undeclared or civil war; (a) Any of the following, whether belong- (2) Warlike action by a military force, includ- ng to any insured or to others: ing action in hindering or defending (i) "Computer" hardware, including against an actual or expected attack, by microprocessors or other elec- any government, sovereign or other au- tronic data processing equipment thority using military personnel or other as may be described elsewhere agents; or in this policy; (3) Insurrection, rebellion, revolution, (ii) "Computer" application software usurped power, or action taken by gov- or other "electronic data" as may ernmental authority in hindering or de- be described elsewhere in this fending against any of these. policy, g. Water (III) "Computer" operating systems (1) Flood, surface water, waves (including and related software; tidal wave and tsunami), tides, tidal wa- (iv) "Computer" networks; ter, overflow of any body of water, or (v) Microprocessors ("computer" spray from any of these, all whether or chips) not part of any "computer" not driven by wind (including storm system; or surge); (vi) Any other computerized or elec- (2) Mudslide or mudflow; tronic equipment or components; (3) Water that backs up or overflows or is or otherwise discharged from a sewer, (b) Any other products, and any ser- drain, sump, sump pump or related vices, data or functions that directly equipment; or indirectly use or rely upon, in any (4) Water under the ground surface press- manner, any of the items listed in ing on, or flowing or seeping through: Paragraph (a)above; (a) Foundations, walls, floors or paved due to the inability to correctly recog- surfaces; nize, distinguish, interpret or accept one or more dates or times. An example is (b) Basements, whether paved or not; or the inability of computer software to rec- (c) Doors, windows or other openings; ognize the year 2000. or (2) Any advice, consultation, design, (5) Waterborne material carried or other- evaluation, inspection, installation, main- wise moved by any of the water referred tenance, repair, replacement or supervi- to in Paragraph (1), (3) or (4), or mate- sion provided or done by you or for you rial carried or otherwise moved by mud- to determine, rectify or test for, any po- slide or mudflow. tential or actual problems described in Paragraph (1) above. Page 16 of 49 0 Insurance Services Office, Inc., 2009 SP 00 03 01 10 0 However, if excluded loss or damage, as For the purpose of this exclusion, electrical, described in Paragraph (1) above results in magnetic or electromagnetic energy in- a"specified cause of loss" under Section I— cludes but is not limited to: Property, we will pay only for the loss or (1) Electrical current, including arcing; damage caused by such 'specified cause of loss". (2) Electrical charge produced or conducted We will not pay for repair, replacement or by a magnetic or electromagnetic field; modification of any items in Paragraph (3) Pulse of electromagnetic energy; or (1)(a) or(1)(b)to correct any deficiencies or (4) Electromagnetic waves or microwaves. change any features. But if fire results, we will pay for the loss or I. "Fungi", Wet Rot Or Dry Rot damage caused by fire. Presence, growth, proliferation, spread or We will pay for loss or damage to "com- any activity of"fungi", wet rot or dry rot. puter(s)" due to artificially generated elec- But if "fungi", wet rot or dry rot result in a trical, magnetic or electromagnetic energy if "specified cause of loss", we will pay for the such loss or damage is caused by or results loss or damage caused by that "specified from: cause of loss". (1) An occurrence that took place within This exclusion does not apply: 100 feet of the described premises; or (1) When "fungi", wet rot or dry rot result (2) Interruption of electric power supply, from fire or lightning;or power surge, blackout or brownout if the (2) To the extent that coverage is provided cause of such occurrence took place within 100 feet of the described prem- in the Limited Coverage For "Fungi", ises. Wet Rot Or Dry Rot Additional Cover- age, with respect to loss or damage by a b. Consequential Losses cause of loss other than fire or lightning. Delay, loss of use or loss of market. j. Virus Or Bacteria c. Smoke, Vapor, Gas (1) Any virus, bacterium or other microor- Smoke, vapor or gas from agricultural ganism that induces or is capable of in- smudging or industrial operations. ducing physical distress, illness or dis- d. Steam Apparatus ease. (2) However, the exclusion in Paragraph (1) Explosion of steam boilers, steam pipes, does not apply to loss or damage steam engines or steam turbines owned or caused by or resulting from "fungi", wet leased by you, or operated under your con- rot or dry rot. Such loss s or damage i trol. But if explosion of steam boilers, steam addressed in Exclusion pipes, steam engines or steam turbines re- sults in fire or combustion explosion, we will (3) With respect to any loss or damage pay for the loss or damage caused by that subject to the exclusion in Paragraph fire or combustion explosion. We will also (1), such exclusion supersedes any ex- pay for loss or damage caused by or result- clusion relating to "pollutants". ing from the explosion of gases or fuel 2. We will not pay for loss or damage caused by within the furnace of any fired vessel or or resulting from any of the following: within the flues or passages through which a. Electrical Apparatus the gases of combustion pass. Artificially generated electrical, magnetic or e. Frozen Plumbing electromagnetic energy that damages, dis- Water, other liquids, powder or molten ma- turbs, disrupts or otherwise interferes with terial that leaks or flows from plumbing, any: heating, air conditioning or other equipment (1) Electrical or electronic wire, device, (except fire protective systems) caused by appliance, system or network; or resulting from freezing, unless: (1) You building or structure; or do your best to maintain heat in the (2) Device, appliance, system or network buildin utilizing cellular or satellite technology. (2) You drain the equipment and shut off the supply if the heat is not maintained. BP 00 03 01 10 ©Insurance Services Office, Inc., 2009 Page 17 of 49 0 f. Dishonesty (b) To collapse caused by one or more Dishonest or criminal acts by you, anyone of the following: else with an interest in the property, or any (1) The"specified causes of loss"; of your or their partners, "members", offi- (ii) Breakage of building glass; cers, "managers", employees, directors, trustees, authorized representatives or any- (iii) Weight of rain that collects on a one to whom you entrust the property for roof, or any purpose: (iv) Weight of people or personal (1) Acting alone or in collusion with others; property. or j. Pollution (2) Whether or not occurring during the We will not pay for loss or damage caused hours of employment. by or resulting from the discharge, disper- This exclusion does not apply to acts of de- sal, seepage, migration, release or escape struction by your employees; but theft by of "pollutants" unless the discharge, disper- employees is not covered. sal, seepage, migration, release or escape d is itself caused by any of the "specified With respect to accounts receivable an "valuable papers and records", this exclu- causes of loss". But if the discharge, s- e cape sion does not apply to carriers for hire. , seepage, migration, release or cape of "pollutants" results in a "specified This exclusion does not apply to coverage cause of loss", we will pay for the loss or that is provided under the Employee Dis- damage caused by that "specified cause of honesty Optional Coverage. loss". g. False Pretense k. Neglect Voluntary parting with any property by you Neglect of an insured to use all reasonable or anyone else to whom you have entrusted means to save and preserve property from the property if induced to do so by any further damage at and after the time of loss. fraudulent scheme, trick, device or false I. Other Types Of Loss pretense. h. Exposed Property (1) Wear and tear; Rain, snow, ice or sleet to personal prop- (2) Rust or other corrosion, decay, del any erty in the open. ration, hidden or latent defect or any quality in property that causes it to dam- e. Collapse age or destroy itself; (1) Collapse, including any of the following (3) Smog, conditions of property or any part of the (4) Settling, cracking, shrinking or expan- property: Sion; (a) An abrupt falling down or caving in; (5) Nesting or infestation, or discharge or (b) Loss of structural integrity, including release of waste products or secretions, separation of parts of the property or by insects, birds, rodents or other ani- property in danger of falling down or mals; caving in; or (6) Mechanical breakdown, including rup- (c) Any cracking, bulging, sagging, ture or bursting caused by centrifugal bending, leaning, settling, shrinkage force. or expansion as such condition re- This exclusion does not apply with re- lates to Paragraph i.(1)(a) or L(1)(b). spect to the breakdown of "com- But if collapse results in a Covered Cause puter(s)"; of Loss at the described premises, we will (7) The following causes of loss to personal pay for the loss or damage caused by that Covered Cause of Loss. properly: (2) This Exclusion i.,does not apply: (a) Dampness or dryness of atmos- phere; (a) To the extent that coverage is pro- (b) Changes in or extremes of tempera- vided under the Additional Coverage lure; or —Collapse; or (c) Marring or scratching. Page 18 of 49 © Insurance Services Office, Inc., 2009 BP 00 03 01 10 0 But if an excluded cause of loss that is b. Acts Or Decisions listed in Paragraphs (1) through (7) above Acts or decisions, including the failure to act results in a "specified cause of loss" or or decide, of any person, group, organiza- building glass breakage, we will pay for the tion or governmental body. loss or damage caused by that "specified cause of loss" or building glass breakage. c. Negligent Work m. Errors Or Omissions Faulty, inadequate or defective: Errors or omissions in: (1) Planning, zoning, development, survey- (1) Programming, processing or storing ing, siting; data, as described under "electronic (2) Design, specifications, workmanship, data"or in any "computer" operations; or repair, construction, renovation, remod- (2) Processing or copying "valuable papers eling, grading, compaction; and records". (3) Materials used in repair, construction, However, we will pay for direct physical loss renovation or remodeling; or or damage caused by resulting fire or ex- (4) Maintenance; plosion if these causes of loss would be of part or all of any property on or off the covered by this coverage form. described premises. n. Installation,Testing, Repair 4. Additional Exclusion Errors or deficiency in design, installation, The following applies only to the property testing, maintenance, modification or repair specified in this Additional Exclusion. of your "computer" system including "elec- Loss Or Damage To Products tronic data". However, we will pay for direct physical loss We will not pay for loss or damage to any mer- chandise, goods or other product caused by or plosion if these causes of loss would x- resulting from error or omission by any person covered by this coverage form. or entity (including those having possession under an arrangement where work or a portion o. Electrical Disturbance of the work is outsourced) in any stage of the Electrical or magnetic injury, disturbance or development, production or use of the product, erasure of "electronic data", except as pro- including planning, testing, processing, pack- vided for under the Additional Coverages of aging, installation, maintenance or repair. This Section I — Property. exclusion applies to any effect that compro- mises the form, substance or quality of the However, we will pay for direct loss or dam- product. But if such error or omission results in age caused by lightning. a Covered Cause of Loss, we will pay for the p. Continuous Or Repeated Seepage Or loss or damage caused by that Covered Cause Leakage Of Water of Loss. Continuous or repeated seepage or leak- 5. Business Income And Extra Expense age of water, or the presence or condensa- Exclusions tion of humidity, moisture or vapor, that oc- a. We will not pay for: curs over a period of 14 days or more. (1) Any Extra Expense, a increase r result- or We will not pay for loss or damage caused by ness Income loss, caused by or reul[- or resulting from any of the following Para- ing from: graphs a. through c. But if an excluded cause of loss that is listed in Paragraphs a. through c. (a) Delay in rebuilding, repairing or results in a Covered Cause of Loss, we will pay replacing the property or resuming for the loss or damage caused by that Covered 'operations", due to interference at Cause of Loss. the location of the rebuilding, repair a. Weather Conditions or replacement by strikers or other persons; or Weather conditions. But this exclusion only applies if weather conditions contribute in any way with a cause or event excluded in Paragraph B.1. above to produce the loss or damage. BP 00 03 01 10 © Insurance Services Office, Inc., 2009 Page 19 of 49 0 (b) Suspension, lapse or cancellation of d. Business Income From Dependent Proper- any license, lease or contract. But if ties, the suspension, lapse or cancellation e. Electronic Data; and is directly caused by the suspension of 'operations", we will cover such f. Interruption Of Computer Operations, loss that affects your Business In- 4. Building Limit—Automatic Increase come during the "period of restora- a. In accordance with Paragraph C.4.b., the tion" and any extension of the "pe- Limit of Insurance for Buildings will auto- riod of restoration" in accordance matically increase by 8%, unless a different with the terms of the Extended Busi- percentage of annual increase is shown in ness Income Additional Coverage. the Declarations. (2) Any other consequential loss. b. The amount of increase is calculated as b. With respect to this exclusion, suspension follows: means: (1) Multiply the Building limit that applied on (1) The partial slowdown or complete ces- the most recent of the policy inception sation of your business activities; and date, the policy anniversary date, or any (2) That a part or all of the described prem- other policy change amending the Build- ises is rendered untenantable, if cover- ing limit by: age for Business Income applies. (a) The percentage of annual increase 6. Accounts Receivable Exclusion shown in the Declarations, ex- The following additional exclusion applies to pressed as a decimal (example: 7% is .07); or the Accounts Receivable Coverage Extension: We will not pay for: (b) .08, if percentage of annual in- is crease is shown in the Declarations; a. Loss or damage caused by or resulting and from alteration, falsification, concealment or (2) Multiply the number calculated in accor- destruction of records of accounts receiv- dance with b.(1) by the number of days able done to conceal the wrongful giving, since the beginning of the current policy taking or withholding of "money", "securi- year, or the effective date of the most ties" or other property. recent policy change amending the This exclusion applies only to the extent of Building limit, divided by 365. the wrongful giving, taking or withholding. Example: b. Loss or damage caused by or resulting If: from bookkeeping, accounting or billing er- rors or omissions. The applicable Building limit is $100,000. The annual percentage in- c. Any loss or damage that requires any audit crease is 8%. The number of days since of records or any inventory computation to the beginning of the policy prove its factual existence. policy change) p y year (or last e) is 146. C. Limits Of Insurance The amount of increase is 1. The most we will pay for loss or damage in any $100,000 x .08 x 146—365 = $3,200. one occurrence is the applicable Limits of In- surance of Section I — Property shown in the 5. Business Personal Property Limit— Declarations. Seasonal Increase 2. The most we will pay for loss of or damage to a. Subject to Paragraph 5.b., the Limit of outdoor signs attached to buildings is $1,000 Insurance for Business Personal Property is per sign in any one occurrence. automatically increased by: 3. The amounts of insurance applicable to the (1) The Business Personal Property— Sea- Coverage Extensions and the following Addi- sonal Increase percentage shown in the tional Coverages apply in accordance with the Declarations; or terms of such coverages and are in addition to (2) 25% if no Business Personal Property — the Limits of Insurance of Section I— Property: Seasonal Increase percentage is shown a. Fire Department Service Charge; in the Declarations; b. Pollutant Clean-up And Removal; to provide for seasonal variances. c. Increased Cost Of Construction; Page 20 of 49 0 Insurance Services Office, Inc., 2009 BP 00 03 01 10 0 b. The increase described in Paragraph 5.a 2. Appraisal will apply only if the Limit of Insurance If we and you disagree on the amount of loss, shown for Business Personal Property in either may make written demand for an ap- the Declarations is at least 100% of your praisal of the loss. In this event, each party will average monthly values during the lesser select a competent and impartial appraiser. of: The two appraisers will select an umpire. If (1) The 12 months immediately preceding they cannot agree, either may request that se- the date the loss or damage occurs; or lection be made by a judge of a court having (2) The period of time you have been in jurisdiction. The appraisers will state separately business as of the date the loss or dam- the amount of loss. If they fail to agree, they age occurs. will submit their differences to the umpire. A decision agreed to by any two will be binding. D. Deductibles Each party will: 1. We will not pay for loss or damage in any one a. Pay its chosen appraiser, and occurrence until the amount of loss or damage exceeds the Deductible shown in the Declara- b. Bear the other expenses of the appraisal tions. We will then pay the amount of loss or and umpire equally. damage in excess of the Deductible up to the If there is an appraisal, we will still retain our applicable Limit of Insurance of Section I — right to deny the claim. Property. 3. Duties In The Event Of Loss Or Damage 2. Regardless of the amount of the Deductible, a. You must see that the following are done in the most we will deduct from any loss or dam- the event of loss or damage to Covered age under all of the following Optional Cover- Property: ages in any one occurrence is the Optional Coverage Deductible shown in the Declara- (1) Notify the police if a law may have been tions: broken. a. Money and Securities; (2) Give us prompt notice of the loss or b. Employee Dishonesty; damage. Include a description of the property involved. c. Outdoor Signs; and (3) As soon as possible, give us a descrip- d. Forgery or Alteration. tion of how, when and where the loss or But this Optional Coverage Deductible will not damage occurred. increase the Deductible shown in the Declara- (4) Take all reasonable steps to protect the tions. This Deductible will be used to satisfy the Covered Property from further damage, requirements of the Deductible in the Declara- and keep a record of your expenses tions. necessary to protect the Covered Prop- 3. No deductible applies to the following Addi- erty, for consideration in the settlement tional Coverages: of the claim. This will not increase the Limits of Insurance of Section I — Prop- a. Fire Department Service Charge, erty. However, we will not pay for any b. Business Income; subsequent loss or damage resulting c. Extra Expense; from a cause of loss that is not a Cov- ered Cause of Loss. Also, if feasible, set d. Civil Authority; and the damaged property aside and in the e. Fire Extinguisher Systems Recharge Ex- best possible order for examination. pense. (5) At our request, give us complete inven- E. Property Loss Conditions tories of the damaged and undamaged 1. Abandonment property. Include quantities, costs, val- ues and amount of loss claimed. There can be no abandonment of any property (6) As often as may be reasonably required, to us. permit us to inspect the property proving the loss or damage and examine your books and records. BP 00 03 01 10 © Insurance Services Office, Inc., 2009 Page 21 of 49 0 Also permit us to take samples of dam- d. Except as provided in Paragraphs (2) aged and undamaged property for in- through (7) below, we will determine the spection, testing and analysis, and per- value of Covered Property as follows: mit us to make copies from your books (1) At replacement cost without deduction and records. for depreciation, subject to the following: (7) Send us a signed, sworn proof of loss (a) If, at the time of loss, the Limit of containing the information we request to Insurance on the lost or damaged investigate the claim. You must do this property is 80% or more of the full within 60 days after our request. We will replacement cost of the property supply you with the necessary forms. immediately before the loss, we will (8) Cooperate with us in the investigation or pay the cost to repair or replace, af- settlement of the claim. ter application of the deductible and (9) Resume all or part of your "operations" without deduction for depreciation, as quickly as possible. but not more than the least of the fol- b. We may examine any insured under oath, lowing amounts: while not in the presence of any other in- (i) The Limit of Insurance under sured and at such times as may be rea- Section I — Property that applies sonably required, about any matter relating to the lost or damaged property; to this insurance or the claim, including an (ii) The cost to replace, on the same insured's books and records. In the event of premises, the lost or damaged an examination, an insured's answers must property with other property: be signed. I. Of comparable material and 4. Legal Action Against Us quality; and No one may bring a legal action against us un- ii. Used for the same purpose; der this insurance unless: or a. There has been full compliance with all of (iii) The amount that you actually the terms of this insurance; and spend that is necessary to repair b. The action is brought within two years after or replace the lost or damaged the date on which the direct physical loss or property. damage occurred. If a building is rebuilt at a new prem- 5. Loss Payment ises, the cost is limited to the cost which would have been incurred had In the event of loss or damage covered by this the building been built at the original policy: premises. a. At our option, we will either: (b) If, at the time of loss, the Limit of (1) Pay the value of lost or damaged prop- Insurance applicable to the lost or erty; damaged property is less than 80% (2) Pay the cost of repairing or replacing the of the full replacement cost of the lost or damaged property; property immediately before the loss, we will pay the greater of the follow- (3) Take all or any part of the property at an ing amounts, but not more than the agreed or appraised value; or Limit of Insurance that applies to the (4) Repair, rebuild or replace the property property: with other property of like kind and qual- (i) The actual cash value of the lost ity, subject to Paragraph d.(1)(e) below. or damaged property; or b. We will give notice of our intentions within (it) A proportion of the cast to repair 30 days after we receive the sworn proof of or replace the lost or damaged loss. property, after application of the c. We will not pay you more than your finan- deductible and without deduction cial interest in the Covered Property. for depreciation. This proportion will equal the ratio of the applica- ble Limit of Insurance to 80% of the cost of repair or replacement. Page 22 of 49 © Insurance Services Office, Inc., 2009 BP 00 03 01 10 0 (c) You may make a claim for loss or (c) Household contents, except personal damage covered by this insurance property in apartments or rooms fur- on an actual cash value basis in- nished by you as landlord; stead of on a replacement cost ba- (d) Manuscripts; and sis. In the event you elect to have loss or damage settled on an actual (e) Works of art, antiques or rare arti- cash value basis, you may still make cles, including etchings, pictures, a claim on a replacement cost basis statuary, marble, bronzes, porcelain if you notify us of your intent to do so and bric-a-brac, within 180 days after the loss or (4) Glass at the cost of replacement with damage. safety glazing material if required by (d) We will not pay on a replacement law. cost basis for any loss or damage: (5) Tenants' Improvements and Better- (i) Until the lost or damaged prop- ments at: erty is actually repaired or re- (a) Replacement cost if you make re- placed; and pairs promptly. (i i) Unless the repairs or replace- (b) A proportion of your original cost if ment are made as soon as rea- you do not make repairs promptly. sonably possible after the loss or We will determine the proportionate damage. value as follows: However, if the cost to repair or re- (i) Multiply the original cost by the place the damaged building property number of days from the loss or is $2,500 or less, we will settle the damage to the expiration of the loss according to the provisions of lease; and Paragraphs d.(1)(a) and d.(1)(b) ii Divide the amount determined in above whether or not the actual re- ( ) pair or replacement is complete. from om the n above in the number of days frstallation of improve- (e) The cost to repair, rebuild or replace ments to the expiration of the does not include the increased cost lease. attributable to enforcement of any If your lease contains a renewal op- ordinance or law regulating the con- tion, the expiration of the renewal op- struction, use or repair of any prop- tion period will replace the expiration erty. of the lease in this procedure. (2) If the Actual Cash Value — Buildings option applies, as shown in the Declara- (c) Nothing if others pay for repairs or tions, Paragraph (1) above does not ap- ply to Buildings. Instead, we will deter- (6) Applicable only to the Optional Cover- mine the value of Buildings at actual ages: cash value. (a) "Money" at its face value; and (3) The following property at actual cash (b) "Securities" at their value at the close value: of business on the day the loss is (a) Used or secondhand merchandise discovered. held in storage or for sale; (7) Applicable only to Accounts Receivable: (b) Property of others. However, if an (a) If you cannot accurately establish the item(s) of personal property of others amount of accounts receivable out- is subject to a written contract which standing as of the time of loss or governs your liability for loss or dam- damage: age to that item(s), then valuation of that item(s) will be based on the (i) We will determine the total of the amount for which you are liable un- average monthly amounts of ac- der such contract, but not to exceed counts receivable for the 12 the lesser of the replacement cost of months immediately preceding the property or the applicable Limit of the month in which the loss or Insurance; damage occurs; and BP 00 03 01 10 © Insurance Services Office, Inc., 2009 Page 23 of 49 0 (ii) We will adjust that total for any h. A party wall is a wall that separates and is normal fluctuations in the amount common to adjoining buildings that are of accounts receivable for the owned by different parties. In settling cov- month in which the loss or dam- ered losses involving a party wall, we will age occurred or for any demon- pay a proportion of the loss to the party wall strated variance from the average based on your interest in the wall in propor- for that month. tion to the interest of the owner of the ad- (b) The following will be deducted from joining building. However, if you elect to re- the total amount of accounts receiv- pair or replace your building and the owner able, however that amount is estab- of the adjoining building elects not to repair lished: or replace that building, we will pay you the full value of the loss to the party wall, sub- (i) The amount of the accounts for ject to all applicable policy provisions in- which there is no loss or damage; cluding Limits of Insurance and all other (ii) The amount of the accounts that provisions of this Loss Payment Condition. you are able to reestablish or col- Our payment under the provisions of this lect, paragraph does not alter any right of subro- (iii) An amount to allow for probable gation we may have against any entity, in- bad debts that you are normally cluding the owner or insurer of the adjoining unable to collect; and building, and does not alter the terms of the Transfer Of Rights Of Recovery Against (iv) All unearned interest and service Others To Us Condition in this policy. charges. 6. Recovered Property e. Our payment for loss of or damage to per- If either you or we recover any property after sonal property of others will only be for the loss settlement, that party must give the other account the owners of the property. We prompt notice. At your option, you may retain may adjust losses with the owners of lost the property. But then you must return to us the pay the owners, such payments will satisfy damaged property other than you. If wee amount we paid to you for the property. We will your claims against us for the owners' prop- pay recovery expenses and the expenses to erty. We will not pay the owners more than repair the recovered property, subject to the their financial interest in the Covered Prop- Limits of Insurance of Section I—Property. erty. 7. Resumption Of Operations f. We may elect to defend you against suits We will reduce the amount of your: arising from claims of owners of property. a. Business Income loss, other than Extra We will do this at our expense. Expense, to the extent you can resume g. We will pay for covered loss or damage your "operations", in whole or in part, by us- within 30 days after we receive the sworn ing damaged or undamaged property (in- proof of loss, provided you have complied cluding merchandise or stock) at the de- with all of the terms of this policy; and scribed premises or elsewhere. (1) We have reached agreement with you b. Extra Expense loss to the extent you can on the amount of loss; or return "operations" to normal and discon- (2) An appraisal award has been made. tinue such Extra Expense. Page 24 of 49 © Insurance Services Office, Inc., 2009 BP 00 03 01 10 0 8. Vacancy F. Property General Conditions a. Description Of Terms 1. Control Of Property (1) As used in this Vacancy Condition, the Any act or neglect of any person other than term building and the term vacant have you beyond your direction or control will not af- the meanings set forth in Paragraphs (a) fect this insurance. and (b) below: The breach of any condition of this Coverage (a) When this policy is issued to a ten- Form at any one or more locations will not af- ant, and with respect to that tenant's fect coverage at any location where, at the time interest in Covered Property, building of loss or damage, the breach of condition means the unit or suite rented or does not exist. leased to the tenant. Such building is 2. Mortgageholders vacant when it does not contain enough business personal property a. The term "mortgageholder" includes trus- to conduct customary operations. tee. (b) When this policy is issued to the b. We will pay for covered loss of or damage owner or general lessee of a build- to buildings or structures to each mort- ing, building means the entire build- gageholder shown in the Declarations in ing. Such building is vacant unless at their order of precedence, as interests may least 31% of its total square footage appear. is: c. The mortgageholder has the right to receive (i) Rented to a lessee or sublessee loss payment even if the mortgageholder and used by the lessee or sub- has started foreclosure or similar action on lessee to conduct its customary the building or structure. operations; and/or d. If we deny your claim because of your acts (ii) Used by the building owner to or because you have failed to comply with conduct customary operations. the terms of this policy, the mortgageholder (2) Buildings under construction or renova- will still have the right to receive loss pay- tion are not considered vacant. ment if the mortgageholder: b. Vacancy Provisions (1) Pays any premium due under this policy at our request if you have failed to do If the building where loss or damage occurs so; has been vacant for more than 60 consecu- (2) Submits a signed, sworn proof of loss tive days before that loss or damage oc- within 60 days after receiving notice curs: from us of your failure to do so; and (1) We will not pay for any loss or damage (3) Has notified us of any change in owner- caused by any of the following even if ship, occupancy or substantial change they are Covered Causes of Loss: in risk known to the mortgageholder. (a) Vandalism; All of the terms of this policy will then apply (b) Sprinkler leakage, unless you have directly to the mortgageholder. protected the system against freez- e. If we pay the mortgageholder for any loss ing, or damage and deny payment to you be- (c) Building glass breakage; cause of your acts or because you have (d) Water damage; failed to comply with the terms of this pol- cy: (e) Theft; or (1) The mortgageholder's rights under the (f) Attempted theft. mortgage will be transferred to us to the (2) With respect to Covered Causes of Loss extent of the amount we pay, and other than those listed in Paragraphs (2) The mortgageholder's right to recover (1)(a) through (1)(f) above, we will re- the full amount of the mortgageholder's duce the amount we would otherwise claim will not be impaired. pay for the loss or damage by 15%. BP 00 03 01 10 © Insurance Services Office, Inc., 2009 Page 25 of 49 6 At our option, we may pay to the mortgage- b. Paragraph A.3., Covered Causes Of Loss, holder the whole principal on the mortgage and Paragraph B., Exclusions in Section 1 — plus any accrued interest. In this event, Property, do not apply to this Optional Cov- your mortgage and note will be transferred erage, except for: to us and you will pay your remaining mort- (1) Paragraph B,1.c., Governmental Action; gage debt to us. f. If we cancel this policy, we will give written (2) Paragraph B.1.d., Nuclear Hazard; and notice to the mortgageholder at least: (3) Paragraph B.1.f., War And Military Ac- (1) 10 days before the effective date of tion. cancellation if we cancel for your non- c. We will not pay for loss or damage caused payment of premium; or by or resulting from: (2) 30 days before the effective date of (1) Wear and tear; cancellation if we cancel for any other (2) Hidden or latent defect; reason. (3) Rust; g. If we elect not to renew this policy, we will give written notice to the mortgageholder at (4) Corrosion; or least 10 days before the expiration date of (5) Mechanical breakdown. this policy. d. The most we will pay for loss or damage in 3. No Benefit To Bailee any one occurrence is the Limit of Insur- No person or organization, other than you, hav- ance for Outdoor Signs shown in the Decla- ing custody of Covered Property will benefit rations. from this insurance. e. The provisions of this Optional Coverage 4. Policy Period, Coverage Territory supersede all other references to outdoor signs in this policy. Under Section 1— Property: 2. Money And Securities a. We cover loss or damage commencing: a. We will pay for loss of "money" and "securi- (1) During the policy period shown in the ties" used in your business while at a bank Declarations; and or savings institution, within your living (2) Within the coverage territory or, with quarters or the living quarters of your part- respect to property in transit, while it is ners or any employee having use and cus- between points in the coverage territory. tody of the property, at the described prom- ises, or in transit between any of these places, resulting directly from: (1) The United States of America (including (1) Theft, meaning any act of stealing, its territories and possessions); (2) Puerto Rico, and ( Disappearance; or (3) Canada. (33)) Destruction. G. Optional Coverages b. In addition to the Limitations and Exclusions applicable to Section I — Property, we will If shown as applicable in the Declarations, the fol- not pay for loss: lowing Optional Coverages also apply. These cov- (1) Resulting from accounting or arithmeti- erages are subject to the terms and conditions ap- cal errors or omissions; plicable to property coverage in this policy, except as provided below. (2) Due to the giving or surrendering of 1. Outdoor Signs property in any exchange or purchase; or a. We will pay for direct physical loss of or damage to all outdoor signs at the de- (3) op property ty contained in any "money scribed premises: op device unless the amount f" amoney" deposited in it is recorded by a (1) Owned by you, or continuous recording instrument in the (2) Owned by others but in your care, cus- device. tody or control. Page 26 of 49 © Insurance Services Office, Inc., 2009 BP 00 03 01 10 0 C. The most we will pay for loss in any one (3) The only proof of which as to its exis- occurrence is: tence or amount is: (1) The limit shown in the Declarations for (a) An inventory computation; or Inside the Premises for "money" and (b) A profit and loss computation. "securities"while: (a) In or on the described premises; or c. The most we will pay for loss or damage in any one occurrence is the Limit of Insur- (b) Within a bank or savings institution; ance for Employee Dishonesty shown in the and Declarations. (2) The limit shown in the Declarations for d. All loss or damage: Outside the Premises for "money" and"securities"while anywhere else. (1) Caused by one or more persons; or d. All loss: (2) Involving a single act or series of acts; (1) Caused by one or more persons; or is considered one occurrence. (2) Involving a single act or series of related e. If any loss is covered: acts; (1) Partly by this insurance; and is considered one occurrence. (2) Partly by any prior cancelled or termi- e. You must keep records of all "money" and nated insurance that we or any affiliate "securities" so we can verify the amount of had issued to you or any predecessor in any loss or damage. interest, 3. Employee Dishonesty the most will pay is the larger of the amount recoverable under this insurance or a. We will pay for direct loss of or damage to the prior insurance. Business Personal Property and "money" We will pay only for loss or damage you and "securities" resulting from dishonest sustain through acts committed or events acts committed by any of your employees occurring during the policy period. Regard- acting alone or in collusion with other per- less of the number of years this policy re- sons (except you or your partner) with the mains in force or the number of premiums manifest intent to: paid, no Limit of Insurance cumulates from (1) Cause you to sustain lass or damage; year to year or period to period. and also f. This Optional Coverage is cancelled as to (2) Obtain financial benefit (other than sala- any employee immediately upon discovery ries, commissions, fees, bonuses, pro- by: motions, awards, profit sharing, pen- (1) You; or sions or other employee benefits earned in the normal course of employment)for: (2) Any of your partners, "members", .'man- agers", officers or directors not in collu- sion with the employee; (b) Any other person or organization, of any dishonest act committed by that em- b. We will not pay for loss or damage: ployee before or after being hired by you. (1) Resulting from any dishonest or criminal g. We will pay only for covered loss or dam- act that you or any of your partners or age sustained during the policy period and "members"commit whether acting alone discovered no later than one year from the or in collusion with other persons. end of the policy period. (2) Resulting from any dishonest act com- h. If you (or any predecessor in interest) sus- mitted by any of your employees (except tained loss or damage during the policy pe- as provided in Paragraph a.), "manag- riod of any prior insurance that you could ers"or directors: have recovered under that insurance ex- (a) Whether acting alone or in collusion cept that the time within which to discover with other persons: or loss or damage had expired, we will pay for (b) While performing services for you or t under this Optional Coverage, provided: otherwise. (1) This Optional Coverage became effec- tive at the time of cancellation or termi- nation of the prior insurance;and BP 00 03 01 10 © Insurance Services Office, Inc., 2009 Page 27 of 49 0 (2) The loss or damage would have been But employee does not mean: covered by this Optional Coverage had it been in effect when the acts or events (1) Any agent, broker, factor, commission merchant, consignee, independent can- causing the loss or damage were com- tractor or representative of the same mitted or occurred. general character; or i. The insurance under Paragraph h. above is part of, not in addition to, the Limit of Insur- (2) Any "manager", director or trustee cept while performing acts coming within ance applying to this Optional Coverage the usual duties of an employee. and is limited to the lesser of the amount recoverable under: 4. Equipment Breakdown Protection Coverage (1) This Optional Coverage as of its effec- a. We will pay for direct loss of or damage to tive date; or Covered Property caused by or resulting (2) The prior insurance had it remained in from a mechanical breakdown or electrical effect. failure to pressure, mechanical or electrical machinery and equipment. j. With respect to the Employee Dishonesty Mechanical breakdown or electrical failure Optional Coverage in Paragraph G.3., em- to pressure, mechanical or electrical ma- ployee means: chinery and equipment does not mean any: (1) Any natural person: (1) Malfunction including but not limited to (a) While in your service or for 30 days adjustment, alignment, calibration, after termination of service; cleaning or modification; (b) Who you compensate directly by (2) Leakage at any valve, fitting, shaft seal, salary, wages or commissions; and gland packing,joint or connection; (c) Who you have the right to direct and (3) Damage to any vacuum tube, gas tube, control while performing services for or brush; or you; (4) The functioning of any safety or protec- (2) Any natural person who is furnished tive device. temporarily to you: b. Paragraphs A.4.a.(1) and A.4.a.(2), Limita- (a) To substitute for a permanent ern- tions, do not apply to this Optional Cover- ployee as defined in Paragraph (1) age. above, who is on leave; or c. With respect to the coverage provided by (b) To meet seasonal or short-term this Optional Coverage, the following exclu- workload conditions; sions in Paragraph B. Exclusions do not (3) Any natural person who is leased to you apply: under a written agreement between you (1) Paragraph B.2.a. Electrical Apparatus; and a labor leasing firm, to perform du- (2) Paragraph 6.2.d. Steam Apparatus; ties related to the conduct of your busi- and ness, but does not mean a temporary employee as defined in Paragraph (2) (3) Paragraph B.2.1.(6) Mechanical Break- above; down. (4) Any natural person who is a former d. With respect to the coverage provided by employee, director, partner, member, this Optional Coverage, Paragraph manager, representative or trustee re- G.1.c.(5) of the Outdoor Sign Optional tained as a consultant while performing Coverage does not apply. services for you; or e. If a dollar deductible is shown in the Decla- (5) Any natural person who is a guest stu- rations for this Optional Coverage, we will dent or intern pursuing studies or duties, first subtract the applicable deductible excluding, however, any such person amount from any loss we would otherwise while having care and custody of prop- pay. We will then pay the amount of loss in erty outside any building you occupy in excess of the applicable deductible up to conducting your business. the applicable limit for this coverage. If no optional deductible is chosen for this Optional Coverage, the Property Deductible shown in the Declarations applies. Page 28 of 49 0 Insurance Services Office, Inc., 2009 BP 00 03 01 10 0 f. With respect to Additional Coverages 5.f. We may suspend or reinstate this Optional Business Income and 5.g. Extra Ex- coverage by mailing or delivering a written pense, if the 72-hour time period in the notification regarding the suspension or re- definition of "period of restoration" (herein- instatement to: after referred to as time deductible) is (1) your last known address,or amended for this Optional Coverage as shown in the Declarations, we will not pay (2) The address where the pressure, me- for any Business Income loss that occurs chanical or electrical machinery and during the consecutive number of hours equipment is located. shown as the time deductible in the Decla- This notification will indicate the effective rations immediately following a mechanical date of the suspension or reinstatement. breakdown or electrical failure. If a time de- If the coverage provided by this Optional ductible is shown in days, each day shall Coverage is not reinstated, you will get a mean 24 consecutive hours. pro rata refund of premium. But the sus- As respects the coverage provided by this pension will be effective even if we have not Optional Coverage, any time deductible yet made or offered a refund. shown in the Declarations for Equipment H. Property Definitions Breakdown Protection Coverage super- sedes any time deductible otherwise appli- 1. "Computer" means: cable to the Business Income coverage a. Programmable electronic equipment that is provided by this policy. used to store, retrieve and process data; g. With respect to the coverage provided by and this Optional Coverage, Paragraph H. b. Associated peripheral equipment that pro- Property Definitions is amended as fol- vides communication, including input and lows: output functions such as printing and auxil- 1. "Computer" means: iary functions such as data transmission. a. Programmable electronic equipment "Computer" does not include those used to op- that is used to store, retrieve and erate production type machinery or equipment. process data; and 2. "Counterfeit money" means an imitation of b. Associated peripheral equipment "money" that is intended to deceive and to be that provides communication, includ- taken as genuine. ing input and output functions such 3. "Electronic data" means information, facts or as printing and auxiliary functions computer programs stored as or on, created or such as data transmission. used on, or transmitted to or from computer "Computer" includes those used to operate software (including systems and applications production type machinery or equipment. software), on hard or floppy disks, CD-ROMs, h. Whenever any covered pressure, mechani- tapes, drives, cells, data processing devices or any other repositories of computer software cal or electrical machinery and equipment is which are used with electronically controlled found to be in, or exposed to, a dangerous condition, any of our representatives may ferredequipment. The term computer programs, re- elec- suspend coverage provided by this Optional tronic to in the foregoing description of conic Coverage for loss from a mechanical instructions data, means i set the related electronic breakdown or electrical failure to that pres- instructions which direct the operations and sure, mechanical or electrical machinery functions of a "computer" or device connected and equipment. to it, which enable the "computer" or device to receive, process, store, retrieve or send data. However, coverage provided by this Op- 4, "Fungi" means any type or form of fungus, tional Coverage may be reinstated for loss including mold or mildew, and any mycotoxins, from a mechanical breakdown or electrical spores, scents or by-products produced or re- failure to that pressure, mechanical or elec- leased by fungi. trical machinery and equipment if the rea- sons for the suspension are found by any of 5. "Manager" means a person serving in a direc- our representatives to no longer exist. torial capacity for a limited liability company. 6. "Member" means an owner of a limited liability company represented by its membership inter- est, who also may serve as a"manager". BP 00 03 01 10 0 Insurance Services Office, Inc., 2009 Page 29 of 49 0 7. "Money' means: b. Evidences of debt issued in connection with a. Currency, coins and bank notes in current credit or charge cards, which cards are not use and having a face value;and issued by you; b. Travelers checks, register checks and but does not include "money". money orders held for sale to the public. 12. "Specified causes of loss" means the following: 8. "Operations" means your business activities Fire; lightning; explosion; windstorm or hail; occurring at the described premises. smoke; aircraft or vehicles; riot or civil comni 9. "Period of restoration": tion; vandalism; leakage from fire extinguishing equipment; sinkhole collapse; volcanic action; a. Means the period of time that: falling objects; weight of snow, ice or sleet; wa- (1) Begins: ter damage. (a) 72 hours after the time of direct a. Sinkhole collapse means the sudden sink- physical loss or damage for Busi- ing or collapse of land into underground ness Income Coverage; or empty spaces created by the action of wa- (b) Immediately after the time of direct ter on limestone or dolomite. This cause of physical loss or damage for Extra loss does not include: Expense Coverage; (1) The cost of filling sinkholes; or caused by or resulting from any Covered (2) Sinking or collapse of land into man- Cause of Loss at the described prem- made underground cavities. ises; and b. Falling objects does not include loss of or (2) Ends on the earlier of: damage to: (a) The date when the property at the (1) Personal property in the open; or described premises should be re- (2) The interior of a building or structure, or paired, rebuilt or replaced with rea- property inside a building or structure, sonable speed and similar quality; or unless the roof or an outside wall of the (b) The date when business is resumed building or structure is first damaged by at a new permanent location. a falling object. b. Does not include any increased period c. Water damage means accidental discharge required due to the enforcement of any or- or leakage of water or steam as the direct dinance or law that: result of the breaking apart or cracking of (1) Regulates the construction, use or re- any part of a system or appliance (other pair, or requires the tearing down of any than a sump system including its related property; or equipment and parts) containing water or steam. (2) Requires any insured or others to test 13. "Stack" means merchandise held in storage or for, monitor, clean up, remove, contain, for sale, raw materials and in-process or fin- treat, detoxify or neutralize, ore anycts of ished goods, including supplies used in their way respond to or assess the effects packing or shipping. "pollutants". The expiration date of this policy will not cut 14. "Valuable papers and records" means in- short the "period of restoration". scribed, printed or written: 10. "Pollutants" means any solid, liquid, gaseous or a. Documents; thermal irritant or contaminant, including b. Manuscripts; and smoke, vapor, soot, fumes, acids, alkalis, c. Records; chemicals and waste. Waste includes materials to be recycled, reconditioned or reclaimed. including abstracts, books, deeds, draw- 11. "Securities" means negotiable and non- ngs, films, maps or mortgages. negotiable instruments or contracts represent- But "valuable papers and records" does not ing either "money" or other property and in- mean 'money"or"securities". cludes: a. Tokens, tickets, revenue and other stamps (whether represented by actual stamps or unused value in a meter) in current use; and Page 30 of 49 © Insurance Services Office, Inc., 2009 BP 00 03 01 10 0 SECTION II—LIABILITY (c) Prior to the policy period, no insured A. Coverages listed under Paragraph C.I. Who Is An Insured and no "employee" au- 1. Business Liability thorized by you to give or receive no- a. We will pay those sums that the insured tice of an "occurrence" or claim, becomes legally obligated to pay as dam- knew that the "bodily injury"or "prop- ages because of "bodily injury", "property erty damage" had occurred, in whale damage" or "personal and advertising in- or in part. If such a listed insured or jury" to which this insurance applies. We authorized "employee" knew, prior to will have the right and duty to defend the the policy period, that the "bodily in- insured against any "suit" seeking those jury" or "property damage" occurred, damages. However, we will have no duty to then any continuation, change or re- defend the insured against any "suit" seek- sumption of such "bodily injury" or ing damages for "bodily injury", "property "property damage"during or after the damage" or "personal and advertising in- policy period will be deemed to have jury"to which this insurance does not apply. been known before the policy period. We may, at our discretion, investigate any 2 To "occurrence" or an offense and settle an ( ) "personal and advertising injuryr Y Y caused by an offense arising out of your claim or"suit"that may result. But: business, but only if the offense was (1) The amount we will pay for damages is committed in the "coverage territory" limited as described in Paragraph D. — during the policy period. Liability And Medical Expenses Limits c. "Bodily injury" or "property damage" which Of Insurance in Section II—Liability; and occurs during the policy period and was (2) Our right and duty to defend end when not, prior to the policy period, known to we have used up the applicable Limit of have occurred by any insured listed under Insurance in the payment of judgments Paragraph C.1. Who Is An Insured or any or settlements or medical expenses. "employee" authorized by you to give or re- No other obligation or liability to pay sums ceive notice of an "occurrence" or claim, in- or perform acts or services is covered cludes any continuation, change or resump- unless explicitly provided for under Para- tion of "bodily injury" or "property damage" graph f. Coverage Extension — Supplemen- after the end of the policy period. tary Payments. d. "Bodily injury" or "property damage" will be b. This insurance applies: deemed to have been known to have oc- curred at the earliest time when any insured (1) To "bodily injury" and "property damage" listed under Paragraph C.I. Who Is An In- only if: sured or any "employee" authorized by you (a) The "bodily injury" or "property dam- to give or receive notice of an "occurrence" age" is caused by an "occurrence" or claim: that takes place in the "coverage ter- (1) Reports all, or any part, of the "bodily ritory"; injury"or"property damage"to us or any (b) The "bodily injury" or "property dam- other insurer; age" occurs during the policy period; (2) Receives a written or verbal demand or and claim for damages because of the "bod- ily injury"or"property damage"; or (3) Becomes aware by any other means that "bodily injury" or "property damage" has occurred or has begun to occur. BP 00 03 01 10 © Insurance Services Office, Inc., 2009 Page 31 of 49 0 e. Damages because of "bodily injury" include (2) If we defend an insured against a "suit" damages claimed by any person or organi- and an indemnitee of the insured is also zation for care, loss of services or death re- named as a party to the "suit", we will sulting at any time from the "bodily injury". defend that indemnitee if all of the fol- f. Coverage Extension —Supplementary lowing conditions are met: Payments (a) The "suit" against the indemnitee (1) We will pay, with respect to any claim seeks damages for which the in- we investigate or settle, or any "suit" sured has assumed the liability of the against an insured we defend: indemnitee in a contract or agree- (a) All expenses we incur. ment that is an "insured contract"; b U to $250 for cost of bail bonds (b) This insurance applies to such liabil- O P ity assumed by the insured; required because of accidents or traffic law violations arising out of the (c) The obligation to defend, or the cost use of any vehicle to which Business of the defense of, that indemnitee, Liability Coverage for "bodily injury" has also been assumed by the in- applies. We do not have to furnish sured in the same "insured contract"; these bonds. (d) The allegations in the "suit" and the (c) The cost of bonds to release attach- information we know about the "oc- ments, but only for bond amounts currence" are such that no conflict within our Limit of Insurance. We do appears to exist between the inter- not have to furnish these bonds. ests of the insured and the interests (d) All reasonable expenses incurred by of the indemnitee; the insured at our request to assist (e) The indemnitee and the insured ask us in the investigation or defense of us to conduct and control the de- the claim or "suit", including actual tense of that indemnitee against loss of earnings up to $250 a day such "suit" and agree that we can because of time off from work. assign the same counsel to defend (e) All court costs taxed against the in- the insured and the indemnitee; and sured in the "suit". However, these (f) The indemnitee: payments do not include attorneys' (i) Agrees in writing to: fees or attorneys' expenses taxed i. Cooperate with us in the in- against the insured. vestigation, settlement or de- (f) Prejudgment interest awarded fense of the "suit"; against the insured on that part of ii. Immediately send us copies of the judgment we pay. If we make an any demands, notices, sum- offer to pay the Limit of Insurance, monses or legal papers re- we will not pay any prejudgment in- ceived in connection with the terest based on that period of time "suit"; after the offer. (g) All interest on the full amount of any iii. Notify any other insurer judgment that accrues after entry of whose coverage available the judgment and before we have to the indemnitee; and paid, offered to pay, or deposited in iv. Cooperate with us with re- court the part of the judgment that is spect to coordinating other within our Limit of Insurance. applicable insurance available These payments will not reduce the limit to the indemnitee; and of liability. (ii) Provides us with written authori- zation to: i. Obtain records and other information related to the "suit"; and ii. Conduct and control the de- fense of the indemnitee in such "suit". Page 32 of 49 © Insurance Services Office, Inc., 2009 BP 00 03 01 10 0 (3) So long as the conditions in Paragraph (3) Necessary ambulance, hospital, profes- (2) are met, attorneys' fees incurred by sional nursing and funeral services. us in the defense of that indemnitee, B. Exclusions necessary litigation expenses incurred by us and necessary litigation expenses 1. Applicable To Business Liability Coverage incurred by the indemnitee at our re- This insurance does not apply to: quest will be paid as Supplementary a. Expected Or Intended Injury Payments. Notwithstanding the provi- sions of Paragraph B.1.b.(2) Exclusions "Bodily injury" or "property damage" ex- in Section II — Liability, such payments pected or intended from the standpoint of will not be deemed to be damages for the insured. This exclusion does not apply "bodily injury" and "property damage" to 'bodily injury" resulting from the use of and will not reduce the Limits of Insur- reasonable force to protect persons or ance. property. Our obligation to defend an insured's in- b. Contractual Liability demnitee and to pay for attorneys' fees "Bodily injury" or "property damage" for and necessary litigation expenses as which the insured is obligated to pay dam- Supplementary Payments ends when: ages by reason of the assumption of liability (a) We have used up the applicable in a contract or agreement. This exclusion Limit of Insurance in the payment of does not apply to liability for damages: judgments or settlements; or (1) That the insured would have in the ab- (b) The conditions set forth above, or sence of the contract or agreement; or the terms of the agreement de- (2) Assumed in a contract or agreement scribed in Paragraph (2)(f) above are that is an "insured contract", provided no longer met. the "bodily injury" or "property damage" 2. Medical Expenses occurs subsequent to the execution of a. We will pay medical expenses as described the contract or agreement. Solely for the below for "bodily injury' caused by an acci- purposes of liability assumed in an "in- below dent: sured contract", reasonable attorney fees and necessary litigation expenses (1) On premises you own or rent; incurred by or for a party other than an (2) On ways next to premises you own or insured are deemed to be damages be- rent, or cause of "bodily injury" or "property (3) Because of your operations; damage", provided: provided that: (a) Liability to such party for, or for the cost of, that party's defense has also (a) The accident takes place in the been assumed in the same "insured "coverage territory" and during the contract"; and policy period; (b) Such attorney fees and litigation (b) The expenses are incurred and re- expenses are for defense of that ported to us within one year of the party against a civil or alternative date of the accident; and dispute resolution proceeding in (c) The injured person submits to ex- which damages to which this insur- amination, at our expense, by physi- ance applies are alleged. cians of our choice as often as we c. Liquor Liability reasonably require. "Bodily injury" or "property damage" for b. We will make these payments regardless of which any insured may be held liable by fault. These payments will not exceed the reason of: Limits of Insurance of Section II — Liability. (1) Causing or contributing to the intoxica- We will pay reasonable expenses for: tion of any person; (1) First aid administered at the time of an (2) The furnishing of alcoholic beverages to accident; a person under the legal drinking age or (2) Necessary medical, surgical, x-ray and under the influence of alcohol; or dental services, including prosthetic de- vices; and BP 00 03 01 10 © Insurance Services Office, Inc., 2009 Page 33 of 49 0 (3) Any statute, ordinance or regulation f. Pollution relating to the sale, gift, distribution or (1) "Bodily injury" or "property damage" use of alcoholic beverages. arising out of the actual, alleged or This exclusion applies only if you are in the threatened discharge, dispersal, seep- business of manufacturing, distributing, sell- age, migration, release or escape of ing, serving or furnishing alcoholic bever- "pollutants": ages. (a) At or from any premises, site or d. Workers' Compensation And Similar location which is or was at any time Laws owned or occupied by, or rented or Any obligation of the insured under a work- loaned to, any insured. However, this ers' compensation, disability benefits or un- subparagraph does not apply to: employment compensation law or any simi- (i) "Bodily injury" if sustained within lar law. a building and caused by smoke, e. Employer's Liability fumes, vapor or soot produced by "Bodily injury"to: or originating from equipment that Y 1 Y is used to heat, cool or dehumid- (1) An "employee" of the insured arising out ify the building, or equipment that of and in the course of: is used to heat water for personal (a) Employment by the insured; or use, by the building's occupants (b) Performing duties related to the or their guests; conduct of the insured's business;or (if) "Bodily injury" or "property dam- 2 The spouse, child, age" for which you may be held ( ) p parent, brother or liable, if you are a contractor and sister of that "employee" as a conse- the owner or lessee of such quence of Paragraph (1) above. premises, site or location has This exclusion applies: been added to your policy as an (1) Whether the insured may be liable as an additional insured with respect to employer or in any other capacity; and your ongoing operations per- employer formed for that additional insured (2) To any obligation to share damages with at that premises, site or location or repay someone else who must pay and such premises, site or loca- damages because of the injury. tion is not and never was owned This exclusion does not apply to liability as- or occupied by, or rented or sumed by the insured under an "insured loaned to, any insured, other than contract". that additional insured; or (!if) "Bodily injury" or "property dam- age" arising out of heat, smoke or fumes from a"hostile fire"; Page 34 of 49 © Insurance Services Office, Inc., 2009 BP 00 03 01 10 0 (b) At or from any premises, site or (ii) "Bodily injury" or "property dam- location which is or was at any time age" sustained within a building used by or for any insured or others and caused by the release of for the handling, storage, disposal, gases, fumes or vapors from ma- processing or treatment of waste, terials brought into that building in (c) Which are or were at any time trans- connection with operations being ported, handled, stored, treated, dis- performed by you or on your be- posed of, or processed as waste by half by a contractor or subcon- or for: tractor; or (1) Any insured, or (iii) "Bodily injury" or "property dam- age"arising out of heat, smoke or (ii) Any person or organization for fumes from a "hostile fire". whom you may be legally re- sponsible, or (e) At or from any premises, site or location on which any insured or any (d) At or from any premises, site or contractors or subcontractors work- location on which any insured or any ing directly or indirectly on any in- contractors or subcontractors work- sured's behalf are performing opera- ing directly or indirectly on any in- tions if the operations are to test for, sured's behalf are performing opera- monitor, clean up, remove, contain, tions if the "pollutants" are brought treat, detoxify or neutralize, or in any on or to the premises, site or location way respond to, or assess the ef- in connection with such operations fects of, "pollutants". by such insured, contractor or sub- contractor. However, this subpara- (2) Any loss, cost or expense arising out of graph does not apply to: any: (1) "Bodily injury" or "property dam- (a) Request, demand, order or statutory age" arising out of the escape of or regulatory requirement that any fuels, lubricants or other operat- insured or others test for, monitor, ing fluids which are needed to clean up, remove, contain, treat, de- perform the normal electrical, hy- toxify or neutralize, or in any way re- draulic or mechanical functions spond to, or assess the effects of, necessary for the operation of 'pollutants"; or .'mobile equipment" or its parts, if (b) Claim or "suit" by or on behalf of a such fuels, lubricants or other governmental authority for damages operating fluids escape from a because of testing for, monitoring, vehicle part designed to hold, cleaning up, removing, containing, store or receive them. This ex- treating, detoxifying or neutralizing, ception does not apply if the or in any way responding to, or as- "bodily injury" or "property dam- sessing the effects of, "pollutants". age" arises out of the intentional However, this paragraph does not apply discharge, dispersal or release of to liability for damages because of the fuels, lubricants or other op- 'property damage" that the insured erating fluids, or if such fuels, lu- would have in the absence of such re- bricants or other operating fluids quest, demand, order or statutory or are brought on or to the prom- regulatory requirement or such claim or ises, site or location with the in- "suit" by or on behalf of a governmental tent that they be discharged, dis- authority. persed or released as part of the operations being performed by g• Aircraft, Auto Or Watercraft such insured, contractor or sub- "Bodily injury" or "property damage" arising contractor; out of the ownership, maintenance, use or entrustment to others of any aircraft, "auto" or watercraft owned or operated by or rented or loaned to any insured. Use in- cludes operation and "loading or unload- ing" BP 00 03 01 10 0 Insurance Services Office, Inc., 2009 Page 35 of 49 0 This exclusion applies even if the claims al- (2) The use of "mobile equipment" in, or lege negligence or other wrongdoing in the while in practice for, or while being pre- supervision, hiring, employment, training or pared for, any prearranged racing, monitoring of others by an insured, it the speed, demolition or stunting activity. 'occurrence" which caused the "bodily in- i. War jury" or "property damage" involved the ownership, maintenance, use or entrust- "Bodily injury", "property damage" or "per- ment to others of any aircraft, "auto" or wa- sonal and advertising injury", however tercraft that is owned or operated by or caused, arising, directly or indirectly, out of: rented or loaned to any insured. (1) War, including undeclared civil war; This exclusion does not apply to: (2) Warlike action by a military force, includ- (1) A watercraft while ashore on premises ing action in hindering or defending you own or rent; against an actual or expected attack, by (2) A watercraft you do not own that is: any government, sovereign or other au- thority using military personnel or other (a) Less than 51 feet long; and agents; or (b) Not being used to carry persons or (3) Insurrection, rebellion, revolution, property for a charge; usurped power, or action taken by gov- (3) Parking an "auto" on, or on the ways ernment authority in hindering or de- next to, premises you own or rent, pro- fending against any of these. vided the "auto" is not owned by or j. Professional Services rented or loaned to you or the insured; "Bodily injury", "property damage" or "per- (4) Liability assumed under any "insured sonal and advertising injury" caused by the contract" for the ownership, mainte- rendering or failure to render any profes- nance or use of aircraft or watercraft; or sional service. This includes but is not lim- (5) "Bodily injury" or "property damage" ited to: arising out of: (1) Legal, accounting or advertising ser- (a) The operation of machinery or vices; equipment that is attached to, or part (2) Preparing, approving, or failing to pre- of, a land vehicle that would qualify pare or approve maps, drawings, opin- under the definition of "mobile ions, reports, surveys, change orders, equipment" if it were not subject to a designs or specifications; compulsory or financial responsibility (3) Supervisory, inspection or engineering law or other motor vehicle insurance or motor vehicle registration law services; where it is licensed or principally ga- (4) Medical, surgical, dental, x-ray or nurs- raged; or ing services treatment, advice or instruc- (b) The operation of any of the following tion; machinery or equipment: (5) Any health or therapeutic service treat- (i) Cherry pickers and similar de- ment, advice or instruction; vices mounted on automobile or (6) Any service, treatment, advice or in- truck chassis and used to raise or struction for the purpose of appearance lower workers; and or skin enhancement, hair removal or (ii) Air compressors, pumps and replacement or personal grooming; generators, including spraying, (7) Optometry or optical or hearing aid ser- welding, building cleaning, geo- vices including the prescribing, physical exploration, lighting and preparation, fitting, demonstration or dis- well servicing equipment. tribution of ophthalmic lenses and simi- h. Mobile Equipment lar products or hearing aid devices; "Bodily injury" or "property damage" arising (8) Body piercing services; and out of: (9) Services in the practice of pharmacy. (1) The transportation of "mobile equip- ment" by an "auto" owned or operated by or rented or loaned to any insured; or Page 36 of 49 © Insurance Services Office, Inc., 2009 BP 00 03 01 10 0 This exclusion applies even if the claims al- I. Damage To Your Product lege negligence or other wrongdoing in the "Property damage"to "your product" arising supervision, hiring, employment, training or out of it or any part of it. monitoring of others by an insured, if the "occurrence" which caused the "bodily in- m. Damage To Your Work jury" or "property damage", or the offense "Property damage" to "your work" arising which caused the "personal and advertising out of it or any part of it and included in the injury", involved the rendering or failure to "products-completed operations hazard". render of any professional service. This exclusion does not apply I if the dam- k. Damage To Property aged work or the work out of which the "Property damage"to: damage arises was performed on your be (1) Property you own, rent or occupy, in- half by a subcontractor. cluding any costs or expenses incurred n. Damage To Impaired Property Or by you, or any other person, organiza- Property Not Physically Injured tion or entity, for repair, replacement, "Property damage"to "impaired property" or enhancement, restoration or mainte- property that has not been physically in- nance of such property for any reason, jured, arising out of: including prevention of injury to a person (1) A defect, deficiency, inadequacy or or damage to another's property; dangerous condition in "your product" or (2) Premises you sell, give away or aban- Your work"; or don, if the "property damage" arises out (2) A delay or failure by you or anyone of any part of those premises; acting on your behalf to perform acon- (3) Property loaned to you; tract or agreement in accordance with (4) Personal property in the care, custody its terms. or control of the insured; This exclusion does not apply to the loss of (5) That particular part of real property on use of other property arising out of sudden which you or any contractor or subcon- and accidental physical injury to "your prod- tractor working directly or indirectly on uct" or "your work" after it has been put to your behalf is performing operations, if its intended use. the "property damage" arises out of o. Recall Of Products,Work Or Impaired those operations; or Property (6) That particular part of any property that Damages claimed for any loss, cost or ex- must be restored, repaired or replaced pense incurred by you or others for the loss because "your work" was incorrectly of use, withdrawal, recall, inspection, repair, performed on it. replacement, adjustment, removal or dis- Paragraphs (1), (3) and (4) of this exclusion posal of: do not apply to "property damage" (other (1) "Your product'; than damage by fire) to premises, including (2) "Your work"; or the contents of such premises, rented to you for a period of seven or fewer consecu- (3) "Impaired property"; tive days. A separate Limit of Insurance ap- if such product, work or property is with- plies to Damage To Premises Rented To drawn or recalled from the market or from You as described in Paragraph D. Liability use by any person or organization because And Medical Expenses Limit Of Insurance of a known or suspected defect, deficiency, in Section II —Liability. inadequacy or dangerous condition in it. Paragraph (2) of this exclusion does not p. Personal And Advertising Injury apply if the premises are "your work" and "Personal and advertising injury": were never occupied, rented or held for rental by you. (1) Caused by or at the direction of the Paragraphs (3), (4), (5) and (6) of this ex- insured with the knowledge that the act clusion do not apply to liability assumed would violate the rights of another and under a sidetrack agreement. would inflict "personal and advertising Paragraph (6) of this exclusion does not injury" apply to "property damage" included in the "products-completed operations hazard". BP 00 03 01 10 ©Insurance Services Office, Inc., 2009 Page 37 of 49 0 (2) Arising out of oral or written publication (10) With respect to any loss, cost or ex- of material, if done by or at the direction pense arising out of any: of the insured with knowledge of its fal- sity; (a) Request, demand or order that any insured or others test for, monitor, (3) Arising out of oral or written publication clean-up, remove, contain, treat, de- of material whose first publication took toxify or neutralize or in any way re- place before the beginning of the policy spond to, or assess the effects of, period; "pollutants"; or (4) For which the insured has assumed (b) Claim or "suit" by or on behalf of a liability in a contract or agreement. This governmental authority for damages exclusion does not apply to liability for because of testing for, monitoring, damages that the insured would have in cleaning up, removing, containing, the absence of the contract or agree- treating, detoxifying or neutralizing or ment; in any way responding to, or assess- (5) Arising out of a breach of contract, ex- ing the effects of, "pollutants". cept an implied contract to use another's (11) Arising out of an electronic chatroom or advertising idea in your "advertisement"; bulletin board the insured hosts, owns or (6) Arising out of the failure of goods, prod- over which the insured exercises con- ucts or services to conform with any trol, statement of quality or performance (12) Arising out of the infringement of copy- made in your"advertisement" right, patent, trademark, trade secret or (7) Arising out of the wrong description of other intellectual property rights. Under the price of goods, products or services this exclusion, such other intellectual stated in your"advertisement"; property rights do not include the use of another's advertising idea in your "ad- (8) Committed by an insured whose busi- vertisement". ness is: a Advertising, broadcasting, However, this exclusion does not apply O g, g, publishing to infringement, in your "advertisement", or telecasting; of copyright, trade dress or slogan. (b) Designing or determining content of (13) Arising out of the unauthorized use of websites for others;or another's name or product in your e-mail (c) An Internet search, access, content address, domain name or metatags, or or service provider. any other similar tactics to mislead an- However, this exclusion does not apply other's potential customers. to Paragraphs 14.a., b. and c. of "per- q. Electronic Data sonal and advertising injury" under Damages arising out of the loss of, loss of Paragraph F. Liability And Medical Ex- use of, damage to, corruption of, inability to penses Definitions. access, or inability to manipulate electronic For the purposes of this exclusion, the data. placing of frames, borders or links, or As used in this exclusion, electronic data advertising, for you or others anywhere means information, facts or computer pro- on the Internet, by itself, is not consid- grams stored as or on, created or used on, ered the business of advertising, broad- or transmitted to or from computer software casting, publishing or telecasting. (including systems and applications soft- (9) Arising out of the actual, alleged or ware), on hard or floppy disks, CD-ROMs, threatened discharge, dispersal, seep- tapes, drives, cells, data processing de- age, migration, release or escape of vices or any other repositories of computer "pollutants" at any time; software which are used with electronically controlled equipment. The term computer programs, referred to in the foregoing de- scription of electronic data, means a set of related electronic instructions which direct the operations and functions of a computer or device connected to it, which enable the computer or device to receive, process, store, retrieve or send data. Page 38 of 49 © Insurance Services Office, Inc., 2009 BP 00 03 01 10 0 r. Criminal Acts e. To a person injured while practicing, in- "Personal and advertising injury" arising out structing or participating in any physical ex- of a criminal act committed by or at the di- ercises or games, sports or athletic con- rection of the insured. tests. s. Recording And Distribution Of Material f. Included within the "products-completed Or Information In Violation Of Law operations hazard". "Bodily injury", "property damage", or "per- g• Excluded under Business Liability Cover- sonal and advertising injury" arising directly age. or indirectly out of any action or omission 3. Applicable To Both Business Liability that violates or is alleged to violate: Coverage And Medical Expenses Coverage (1) The Telephone Consumer Protection —Nuclear Energy Liability Exclusion Act (TCPA), including any amendment This insurance does not apply: of or addition to such law; a. Under Business Liability Coverage, to "bod- (2) The CAN-SPAM Act of 2003, including ily injury" or"property damage": any amendment of or addition to such (1) With respect to which an insured under law; the policy is also an insured under a nu- (3) The Fair Credit Reporting Act (FCRA), clear energy liability policy issued by the and any amendment of or addition to Nuclear Energy Liability Insurance As- such law, including the Fair and Accu- sociation, Mutual Atomic Energy Liability rate Credit Transaction Act (FACTA); or Underwriters or Nuclear Insurance As- (4) Any federal, state or local statute, ordi- sociation of Canada, or would be an in- nance or regulation, other than the sured under any such policy but for its TCPA, CAN-SPAM Act of 2003 or termination upon exhaustion of its limit FCRA and their amendments and addi- of liability; or tions, that addresses, prohibits, or limits (2) Resulting from the "hazardous proper- the printing, dissemination, disposal, ties" of "nuclear material" and with re- collecting, recording, sending, transmit- spect to which: ting, communicating or distribution of material or information. (a) Any person organization re- material to maintain financial protec- Exclusions c., d., e., f., g., h., L, k., I., m., n. tion pursuant to the Atomic Energy and o. in Section II — Liability do not apply to Act of 1954, or any law amendatory damage by fire to premises while rented to thereof; or you, or temporarily occupied by you with per- (b) The insured is, or had this policy not mission of the owner. A separate Damage To been issued would be, entitled to in- Premises Rented To You Limit of Insurance demnity from the United States of applies to this coverage as described in Para- America, or any agency thereof, un- graph D. Liability And Medical Expenses Limits der any agreement entered into by of Insurance in Section II—Liability. the United States of America, or any 2. Applicable To Medical Expenses Coverage agency thereof, with any person or We will not pay expenses for"bodily injury": organization. a. To any insured, except"volunteer workers". b. Under Medical Expenses Coverage, to expenses incurred with respect to "bodily b. To a person hired to do work for or on be- injury" resulting from the "hazardous prop- half of any insured or a tenant of any in- erties" of "nuclear material" and arising out sured. of the operation of a"nuclear facility' by any c. To a person injured on that part of premises person or organization. you own or rent that the person normally c. Under Business Liability Coverage, to "bod- occupies. ily injury" or "property damage" resulting d. To a person, whether or not an "employee" from the "hazardous properties" of the "nu- of any insured, if benefits for the "bodily in- clear material"; if: jury"are payable or must be provided under (1) The"nuclear material": a workers' compensation or disability bene- fits law or a similar law. (a) Is at any "nuclear facility" owned by, or operated by or on behalf of, an in- sured; or BP 00 03 01 10 © Insurance Services Office, Inc., 2009 Page 39 of 49 0 (b) Has been discharged or dispersed (4) "Nuclear material" means "source mate- therefrom, rial", "special nuclear material" or "by- (2) The "nuclear material" is contained in product material"; "spent fuel" or "waste" at any time pos- (5) "Nuclear reactor" means any apparatus sessed, handled, used, processed, designed or used to sustain nuclear fis- stored, transported or disposed of by or sion in a self-supporting chain reaction on behalf of an insured; or or to contain a critical mass of fission- (3) The "bodily injury" or "property damage" able material, arises out of the furnishing by an in- (6) "Property damage" includes all forms of sured of services, materials, parts or radioactive contamination of property; equipment in connection with the plan- (7) "Source material" has the meaning ning, construction, maintenance, opera- given it in the Atomic Energy Act of tion or use of any "nuclear facility"; but if 1954 or in any law amendatory thereof, such facility is located within the United States of America, its territories or pos- (8) "Special nuclear material" has the sessions or Canada, this Exclusion (3) meaning given it in the Atomic Energy applies only to "property damage' to Act of 1954 or in any law amendatory such "nuclear facility" and any property thereof, thereat. (9) "Spent fuel" means any fuel element or d. As used in this exclusion: fuel component, solid or liquid, which has been used or exposed to radiation (1) "By-product material" has the meaning in a "nuclear reactor"; given it in the Atomic Energy Act of 1954 or in any law amendatory thereof, (10) "Waste" means any waste material: (2) "Hazardous properties" include radioac- (a) Containing "by-product material" tive, toxic or explosive properties; other than the tailings or wastes pro- duced by the extraction or concen- tration of uranium or thorium from (a) Any"nuclear reactor"; any ore processed primarily for its (b) Any equipment or device designed "source material"content; and or used for: (b) Resulting from the operation by any (i) Separating the isotopes of ura- person or organization of any "nu- nium or plutonium; clear facility" included under Para- grahs (a) (ii) Processing or utilizing "spent "nup ear facilid (b) of the definition of fuel"; or C. Who Is An Insured (iii) Handling, processing or packag- ing "waste"; 1. If you are designated in the Declarations as: (c) Any equipment or device used for a. An individual, you and your spouse are the processing, fabricating or alloy- insureds, but only with respect to the con- ing of "special nuclear material" if at duct of a business of which you are the sole any time the total amount of such owner. material in the custody of the insured b. A partnership or joint venture, you are an at the premises where such equip- insured. Your members, your partners and ment or device is located consists of their spouses are also insureds, but only or contains more than 25 grams of with respect to the conduct of your busi- plutonium or uranium 233 or any ness. combination thereof, or more than c. A limited liability company, 250 grams of uranium 235; sured. Your members are also oinsureds, but (d) Any structure, basin, excavation, only with respect to the conduct of your premises or place prepared or used business. Your managers are insureds, but for the storage or disposal of only with respect to their duties as your "waste"; managers. and includes the site on which any of the foregoing is located, all operations con- ducted on such site and all premises used for such operations, Page 40 of 49 © Insurance Services Office, Inc., 2009 BP 00 03 01 10 0 d. An organization other than a partnership, (b) Rented to, in the care, custody or joint venture or limited liability company, control of, or over which physical you are an insured. Your "executive offi- control is being exercised for any cers" and directors are insureds, but only purpose by with respect to their duties as your officers you, any of your"employees", "volunteer or directors. Your stockholders are also in- workers", any partner or member (if you sureds, but only with respect to their liability are a partnership or joint venture), or as stockholders. any member (if you are a limited liability e. A trust, you are an insured. Your trustees company). are also insureds, but only with respect to b. Any person (other than your "employee" or their duties as trustees. "volunteer worker"), or any organization 2. Each of the following is also an insured: while acting as your real estate manager. a. Your "volunteer workers" only while per- c. Any person or organization having proper forming duties related to the conduct of temporary custody of your property if you your business, or your "employees", other die, but only: than either your "executive officers" (if you (1) With respect to liability arising out of the are an organization other than a partner- maintenance or use of that ship, joint venture or limited liability com- property; and pany) or your managers (if you are a limited liability company), but only for acts within (2) Until your legal representative has been the scope of their employment by you or appointed. while performing duties related to the con- d. Your legal representative if you die, but only duct of your business. However, none of with respect to duties as such. That repre- these "employees" or "volunteer workers" sentative will have all your rights and duties are insureds for: under this policy. (1) 'Bodily injury" or "personal and advertis- No person or organization is an insured with re- ing injury': spect to the conduct of any current or past part- (a) To you, to your partners or members nership, joint venture or limited liability company (it you are a partnership or joint ven- that is not shown as a Named Insured in the Dec- ture), to your members (if you are a larations. limited liability company), or to a co- D. Liability And Medical Expenses Limits Of "employee" while in the course of his Insurance or her employment or performing du- 1. The Limits of Insurance of Section II — Liability ties related to the conduct of your shown in the Declarations and the rules below business, or to your other "volunteer fix the most we will pay regardless of the num- workers" while performing duties re- ber of: lated to the conduct of your busi- ness; a. Insureds, (b) To the spouse, child, parent, brother b. Claims made or"suits" brought; or or sister of that co-"employee" as a c. Persons or organizations making claims or consequence of Paragraph (a) bringing "suits". above; 2. The most we will pay for the sum of all dam- (c) For which there is any obligation to ages because of all: share damages with or repay some- one else who must pay damages a. 'Bodily injury', "property damage" and because of the injury described in medical expenses arising out of any one Paragraph (a) or(b); or 'occurrence"; and (d) Arising out of his or her providing or b. "Personal and advertising injury' sustained failing to provide professional health by any one person or organization; care services. is the Liability and Medical Expenses limit (2) 'Property damage"to property: shown in the Declarations. But the most we will pay for all medical expenses because of "bod- (a) Owned, occupied or used by, ily injury' sustained by any one person is the Medical Expenses limit shown in the Declara- tions. BP 00 03 01 10 0 Insurance Services Office, Inc., 2009 Page 41 of 49 o 3. The most we will pay under Business Liability 2. Duties In The Event Of Occurrence, Coverage for damages because of "property Offense, Claim Or Suit damage" to a premises while rented to you or a. You must see to it that we are notified as in the case of fire while rented to you or tempo- soon as practicable of an "occurrence" or rarily occupied by you with permission of the an offense which may result in a claim. To owner is the applicable Damage To Premises the extent possible, notice should include: Rented To You limit shown for that premises in the Declarations. For a premises temporarily (1) How, when and where the "occurrence" occupied by you, the applicable limit will be the or offense took place; highest Damage To Premises Rented To You (2) The names and addresses of any in- limit shown in the Declarations. jured persons and witnesses; and 4. Aggregate Limits (3) The nature and location of any injury or The most we will pay for: damage arising out of the "occurrence" a. All "bodily injury" and "property damage" or offense. that is included in the "products-completed b. If a claim is made or "suit" is brought operations hazard" is twice the Liability and against any insured, you must: Medical Expenses limit. (1) Immediately record the specifics of the b. All: claim or "suit" and the date received; (1) "Bodily injury" and "property damage" and except damages because of "bodily in- (2) Notify us as soon as practicable. jury" or "property damage" included in You must see to it that we receive written the "products-completed operations notice of the claim or"suit"as soon as prac- hazard" ticable. (2) Plus medical expenses, c. You and any other involved insured must: (3) Plus all "personal and advertising injury" (1) Immediately send us copies of any de- caused by offenses committed; mands, notices, summonses or legal is twice the Liability and Medical Expenses papers received in connection with the limit. claim or"suit" Subject to Paragraph a. or b. above, whichever (2) Authorize us to obtain records and other applies, the Damage To Premises Rented To information; You Limit is the most we will pay for damages (3) Cooperate with us in the investigation or because of "property damage" to any one settlement of the claim or defense premises, while rented to you, or in the case of against the "suit"; and fire, while rented to you or temporarily occu- pied by you with permission of the owner. (4) Assist us, upon our request, in the en- forcement of any right against any per- The Limits of Insurance of Section II — Liability son or organization that may be liable to apply separately to each consecutive annual the insured because of injury or damage period and to any remaining period of less than to which this insurance may also apply. 12 months, starting with the beginning of the d. No insured will, except at that insured's own policy period shown in the Declarations, unless cost, voluntarily make a payment, assume the policy period is extended after issuance for an additional period of less than 12 months. In any obligation, or incur any expense, other than for first aid, without our consent. that case, the additional period will be deemed part of the last preceding period for purposes 3. Legal Action Against Us of determining the Limits of Insurance. No person or organization has a right under E. Liability And Medical Expenses General this policy: Conditions a. To join us as a party or otherwise bring us 1. Bankruptcy into a "suit" asking for damages from an in- Bankruptcy or insolvency of the insured or of sured; or the insured's estate will not relieve us of our b. To sue us on this policy unless all of its obligations under this policy. terms have been fully complied with. Page 42 of 49 © Insurance Services Office, Inc., 2009 BP 00 03 01 10 0 A person or organization may sue us to re- b. International waters or airspace, but only if cover on an agreed settlement or on a final the injury or damage occurs in the course of judgment against an insured; but we will not be travel or transportation between any places liable for damages that are not payable under included in Paragraph a. above; or the terms of this policy or that are in excess of c. All other parts of the world if the injury or the applicable Limit of Insurance. An agreed damage arises out of: settlement means a settlement and release of liability signed by us, the insured and the (1) Goods or products made or sold by you claimant or the claimant's legal representative. in the territory described in Paragraph a. 4. Separation Of Insureds above, Except with respect to the Limits of Insurance (2) The activities of a person whose home of Section 11 — Liability, and any rights or duties is in the territory described in Paragraph a. above, but is away for a short time on specifically assigned in this policy to the first your business;or Named Insured, this insurance applies: a. As if each Named Insured were the only (3) "Personal and advertising injury" of- a. Insured;and Tenses that take place through the In ter- Named net or similar electronic means of com- b. Separately to each insured against whom munication; claim is made or"suit" is brought. provided the insured's responsibility to pay F. Liability And Medical Expenses Definitions damages is determined in a"suit" on the merits 1. "Advertisement" means a notice that is broad- in the territory described in Paragraph a. above cast or published to the general public or spe- or in a settlement we agree to. cific market segments about your goods, prod- 5. "Employee" includes a "leased worker". "Em- ucts or services for the purpose of attracting ployee"does not include a "temporary worker". customers or supporters. For the purposes of 6. "Executive officer" means a person holding any this definition: of the officer positions created b p y your charter, a. Notices that are published include material constitution, bylaws or any other similar gov- placed on the Internet or on similar elec- erning document. tronic means of communication; and 7, "Hostile fire" means one which becomes un- b. Regarding websites, only that part of a controllable or breaks out from where it was in- website that is about your goods, products tended to be. or services for the purposes of attracting g, "Impaired property" means tangible property, customers or supporters is considered an other than "your product" or "your work", that advertisement. cannot be used or is less useful because: 2. "Auto" means: a. It incorporates "your product" or "your work" a. A land motor vehicle, trailer or semitrailer that is known or thought to be defective, de- designed for travel on public roads, includ- ficient, inadequate or dangerous; or ing any attached machinery or equipment; b. You have failed to fulfill the terms of a con- or tract or agreement; b. Any other land vehicle that is subject to a if such property can be restored to use by: compulsory or financial responsibility law or other motor vehicle insurance or motor ve- (1) The repair, replacement, adjustment or hicle registration law where it is licensed or removal of"your product"or"your work"; principally garaged. or However, "auto" does not include "mobile (2) Your fulfilling the terms of the contract or equipment". agreement. 3. "Bodily injury" means bodily injury, sickness or 9. "Insured contract" means: disease sustained by a person, including death a. A contract for a lease of premises. How- resulting from any of these at any time. ever, that portion of the contract for a lease 4. "Coverage territory" means: of premises that indemnifies any person or organization for damage by fire to premises a. The United States of America (including its while rented to you or temporarily occupied territories and possessions), Puerto Rico by you with permission of the owner is not and Canada; an "insured contract"; BP 00 03 01 10 © Insurance Services Office, Inc., 2009 Page 43 of 49 0 b. A sidetrack agreement; 11. "Loading or unloading" means the handling of C. Any easement or license agreement, ex- property: cept in connection with construction or a. After it is moved from the place where it is demolition operations on or within 50 feet of accepted for movement into or onto an air- a railroad, craft, watercraft or"auto" d. An obligation, as required by ordinance, to b. While it is in or on an aircraft, watercraft or indemnify a municipality, except in connec- "auto"; or tion with work for a municipality; c. While it is being moved from an aircraft, e. An elevator maintenance agreement; watercraft or "auto" to the place where it is f. That part of any other contract or agree- finally delivered; ment pertaining to your business (including but "loading or unloading" does not include the an indemnification of a municipality in con- movement of property by means of a mechani- nection with work performed for a munici- cal device, other than a hand truck, that is not pality) under which you assume the tort li- attached to the aircraft, watercraft or"auto". ability of another party to pay for "bodily 12. "Mobile equipment" means any of the following injury" or "property damage" to a third per- types of land vehicles, including any attached son or organization. Tort liability means a machinery or equipment: liability that would be imposed by law in the absence of any contract or agreement. a. Bulldozers, farm machinery, forklifts and Paragraph f. does not include that part of other vehicles designed for use principally off public roads; any contract or agreement: (1) That indemnifies a railroad for "bodily b. Vehicles maintained for use solely on or next to premises you own or rent; injury" or "property damage" arising out of construction or demolition operations, c. Vehicles that travel on crawler treads; within 50 feet of any railroad property d. Vehicles, whether self-propelled or not, on and affecting any railroad bridge or tres- which are permanently mounted: tle, tracks, roadbeds, tunnel, underpass (1) Power cranes, shovels, loaders, diggers or crossing; or drills, or (2) That indemnifies an architect, engineer (2) Road construction or resurfacing equip- or surveyor for injury or damage arising ment such as graders, scrapers or roll- ers, (a) Preparing, approving or failing to e. Vehicles not described in Paragraph a., b., prepare or approve maps, drawings, c. or d. above that are not self-propelled opinions, reports, surveys, change and are maintained primarily to provide orders, designs or specifications; or mobility to permanently attached equipment (b) Giving directions or instructions, or of the following types: failing to give them, if that is the pri- mary cause of the injury or damage; (1) Air compressors, pumps and genera- tors, including spraying, welding, build- orng cleaning, geophysical exploration, (3) Under which the insured, if an architect, lighting and well servicing equipment; or engineer or surveyor, assumes liability (2) Cherry pickers and similar devices used for an injury or damage arising out of the to raise or lower workers; insured's rendering or failure to render professional services, including those f. Vehicles not described in Paragraph a., b., listed in Paragraph (2) above and su- c. or d. above maintained primarily for pur- pervisory, inspection or engineering ser- poses other than the transportation of per- vices. sons or cargo. 10. "Leased worker" means a person leased to you However, self-propelled vehicles with the by a labor leasing firm under an agreement be- following types of permanently attached tween you and the labor leasing firm, to per- equipment are not "mobile equipment" but form duties related to the conduct of your busi- will be considered "autos": ness. "Leased worker" does not include a (1) Equipment designed primarily for: "temporary worker". (a) Snow removal; Page 44 of 49 ©Insurance Services Office, Inc., 2009 BP 00 03 01 10 0 (b) Road maintenance, but not construc- 16. "Products-completed operations hazard": tion or resurfacing; or a. Includes all "bodily injury" and "property (c) Street cleaning; damage" occurring away from premises you (2) Cherry pickers and similar devices own or rent and arising out of"your product" mounted on automobile or truck chassis or"your work"except: and used to raise or lower workers; and (1) Products that are still in your physical (3) Air compressors, pumps and genera- possession; or tors, including spraying, welding, build- (2) Work that has not yet been completed ing cleaning, geophysical exploration, or abandoned. However, "your work"will lighting and well servicing equipment. be deemed completed at the earliest of However, "mobile equipment" does not include the following times: land vehicles that are subject to a compulsory (a) When all of the work called for in or financial responsibility law or other motor your contract has been completed. vehicle insurance or motor vehicle registration (b) When all of the work to be done at law where they are licensed or principally ga- the job site has been completed if raged. Land vehicles subject to a compulsory your contract calls for work at more or financial responsibility law or other motor than one job site. vehicle insurance law or motor vehicle registra- tion law are considered "autos". (c) When that part of the work done at 13. "Occurrence" means an accident, including the job site has been put to its in- continuous or repeated exposure to substan- tended use by any other person or tially the same general harmful conditions. organization other than another con- tractor or subcontractor working on 14. "Personal and advertising injury" means injury, the same project. including consequential "bodily injury", arising Work that may need service, mainte- out of one or more of the following offenses: nance, correction, repair or replacement, a. False arrest, detention or imprisonment; but which is otherwise complete, will be b. Malicious prosecution; treated as completed. c. The wrongful eviction from, wrongful entry The "bodily injury" or "property damage" into, or invasion of the right of private occu- must occur away from premises you awn or pancy of a room, dwelling or premises that rent, unless your business includes the Sell- a person occupies, committed by or on be- ing, handling or distribution of "your prod- half of its owner, landlord or lessor; uct" for consumption on premises you own or rent. d. Oral or written publication, in any manner, of material that slanders or libels a person b. Does not include "bodily injury" or "property or organization or disparages a person's or damage" arising out of: organization's goods, products or services; (1) The transportation of property, unless e. Oral or written publication, in any manner, the injury or damage arises out of a of material that violates a person's right of condition in or on a vehicle not owned or privacy; operated by you, and that condition was created by the "loading or unloading" of f. The use of another's advertising idea in that vehicle by any insured; or your "advertisement", or (2) The existence of tools, uninstalled g. Infringing upon another's copyright, trade equipment or abandoned or unused ma- dress or slogan in your "advertisement". terials. 15. "Pollutants" mean any solid, liquid, gaseous or 17. "Property damage" means: thermal irritant or contaminant, including smoke, vapor, soot, fumes, acids, alkalis, a. Physical injury to tangible property, includ- chemicals and waste. Waste includes materials ing all resulting loss of use of that property. to be recycled, reconditioned or reclaimed. All such loss of use shall be deemed to oc- cur at the time of the physical injury that caused it, or b. Loss of use of tangible property that is not physically injured. All such loss of use shall be deemed to occur at the time of the "oc- currence"that caused it. BP 00 03 01 10 ©Insurance Services Office, Inc., 2009 Page 45 of 49 0 For the purposes of this insurance, electronic (2) The providing of or failure to provide data is not tangible property. warnings or instructions. As used in this definition, electronic data c. Does not include vending machines or means information, facts or programs stored other property rented to or located for the as, created or used on, or transmitted to or use of others but not sold. from computer software, including systems and 22. "Your work": applications software, hard or floppy disks, CD- ROMs, tapes, drives, cells, data processing a. Means: devices or any other media which are used (1) Work or operations performed by you or with electronically controlled equipment. on your behalf, and 18. "Suit" means a civil proceeding in which dam- (2) Materials, parts or equipment furnished ages because of "bodily injury", "property dam- in connection with such work or opera- age", or "personal and advertising injury" to tions. which this insurance applies are alleged. "Suit" i Includes: includes: a. An arbitration proceeding in which such (1) Warranties or representations made at damages are claimed and to which the in- any time with respect to the fitness, sured must submit or does submit with our quality, durability, performance or use of your work"; and consent; or b. Any other alternative dispute resolution (2) The providing of or failure to provide proceeding in which such damages are warnings or instructions. claimed and to which the insured submits SECTION III—COMMON POLICY CONDITIONS with our consent. (APPLICABLE TO SECTION I—PROPERTY AND 19. "Temporary worker" means a person who is SECTIONII—LIABILITY) furnished to you to substitute for a permanent A. Cancellation "employee" on leave or to meet seasonal or 1. The first Named Insured shown in the Declara- short-term workload conditions. tions may cancel this policy by mailing or deliv- 20. "Volunteer worker" means a person who is not ering to us advance written notice of cancella- your "employee", and who donates his or her tion. work and acts at the direction of and within the 2. We may cancel this policy by mailing or deliv- scope of duties determined by you, and is not ering to the first Named Insured written notice paid a fee, salary or other compensation by of cancellation at least: you or anyone else for their work performed for a. Five days before the effective date of can- yon. cellation if any one of the following condi- 21. "Your product": tions exists at any building that is Covered a. Means: Property in this policy; (1) Any goods or products, other than real (1) The building has been vacant or unoc- property, manufactured, sold, handled, cupied 60 or more consecutive days. distributed or disposed of by: This does not apply to: (a) You; (a) Seasonal unoccupancy; or (b) Others trading under your name; or (b) Buildings in the course of construc- (c) A person or organization whose tion, renovation or addition. business or assets you have ac- Buildings with 65% or more of the rental quired; and units or floor area vacant or unoccupied (2) Containers (other than vehicles), mate- are considered unoccupied under this rials, parts or equipment furnished in provision. connection with such goods or products. (2) After damage by a Covered Cause of b. Includes: Loss, permanent repairs to the building: (1) Warranties or representations made at (a) Have not started, and any time with respect to the fitness, (b) Have not been contracted for, quality, durability, performance or use of within 30 days of initial payment of lass. "your product"; and (3) The building has: (a) An outstanding order to vacate; Page 46 of 49 © Insurance Services Office, Inc., 2009 BP 00 03 01 10 0 (b) An outstanding demolition order; or C. Concealment, Misrepresentation Or Fraud (c) Been declared unsafe by govern- This policy is void in any case of fraud by you as it mental authority. relates to this policy at any time. It is also void if (4) Fixed and salvageable items have been you or any other insured, at any time, intentionally or are being removed from the building conceal or misrepresent a material fact concern- and are not being replaced. This does ing: not apply to such removal that is neces- 1. This policy; sary or incidental to any renovation or 2. The Covered Property; remodeling. (5) Failure to: 3. Your interest in the Covered Property; or 4. A claim under this policy. (a) Furnish necessary heat, water, sewer service or electricity for 30 D. Examination Of Your Books And Records consecutive days or more, except We may examine and audit your books and re- during a period of seasonal unoccu- cords as they relate to this policy at any time dur- pancy; or ing the policy period and up to three years after- (b) Pay property taxes that are owing ward. and have been outstanding for more E. Inspections And Surveys than one year following the date due, 1. We have the right to: except that this provision will not ap- ply where you are in a bona fide dis- a. Make inspections and surveys at any time; pute with the taxing authority regard- b. Give you reports on the conditions we find; ing payment of such taxes. and b. 10 days before the effective date of cancel- c. Recommend changes. lotion if we cancel for nonpayment of pre- mium. 2. We are not obligated to make any inspections, surveys, reports or recommendations and any c. 30 days before the effective date of cancel- such actions we do undertake relate only to in- lation if we cancel for any other reason, surability and the premiums to be charged. We 3. We will mail or deliver our notice to the first do not make safety inspections. We do not un- Named Insured's last mailing address known to dertake to perform the duty of any person or us. organization to provide for the health or safety 4. Notice of cancellation will state the effective of workers or the public. And we do not warrant that conditions: date of cancellation. The policy period will end on that date. a. Are safe and healthful; or 5. If this policy is cancelled, we will send the first b. Comply with laws, regulations, codes or Named Insured any premium refund due. If we standards. cancel, the refund will be pro rata. If the first 3. Paragraphs 1. and 2. of this condition apply not Named Insured cancels, the refund may be only to us, but also to any rating, advisory, rate less than pro rata. The cancellation will be ef- service or similar organization which makes in- fective even if we have not made or offered a surance inspections, surveys, reports or rec- refund. ommendations. 6. If notice is mailed, proof of mailing will be suffi- 4. Paragraph 2. of this condition does not apply to dent proof of notice. any inspections, surveys, reports or recom- B. Changes mendations we may make relative to certifica- This policy contains all the agreements between tion, under state or municipal statutes, ordi- you and us concerning the insurance afforded. es or regulations, of boilers, pressure vessels The first Named Insured shown in the Declarations vessels or elevators. is authorized to make changes in the terms of this F. Insurance Under Two Or More Coverages policy with our consent. This policy's terms can be If two or more of this policy's coverages apply to amended or waived only by endorsement issued the same loss or damage, we will not pay more by us and made a part of this policy. than the actual amount of the loss or damage. BP 00 03 01 10 © Insurance Services Office, Inc., 2009 Page 47 of 49 0 G. Liberalization Our forms then in effect will apply. If you do not If we adopt any revision that would broaden the pay the continuation premium, this policy will coverage under this policy without additional pre- expire on the first anniversary date that we mium within 45 days prior to or during the policy have not received the premium. period, the broadened coverage will immediately 4. Undeclared exposures or change in your busi- apply to this policy. ness operation, acquisition or use of locations H. Other Insurance may occur during the policy period that are not shown in the Declarations. If so, we may re- 1. If there is other insurance covering the same quire an additional premium. That premium will loss or damage, we will pay only for the be determined in accordance with our rates amount of covered loss or damage in excess of and rules then in effect. the amount due from that other insurance, whether you can collect on it or not. But we will J. Premium Audit not pay more than the applicable Limit of In- 1. This policy is subject to audit if a premium surance of Section I— Property. designated as an advance premium is shown 2. Business Liability Coverage is excess over: in the Declarations. We will compute the final premium due when we determine your actual a. Any other insurance that insures for direct exposures. physical loss or damage; or 2. Premium shown in this policy as advance pre- b. Any other primary insurance available to mium is a deposit premium only. At the close of you covering liability for damages arising each audit period we will compute the earned out of the premises or operations for which premium for that period and send notice to the you have been added as an additional in- first Named Insured. The due date for audit sured by attachment of an endorsement. premiums is the date shown as the due date 3. When this insurance is excess, we will have no on the bill. If the sum of the advance and audit duty under Business Liability Coverage to de- premiums paid for the policy period is greater fend any claim or "suit" that any other insurer than the earned premium, we will return the has a duty to defend. If no other insurer de- excess to the first Named Insured. fends, we will undertake to do so, but we will 3. The first Named Insured must keep records of be entitled to the insured's rights against all the information we need for premium computa- those other insurers. tion, and send us copies at such times as we 1. Premiums may request. 1. The first Named Insured shown in the Declara- K. Transfer Of Rights Of Recovery Against Others tions: To Us a. Is responsible for the payment of all premi- 1. Applicable to Businessowners Property Cover- ums; and age: b. Will be the payee for any return premiums If any person or organization to or for whom we we pay. make payment under this policy has rights to 2. The premium shown in the Declarations was recover damages from another, those rights computed based on rates in effect at the time are transferred to us to the extent of our pay- the policy was issued. On each renewal, con- ment. That person or organization must do tinuation or anniversary of the effective date of everything necessary to secure our rights and this policy, we will compute the premium in ac- must do nothing after loss to impair them. But cordance with our rates and rules then in ef- you may waive your rights against another fect. party in writing: 3. With our consent, you may continue this policy a. Prior to a loss to your Covered Property. in force by paying a continuation premium for b. After a loss to your Covered Property only each successive one-year period. The pre- if, at time of loss, that party is one of the fol- mium must be: lowing: a. Paid to us prior to the anniversary date; and (1) Someone insured by this insurance; b. Determined in accordance with Paragraph (2) A business firm: 2. above. (a) Owned or controlled by you, or (b) That owns or controls you; or (3) Your tenant. Page 48 of 49 0 Insurance Services Office, Inc., 2009 BP 00 03 01 10 0 You may also accept the usual bills of lading or L. Transfer Of Your Rights And Duties Under This shipping receipts limiting the liability of carriers. Policy This will not restrict your insurance. Your rights and duties under this policy may not be 2. Applicable to Businessowners Liability Cover- transferred without our written consent except in age: the case of death of an individual Named Insured. If the insured has rights to recover all or part of If you die, your rights and duties will be transferred any payment we have made under this policy, to your legal representative but only while acting those rights are transferred to us. The insured within the scope of duties as your legal represen- must do nothing after loss to impair them. At tative. Until your legal representative is appointed, our request, the insured will bring "suit' or anyone having proper temporary custody of your transfer those rights to us and help us enforce property will have your rights and duties but only them. This condition does not apply to Medical with respect to that property. Expenses Coverage. BP 00 03 01 10 © Insurance Services Office, Inc., 2009 Page 49 of 49 0 400 HISCOX -------- ------------------------- GET THE RIGHT INSURANCE,RIGHT NOW Endorsements A HI SCOX Hiscox Insurance Company Inc. Policy Number: UDC-2238930-BOP-18 Named Insured: AdastraGov Inc. Endorsement Number: 1 Endorsement Effective: April 26, 2018 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET ADDITIONAL INSURED -LESSORS OF PREMISES, CLIENTS BUSINESSOWNERS COVERAGE FORM A. The following is added to Paragraph C. Who Is An Insured in Section II—Liability: 3. If you have agreed in a written contract or agreement to add them as an additional insured to a policy providing the type of coverage afforded by this insurance, the following persons or organizations are added to this policy as additional insureds: a. Any person or organization from whom you lease any premises, but only with respect to liability arising out the ownership, maintenance, or use of that part of the premises leased to you. However, this insurance does not apply to any structural alterations, new construction, or demolition operations performed by or on behalf of the additional insured. A person or organization's status as an additional insured under this subsection a. ends when you cease to be a tenant in the premises. b. Any person or organization for whom you are performing operations, but only with respect to liability arising out of: (1) Your acts or omissions or of those acting on your behalf, and (2) The performance of your ongoing operations for the additional insured. A person or organization's status as an additional insured under this subsection b. ends when your operations for that additional insured are completed. BOP E5422 CW(02/15) Includes copyrighted material of Insurance Services Office, Inc.,with its Page 1 of 1 permission. HI SCOX Hiscox Insurance Company Inc. Policy Number: UDC-2238930-BOP-18 Named Insured: AdastraGov Inc. Endorsement Number: 2 Endorsement Effective: April 26, 2018 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. AGGREGATE LIMIT ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESSOWNERS COVERAGE FORM Subparagraph 4. Aggregate Limits in paragraph D. "property damage" to any one premises, while Liability and Medical Expenses Limits of rented to you, or in the case of fire, while rented to Insurance of Section II — Liability is deleted and you or temporarily occupied by you with permission replaced with the following: of the owner. 4. Aggregate Limits The Limits of Insurance of Section II— Liability apply separately to each consecutive annual period and to The most we will pay for all: any remaining period of less than 12 months, starting with the beginning of the policy period (1) 'Bodily injury'and "property damage"; shown in the Declarations, unless the policy period (2) Plus medical expenses; is extended after issuance for an additional period of (3) Plus all "personal and advertising injury' less than 12 months. In that case, the additional caused by offenses committed; period will be deemed part of the last preceding period for purposes of determining the Limits of is the Liability and Medical Expenses limit. Insurance. The Damage To Premises Rented To You Limit is the most we will pay for damages because of BOP E5201 CW(03/10) Page 1 of 1 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. HI SCOX Hiscox Insurance Company Inc. Policy Number: UDC-2238930-BOP-18 Named Insured: AdastraGov Inc. Endorsement Number: 3 Endorsement Effective: April 26, 2018 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. EXCLUSIION - DAMAGE TO PRIMARY RESI©ENICE This endorsement modifies insurance provided under the following: BUSINESSOWNFRS COVERAGE FORM With respect to a premises that is an insured's primary residence: A. The last paragraph ("Exclusions c., d., e., f., g., C. Subparagraph 3. in paragraph D. Liability and h., L, I I., ni n. and o. in Section II — Liability Medical Expenses Limits of Insurance of do not apply . . . ") of Paragraph B. Exclusions, Section II—Liability is deleted. 1. Applicable to Business Liability Coverage under Section II—Liability is deleted. D. Any reference in the Declarations to "Damage To B. The first exception ("Paragraphs (1), 3 and 4 Premises Rented To You" is deleted. of this exclusion do not apply . . . ") to Exclusion i Damage To Property of Paragraph B. Exclusions, 1. Applicable to Business Liability Coverage of Section II — Liability is deleted. BOP E5207 CW(03/10) Page 1 of 1 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. I"I I SCQX Hiscox Insurance Company Inc. Policy Number: UDC-2238930-BOP-18 Named Insured: AdastraGov Inc. Endorsement Number: 4 Endorsement Effective: April 26, 2018 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. EXCLUSION OF CERTIFIED ACTS OF TERRORISM This endorsement modifies insurance provided under the following: BUSINESSOWNERS COVERAGE FORM SCHEDULE The Exception Covering Certain Fire Losses (Paragraph B.2.) applies to property located in the followingmmmmm state(s): ............. -- California Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. The following provisions are added to the Busi- b. The act is a violent act or an act that is nessowners Policy and apply to Property and Lia- dangerous to human life, property or infra- bility Coverages: structure and is committed by an individual 1. The following definition is added with respect to or individuals as part of an effort to coerce the provisions of this endorsement: the civilian population of the United States or to influence the policy or affect the con- "Certified act of terrorism" means an act that is duct of the United States Government by certified by the Secretary of the Treasury, in coercion. accordance with the provisions of the federal Terrorism Risk Insurance Act, to be an act of 2. The terms and limitations of any terrorism terrorism pursuant to such Act. The criteria exclusion, or the inapplicability or omission of a contained in the Terrorism Risk Insurance Act terrorism exclusion, do not serve to create for a "certified act of terrorism" include the fol- coverage for loss or injury or damage that is lowing: otherwise excluded under this Policy. a. The act resulted in insured losses in excess of$5 million in the aggregate, attributable to all types of insurance subject to the Terror- ism Risk Insurance Act; and BP 05 24 01 15 C Insurance Services Office, Inc., 2015 Page 1 of 2 B. The following provisions are added to Busines- C. The following provision is added to the Busines- sowners Standard Property Coverage Form sowners Liability Coverage Form BP 00 06 or BP 00 01, Businessowners Special Property Cov- Section II — Liability of the Businessowners Cov- erage Form BP 00 02 or Section I — Property of erage Form BP 00 03: Businessowners Coverage Form BP 00 03: 1. The following exclusion is added: 1. The following exclusion is added: This insurance does not apply to: CERTIFIED ACT OF TERRORISM EXCLUSION TERRORISM We will not pay for loss or damage caused di- "Any injury or damage" arising, directly or indi- rectly or indirectly by a 'certified act of terror- rectly, out of a"certified act of terrorism". ism". Such loss or damage is excluded regard- 2. The following definition is added: less of any other cause or event that For the purposes of this endorsement, "any in- contributes concurrently or in any sequence to jury or damage" means any injury or damage the loss. covered under any Coverage Form to which 2. Exception Covering Certain Fire Losses this endorsement is applicable, and includes The following exception to the exclusion in Pa- but is not limited to "bodily injury", "property ragraph 13.1. applies only if indicated and as damage" or "personal and advertising injury' indicated in the Schedule of this endorsement. as may be defined in any applicable Coverage If a "certified act of terrorism" results in fire, we Form. will pay for the loss or damage caused by that fire. Such coverage for fire applies only to di- rect loss or damage by fire to Covered Proper- ty. Therefore, for example, the coverage does not apply to insurance provided under Busi- ness Income and/or Extra Expense Additional Coverages. If aggregate insured losses attributable to ter- rorist acts certified under the Terrorism Risk Insurance Act exceed $100 billion in a calendar year and we have met our insurer deductible under the Terrorism Risk Insurance Act, we shall not be liable for the payment of any por- tion of the amount of such losses that exceeds $100 billion, and in such case insured losses up to that amount are subject to pro rata allo- cation in accordance with procedures estab- lished by the Secretary of the Treasury. Page 2 of 2 ©insurance Services Office, Inc., 2015 BP 05 24 01 15 H1'SCOX Hiscox Insurance Company Inc. Policy Number: UDC-2238930-BOP-18 Named Insured: AdastraGov Inc. Endorsement Number: 5 Endorsement Effective:April 26, 2018 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CALIFORNIA - HIRED AUTO AND NON-OWNED AUTO LIABILITY This endorsement modifies insurance provided under the following: BUSINESSOWNERS COVERAGE FORM SCHEDULE Coveraqe Additional Premium ................_.......................... A. Hired Auto Liability $ 178.00 ---........ B. Non-owned Auto Liability $ 0.00 -.--- ---------- ---- Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Throughout this endorsement the term spouse C. For insurance provided by this endorsement only: means: 1. The exclusions under Paragraph B.I. Appli- Spouse or a registered domestic partner under cable To Business Liability Coverage in California law. Section II —Liability, other than Exclusions a., B. Insurance is provided only for those coverages for b., d., f. and i. and the Nuclear Energy Liability which a specific premium charge is shown in the Exclusion, are deleted and replaced by the fol- Declarations or in the Schedule. lowing: 1. Hired Auto Liability a. "Bodily injury" to: The insurance provided under Paragraph A.I. (1) An "employee" of the insured arising out Business Liability in Section II — Liability of and in the course of: applies to "bodily injury" or "property damage" (a) Employment by the insured; or arising out of the maintenance or use of a (b) Performing duties related to the "hired auto" by you or your "employees" in the conduct of the insured's business; or course of your business. 2. Non-owned Auto Liability (2) The spouse, child, parent, brother or sister of that "employee" as a conse- The insurance provided under Paragraph A.1. quence of Paragraph (1)above. Business Liability in Section II — Liability This exclusion applies: applies to "bodily injury" or "property damage" arising out of the use of any "non-owned auto" (1) Whether the insured may be liable as an in your business by any person. employer or in any other capacity; and BP 06 86 01 10 © Insurance Services Office, Inc., 2009 Page 1 of 2 (2) To any obligation to share damages with b. Any partner or "executive officer" for any or repay someone else who must pay "auto" owned by such partner or officer damages because of injury. or a member of his or her household, This exclusion does not apply to: c. Any person while employed in or other- (1) Liability assumed by the insured under wise engaged in duties in connection an "insured contract"; or with an "auto business", other than an (2) "Bodily injury" arising out of and in the "auto business"you operate; course of domestic employment by the d. The owner or lessee (of whom you are a insured unless benefits for such injury sublessee) of a "hired auto" or the are in whole or in part either payable or owner of a "non-owned auto" or any required to be provided under any work- agent or "employee" of any such owner ers'compensation law. or lessee, or b. "Property damage"to: e. Any person or organization for the con- 1 Propertyowned or being transported b duct of any current or past partnership O 9 p y, or joint venture that is not shown as a or rented or loaned to the insured; or Named Insured in the Declarations. (2) Property in the care, custody or control D. For the purposes of this endorsement only, Para- of the insured. graph H. Other Insurance in Section III — Com- o. Paragraph C. Who Is An Insured in Section II mon Policy Conditions is replaced by the follow- -Liability is replaced by the following: ing: 1. Each of the following is an insured under This insurance is excess over any primary insur- this endorsement to the extent set forth be- ance covering the "hired auto" or "non-owned low: auto". a. You; E. The following additional definitions apply: b. Any other person using a "hired auto" 1. "Auto business" means the business or occu- with your permission; pation of selling, repairing, servicing, storing or c. For a"non-owned auto": parking "autos". (1) Any partner or "executive officer" of 2. "Hired auto" means any "auto" you lease, hire, yours;or ent or borrow. This does not include any "auto" you lease, hire, rent or borrow from any (2) Any"employee" of yours, of your"employees", your partners or your "ex- but only while such "non-owned auto" is ecutive officers" or members of their house- being used in your business; and holds. d. Any other person or organization, but 3. "Non-owned auto" means any "auto" you do only for their liability because of acts or not own, lease, hire, rent or borrow which is omissions of an insured under a., b. or used in connection with your business. This in- c. above. cludes "autos" owned by your "employees", 2. None of the following is an insured: your partners or your "executive officers", or members of their households, but only while a. Any person engaged in the business of used in your business or your personal affairs. his or her employer for "bodily injury" to any co-"employee" of such person in- jured in the course of employment, or to the spouse, child, parent, brother or sis- ter of that co-"employee" as a conse- quence of such "bodily injury", or for any obligation to share damages with or re- pay someone else who must pay dam- ages because of the injury, Page 2 of 2 ©Insurance Services Office, Inc., 2009 BP 06 86 01 10 H(SCOX Hiscox Insurance Company Inc. i Policy Number: UDC-2238930-BOP-18 Named Insured: AdastraGov Inc. Endorsement Number: 7 Endorsement Effective: April 26, 2018 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CALCULATION OF PREMIUM This endorsement modifies insurance provided under the following: BUSINESSOWNERS COVERAGE FORM The following is added: The premium shown in the Declarations was com- puted based on rates in effect at the time the policy was issued. On each renewal, continuation, or anni- versary of the effective date of this policy, we will compute the premium in accordance with our rates and rules then in effect. BP 05 01 07 02 0 ISO Properties, Inc., 2001 Page 1 of 1 a H LSCOX Hiscox Insurance Company Inc. Policy Number: UDC-2238930-BOP-18 Named Insured: AdastraGov Inc. Endorsement Number: 8 Endorsement Effective: April 26, 2018 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. NEWLY ACQUIRED ORGANIZATIONS This endorsement modifies insurance provided under the following:. BUSINESSOWNERS COVERAGE FORM The following is added to Paragraph C. Who Is An b. Paragraph A.I. Business Liability does Insured in Section II—Liability: not apply to: 3. Any organization you newly acquire or form, (1) "Bodily injury" or "property damage" that other than a partnership, joint venture, or li- occurred before you acquired or formed mited liability company and over which you the organization; and maintain ownership or majority interest, will qualify as a Named Insured if there is no other (2) "Personal and advertising injury" arising similar insurance available to that organization. out of an offense committed before you acquired or formed the organization. However: No person or organization is an insured with a. Coverage under this provision is afforded respect to the conduct of any current or past only until the 90th day after you acquire or partnership, joint venture, or limited liability form the organization or the end of the poli- company that is not shown as a Named In- cy period, whichever is earlier; sured in the Declarations. BP 04 54 01 06 0 ISO Properties, Inc., 2004 Page 1 of 1 HI SCOX Hiscox Insurance Company Inc. Policy Number: UDC-2238930-BOP-18 Named Insured: AdastraGov Inc. Endorsement Number: 9 Endorsement Effective: April 26, 2018 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. RIGHT AND DUTY TO SELECT DEFENSE COUNSEL This endorsement modifies insurance provided under the following: BUSINESSOWNERS COVERAGE FORM In regard to any covered "suit' seeking damages In regard to any suit arising from claims of owners of under Section II — Liability 1. Business Liability, property that we elect to defend under subparagraph our right and duty to defend shall include the right to f. of paragraph 5. Loss Payment of Section I — select defense counsel. Property E. Property Loss Conditions, our election to defend such suits shall include the right to select defense counsel. BOP E5215 CW(03110) Page 1 of 1 Aet HI SCOyX Hiscox Insurance Company Inc. Policy Number: UDC-2238930-BOP-18 Named Insured AdastraGov Inc. Endorsement Number: 10 Endorsement Effective April 26, 2018 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. NOTICE INFORMATION This endorsement modifies insurance provided under the following; BUSINESSOWNERS COVERAGE FORM SCHEDULE Where To Send Notice Phone: 866-424-8508 Email: reportaclaim@hiscox.com Mail: Hiscox 520 Madison Avenue-32nd Floor Attn: Direct Claims New York, NY, 10022 Subparagraph 3. Duties In The Event Of Loss Or Any n otification r equired by t his p olicy s hall b e Damage in paragraph E. Property Loss provided t o us at the ad dress I isted in the above Conditions of Section I — Property and SCHEDULE. Subparagraph 2. Duties In The Event Of Occurrence, Offense, Claim Or Suit in paragraph E. Liability And Medical Expenses General Conditions of Section II — Liability are amended to include the following: BOP E5214 CW(03110) Page 1 of 1 Includes copyrighted material of Insurance Services Office, Inc.,with its permission, AM HI,SCOJX Hiscox Insurance Company Inc. Policy Number: UDC-2238930-BOP-18 Named Insured: AdastraGov Inc. Endorsement Number: 11 Endorsement Effective:April 26, 2018 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. EXCLUSION - INTERCOMPANY PRODUCTS SUITS This endorsement modifies insurance provided under the following: BUSINESSOWNERS COVERAGE FORM The following is added to paragraph B. Exclusions 1. Applicable To Business Liability Coverage of Section II—Liability: Intercompany Product Suits This insurance does not apply to any claim for damages by any Named Insured against another Named Insured because of "bodily injury' or .,property damage" arising out of"your products" and included within the "products-completed operations hazard". 30P E5211 CW(03/10) Page 1 of 1 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. HI SCOX Hiscox Insurance Company Inc. Policy Number: UDC-2238930-BOP-18 Named Insured: AdastraGov Inc. Endorsement Number: 12 Endorsement Effective: April 26, 2018 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CALIFORNIA CHANGES This endorsement modifies insurance provided under the following: BUSINESSOWNERS COVERAGE FORM A. Section I— Property is amended as follows: (2) The Limit of Insurance applicable to the 1. With respect to an 'open policy", the following property. is added to any provision which uses the term d. An 'open policy" is a policy under which the actual cash value: value of Covered Property is not fixed at a. In the event of a total loss to a building or policy inception, but is determined at the structure, actual cash value is calculated as time of loss in accordance with policy provi- the Limit of Insurance applicable to that sions on valuation. building or structure or the fair market value 2. Paragraph li Appraisal Property Loss Con- of the building or structure, whichever is ditions is replaced by the following: less. 2. Appraisal b. In the event of a partial loss to a building or If we and you disagree on the value of the structure, actual cash value is calculated as property or the amount of loss, either may b.(1)or b.(2), whichever is less: make written request for an appraisal of the (1) The amount it would cost to repair, loss. If the request is accepted, each party rebuild or replace the property less a fair will select a competent and impartial ap- and reasonable deduction for physical praiser. Each party shall notify the other of depreciation of the components of the the appraiser selected within 20 days of the building or structure that are normally request. The two appraisers will select an subject to repair or replacement during umpire. If they cannot agree within 15 days, its useful life. Physical depreciation is either may request that selection be made based upon the condition of the property by a judge of a court having jurisdiction. at the time of loss; The appraisers will state separately the val- (2) The Limit of Insurance applicable to the ue of the property and amount of loss. If property. they fail to agree, they will submit their dif- ferences to the umpire. A decision agreed C. In the event of a partial or total loss to Cov- to by any two will be binding. Each party ered Property other than a building or struc- will: ture, actual cash value is calculated as c.(1) or c.(2), whichever is less: a. Pay its chosen appraiser; and (1) The amount it would cost to repair or b. Bear the other expenses of the apprais- replace the property less a fair and rea- al and umpire equally. sonable deduction for physical deprecia- If there is an appraisal, we will still retain tion, based on the condition of the prop- our right to deny the claim. erty at the time of loss; 3. Paragraph E.5.d.(1)(c) of the Loss Payment Condition is deleted. BP 01 55 04 06 © ISO Properties, Inc., 2005 Page 1 of 5 4. Paragraphs E.5.d.(1)(d) and E.5.d.(5) of the If your lease contains a renewal op- Loss Payment Condition are replaced as fol- tion, the expiration of the renewal op- lows: tion period will replace the expiration (d) We will not pay on a replacement of the lease in this procedure. cost basis for any loss or damage (c) Nothing if others pay for repairs or until the last or damaged property replacement. is actually repaired or replaced. B. Section 11 —Liability is amended as follows: Prior to such repair or replace- ment, we will pay the actual cash The term spouse is replaced by the following: value of the lost or damaged Spouse or a registered domestic partner under property as described in Para- California law. graph A.1. of this endorsement. If C. Section III — Common Policy Conditions is the actual cash value does not amended as follows: exhaust the applicable limit of in- surance, we will then pay the dif- 1. Paragraphs A.2. and A.3. Cancellation are ference between the actual cash replaced by the following: value and the replacement cost, 2. All Policies In Effect For 60 Days Or provided that the repair or re- Less placement is completed: If this policy has been in effect for 60 days (i) Within 12 months after we pay or less, and is not a renewal of a policy we the actual cash value; or have previously issued, we may cancel this Within 24 months after we pay policy by mailing or delivering to the first the actual cash value if the Named Insured at the mailing address loss or damage relates to a shown in the policy and to the producer of state of emergency as de- record, advance written notice of cancella- scribed in Section 8558 of the tion, stating the reason for cancellation, at Government Code; least: unless we extend the time period a. 10 days before the effective date of for good cause. cancellation if we cancel for: Nothing in this Paragraph (d) (1) Nonpayment of premium; or constitutes a waiver of our right to (2) Discovery of fraud by: deny the claim for any valid rea- son or to restrict payment in cas- (a) Any insured or his or her repre- es of suspected fraud, sentative in obtaining this insur- ance: or (5) Tenants' Improvements and Better- b O or You Better- ments at: your representative in pursuing a claim under this poli- (a) Replacement cost in accordance cy. with the terms set forth in Paragraph(d) above. b. 30 days before the effective date of cancellation if we cancel for any other (b) A proportion of your original cost if reason. the property is not repaired or re- placed. We will determine the pro- 3. All Policies In Effect For More Than 60 portionate value as follows: Days (i) Multiply the original cost by the a. If this policy has been in effect for more number of days from the loss or than 60 days, or is a renewal of a policy damage to the expiration of the we issued, we may cancel this policy lease; and only upon the occurrence, after the ef- fective date of the policy, of one or more (11) Divide the amount determined in of the following: (i) above by the number of days (i) Nonpayment of premium, including from the installation improve- payment due on a prior policy we is lease. to the expiration of the sued and due during the current pol- lease. icy term covering the same risks. Page 2 of 5 ©ISO Properties, Inc., 2005 BP 01 55 04 06 (2) Discovery of fraud or material mis- b. We will mail or deliver advance written representation by: notice of cancellation, stating the reason (a) Any insured or his or her repre- for cancellation, to the first Named In- sentative in obtaining this insur- sured, at the mailing address shown in ance; or the policy, and to the producer of record, at least: (b) You or your representative in pursuing a claim under this poli- (1) 10 days before the effective date of cy cancellation if we cancel for non- payment of premium or discovery of (3) A judgment by a court or an adminis- fraud; or trative tribunal that you have violated a California or Federal law, having (2) 30 days before the effective date of as one of its necessary elements an cancellation if we cancel for any oth- act which materially increases any of er reason listed in Paragraph 3.a. the risks insured against. 2. The following provision is added to Paragraph (4) Discovery of willful or grossly negli- A. Cancellation: gent acts or omissions, or of any vio- 7. Residential Property lations of state laws or regulations This provision applies to coverage on real establishing safety standards, by you property which is used predominantly for or your representative, which materi- residential purposes and consisting of not ally increase any of the risks insured more than four dwelling units, and to cover- against. age on tenants' household personal proper- (5) Failure by you or your representative ty in a residential unit. If such coverage has to implement reasonable loss control been in effect for 60 days or less and is not requirements, agreed to by you as a a renewal of coverage we previously is- condition of policy issuance, or which sued, we may cancel this coverage for any were conditions precedent to our use reason, except that we may not cancel this of a particular rate or rating plan, if policy solely because: that failure materially increases any a. Corrosive soil conditions exist on the of the risks insured against. premises;or (6) A determination by the Commission- b. The first Named Insured has: er of Insurance that the: (a) Loss of, or changes in, our rein- (1) Accepted an offer of earthquake surance covering all or part of the coverage; or risk would threaten our financial (2) Cancelled or did not renew a policy integrity or solvency; or issued by the California Earthquake (b) Continuation of the policy cover- Authority (CEA) that included an e would: earthquake policy premium sur- a g charge. (i) Place us in violation of Cali- However, we shall cancel this policy if fornia law or the laws of the the first Named Insured has accepted a state where we are domiciled; new or renewal policy issued by the or CEA that includes an earthquake policy (ii) Threaten our solvency. premium surcharge but fails to pay the (7) A change by you or your representa- earthquake policy premium surcharge tive in the activities or property of the authorized by the CEA. commercial or industrial enterprise, which results in a materially added, increased or changed risk, unless the added, increased or changed risk is included in the policy. BP 01 55 04 06 © ISO Properties, Inc., 2005 Page 3 of 5 3. Paragraph C. Concealment, Misrepresenta- We will mail or deliver our notice to the tion Or Fraud is replaced by the following with first Named Insured, and to the producer respect to loss or damage caused by fire: of record, at the mailing address shown We do not provide coverage to the insured in the policy. who, whether before or after a loss, has com- 2. Residential Property mitted fraud or intentionally concealed or mis- This provision applies to coverage on represented any material fact or circumstance real property used predominantly for concerning: residential purposes and consisting of a. This policy; not more than four dwelling units, and to b. The Covered Property; coverage on tenants' household proper- c. That insured's interest in the Covered ty contained in a residential unit. Property; or We may elect not to renew such cover- age for any reason, except that we will policy. not refuse to renew such coverage sole- 4. Paragraph C. Concealment, Misrepresenta- ly because: tion Or Fraud is replaced by the following with a. The first Named Insured has accept- respect to loss or damage caused by a Cov- ed an offer of earthquake coverage. ered Cause of Loss other than fire: However, the following applies only This policy is void if any insured, whether be- to insurers who are associate partici- fore or after a loss, has committed fraud or in- pating insurers as established by tentionally concealed or misrepresented any Cal. Ins. Code Section 10089.16. We material fact or circumstance concerning: may elect not to renew such cover- a. This policy; age after the first Named Insured has b. The Covered Property; accepted an offer of earthquake coverage, if one or more of the fol- c. An insured's interest in the Covered Proper- lowing reasons applies: ty, or (1) The nonrenewal is based on d. A claim under this policy. sound underwriting principles that 5. Paragraph H.I. Other Insurance is replaced relate to the coverages provided by the following (with respect to coverage pro- by this policy and that are con- vided under Section I— Property): sistent with the approved rating f there is other insurance covering the same plan and related documents filed with the Department of Insurance loss or damage, we will pay our share of the covered loss or damage. Our share is the pro- as required by existing law; portion that the applicable limit of insurance (2) The Commissioner of Insurance bears to the limits of insurance of all insurance finds that the exposure to poten- covering on the same basis. tial losses will threaten our sol- ute will not pay more than the applicable Limit vency or place us in a hazardous of Insurance of Section I— Property. condition. A hazardous condition includes, but is not limited to, a 6. The following paragraph is added and super- condition in which we make sedes any provisions to the contrary: claims payments for losses re- M. Nonrenewal sulting from an earthquake that 1. Subject to the provisions of Paragraphs occurred within the preceding two 2. and 3. below, if we elect not to renew years and that required a reduc- this policy, we will mail or deliver written east on in policyholder surplus of at l notice stating the reason for nonrenewal lea for payment of those to the first Named Insured shown in the claims;; r o or Declarations and to the producer of rec- (3) We have: ord, at least 60 days, but not more than (a) Lost or experienced a sub- 120 days, before the expiration or anni- stantial reduction in the avail- versary date. ability or scope of reinsurance coverage; or Page 4 of 6 © ISO Properties, Inc., 2005 BP 01 55 04 06 (b) Experienced a substantial b. If the policy has been extended for increase in the premium 90 days or less, provided that notice charged for reinsurance cov- has been given in accordance with erage of our residential prop- Paragraph 1. erty insurance policies, and c. If you have obtained replacement the Commissioner has approved coverage, or if the first Named In- a plan for the nonrenewals that is sured has agreed, in writing, within fair and equitable, and that is re- 60 days of the termination of the pol- sponsive to the changes in our icy, to obtain that coverage. reinsurance position. d. If the policy is for a period of no more b. The first Named Insured has can- than 60 days and you are notified at celled or did not renew a policy, is- the time of issuance that it will not be sued by the California Earthquake renewed. Authority that included an earth- e. If the first Named Insured requests a quake policy premium surcharge. change in the terms or conditions or c. Corrosive soil conditions exist on the risks covered by the policy within 60 premises. days of the end of the policy period. 3. We are not required to send notice of f. If we have made a written offer to the nonrenewal in the following situations: first Named Insured, in accordance a. If the transfer or renewal of a policy, with the timeframes shown in Para- without any changes in terms, condi- graph 1., to renew the policy under tions, or rates, is between us and a changed terms or conditions or at an member of our insurance group. increased premium rate, when the increase exceeds 25%. BP 01 55 04 06 0 ISO Properties, Inc., 2005 Page 5 of 6 FOR CALIFORNIA POLICYHOLDERS ONLY RACE, NATIONAL ORIGIN & GENDER FORM Community Service Statement Hiscox Insurance Company Inc. Chicago, IL # ..._...___._............... __......___....._............._.__ Policy Number (for New Business only) Completion of this form is requested by the State of California in order to monitor the insurer's compliance with the law. This form only applies to new policyholders located in California. If your policy is a renewal or if the policy is issued to you in another State, please disregard. Completion of this form is voluntary. You are encouraged, but not required, to complete this form. Information provided shall NOT be used for purposes of underwriting or rating any policyholder. Policyholder's Name and Address (to be provided in order to refer back to the policy) ....... L — - ------� Note: Use additional forms if necessary,. Policy Type Fire Personal ❑ Fire Commercial ❑ Homeowners ❑ Commercial Multi-Peril Private Passenger Auto-Liability ❑ If you do not wish to provide the Department of Insurance with this information, please check here. ❑ Check the Race or National Origin as it applies to the policyholder(s). For the purpose of completing this form,the policyholder is defined as: an individual, spouse,domestic partner, or business partner(s) named on the policy. POLICYHOLDER CO-POLICYHOLDER Male Female Business Male Female Business African American ❑ ❑ ❑ ❑ ❑ ❑ American Indian or Alaska Native ❑ ❑ ❑ ❑ ❑ ❑ Asian/Pacific islander ❑ ❑ ❑ ❑ ❑ ❑ Latino ❑ ❑ ❑ ❑ ❑ ❑ White ❑ ❑ ❑ ❑ ❑ ❑ Other ❑ ❑ ❑ ❑ ❑ ❑ Completed forms may be sent to e sse vicePcraO a7hiscax carli or to Hiscox USA Service Team, 5 Concourse Parkway, Suite 2150,Atlanta, GA 30328. INT N999 CA (01/16) AM H I SCE. X Hiscox Insurance Company Inc. Policy Number: UDC-2238930-BOP-18 Named Insured: Adastrai Inc. Endorsement Number: 13 Endorsement Effective: April 26, 2018 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DEFINITION OF EMPLOYEE This endorsement modifies insurance provided under the following: BUSINESSOWNERS COVERAGE FORM With respect to Section II — Liability, Definition 5. "Employee" in Paragraph F. Liability And Medical Expenses Definitions is deleted and replaced with the following: 5. "Employee" includes a"leased worker" and a "temporary worker". BOP E5200 CW(03/10) Page 1 of 1 Includes copyrighted material of Insurance Services Office, Inc.,with its permission ��,r AM SC"4.l✓'w, Hiscox Insurance Company Inc. Policy Number: UDC-2238930-BOP-18 Named Insured: AdastraGov Inc. Endorsement Number: 14 Endorsement Effective: April 26, 2018 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. EXCLUSION - PERSONAL INFORMATION This endorsement modifies insurance provided under the following: BUSINESSOWNERS COVERAGE FORM The following is added to paragraph B. Exclusions 1. Applicable To Business Liability Coverage of Section II—Liability: Personal Information This insurance does not apply to "bodily injury", "property damage" or "personal and advertising injury" caused by the insured's failure to protect any non-public, personally identifiable information in the insured's care, custody or control. POP E5208 CW(03/10) Page 1 of 1 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. Am HI SCOX Hiscox Insurance Company Inc. Policy Number: UDC-2238930-BOP-18 Named Insured: AdastraGov Inc. Endorsement Number: 15 Endorsement Effective: April 26, 2018 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. LOCK AND KEY REPLACEMENT This endorsement modifies insurance provided under the following: BUSINESSOWNERS COVERAGE FORM Section I — Property, A. Coverage, paragraph 6. (3) replacement of lock sets due to a breach Coverage Extensions is amended to add the of building security. following: 2. The most we will pay for loss or damage Lock and Key Replacement under this Extension is $1,000 unless a 1. You may extend the insurance provided by higher Limit of Insurance for Lock and Key this policy to apply to the: Replacement is shown in the Declarations. (1) replacement of stolen keys; 3. No Deductible applies to this Extension. (2) repair of locks; BOP E5212 CW(03/10) Page 1 of 1 Includes copyrighted material of Insurance Services Office, Inc.,with its permission, HU SCOX Hiscox Insurance Company Inc. Policy Number: UDC-2238930-BOP-18 Named Insured: AdastraGov Inc. Endorsement Number: 16 Endorsement Effective: April 26, 2018 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CANCELLATION PROVISION (14 DAY FULL REFUND) This endorsement modifies insurance provided under the following BUSINESSOWNERS COVERAGE FORM In paragraph A. Cancellation of Section III — without there having been: (i) a Covered Cause COMMON POLICY CONDITIONS (APPLICABLE of Loss; (ii) an offense arising out of your TO SECTION I — PROPERTY AND SECTION II — business that caused a "personal and advertising LIABILITY), subparagraph 5. is deleted in its entirety injury"; or (iii) an "occurrence" that caused "bodily and replaced with the following: injury" or "property damage"; or (iv) an accident that caused "bodily injury"; then we shall return 5. If this Policy is cancelled, we will send the first in full any premium amount actually paid to us. In Named Insured any premium refund due. If we such event, the effective date of cancellation cancel, the refund will be pro rata. shall be deemed to be the inception date of the If the first Named Insured cancels, the refund may policy period shown in the Declarations. be less than pro rata. However, if the first Named The cancellation will be effective even if we have Insured cancels within 14 days of the inception of not made or offered a refund. the policy period shown in the Declarations BOP E5205 CW(03/10) Page 1 of 1 Includes copyrighted material of Insurance Services Office, Inc.,with its permission, 1140 H,I SCOX Hiscox Insurance Company Inc. Policy Number: UDC-2238930-BOP-18 Named Insured: AdastraGov Inc. Endorsement Number: 17 Endorsement Effective: April 26, 2018 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ELECTRONIC DATA LIABILITY - LIMITED COVERAGE This endorsement modifies insurance provided under the following: BUSINESSOWNERS COVERAGE FORM Loss Of Electronic Data Limit: $ 25,000 Information required to complete this Schedule, if not shown above, will be shown in the Declarations. Section II— Liability is amended as follows: D. For the purposes of the coverage provided by this A. Exclusion 1.q. is replaced by the following: endorsement, Paragraph F.17. Liability And Medical Expenses Definitions is replaced by the 1. Exclusions following: This insurance does not apply to: 17. 'Property damage" means: q. Electronic Data a. Physical injury to tangible property, includ- Damages arising out of the loss of, loss of ing all resulting loss of use of that property. use of, damage to, corruption of, inability to All such loss of use shall be deemed to oc- access, or inability to manipulate "electronic cur at the time of the physical injury that data' that does not result from physical in- caused it; jury to tangible property. b. Loss of use of tangible property that is not B. The following is added to Paragraph D. Liability physically injured. All such loss of use shall And Medical Expenses Limits Of Insurance: be deemed to occur at the time of the "cc Subject to 2. and 4. above, the Loss Of Electronic currence"that caused it; or Data Limit shown in the Schedule above is the c. Loss of, loss of use of, damage to, corrup- most we will pay under Paragraph A.I. Business tion of, inability to access, or inability to Liability for "property damage" because of all loss properly manipulate "electronic data', re- of "electronic data' arising out of any one 'occur- sulting from physical injury to tangible prop- rence". erty. All such loss of "electronic data' shall C. The following definition is added to Paragraph F. be deemed to occur at the time of the "oc- Liability And Medical Expenses Definitions: currence"that caused it. "Electronic data" means information, facts or pro- For the purposes of this insurance, "electronic grams stored as or on, created or used on, or data" is not tangible property. transmitted to or from computer software (includ- ing systems and applications software), hard or floppy disks, CD-ROMS, tapes, drives, cells, data processing devices or any other media which are used with electronically controlled equipment. BP 05 95 01 06 © ISO Properties, Inc., 2005 Page 1 of 1 1511, H I SCOX GET THE RIGHT INSURANCE,RIGHT NOW Notices if HI SCOX Hiscox Insurance Company Inc. ECONOMIC AND TRADE SANCTIONS POLICYHOLDER NOTICE Hiscox is committed to complying with the U.S. Department of Treasury Office of Foreign Assets Control (OFAC) requirements. OFAC administers and enforces economic sanctions policy based on Presidential declarations of national emergency. OFAC has identified and listed numerous foreign agents, front organizations, terrorists, and narcotics traffickers as Specially Designated Nationals (SDN's) and Blocked Persons. OFAC has also identified Sanctioned Countries. A list of Specially Designated Nationals, Blocked Persons and Sanctioned Countries may be found on the United States Treasury's web site htlg;//www tr(:as.clov/offices/eraforcemenUofac/. Economic sanctions prohibit all United States citizens (including corporations and other entities) and permanent resident aliens from engaging in transactions with Specially Designated Nationals, Blocked Persons and Sanctioned Countries. Hiscox may not accept premium from or issue a policy to insure property of or make a claim payment to a Specially Designated National or Blocked Person. Hiscox may not engage in business transactions with a Sanctioned Country. A Specially Designated National or Blocked Person is any person who is determined as such by the Secretary of Treasury. A Sanctioned Country is any country that is the subject of trade or economic embargoes imposed by the laws or regulations of the United States. In accordance with laws and regulations of the United States concerning economic and trade embargoes, this policy may be rendered void from its inception with respect to any term or condition of this policy that violates any laws or regulations of the United States concerning economic and trade embargoes including, but not limited to the following: (1) Any insured under this Policy, or any person or entity claiming the benefits of such insured, who is or becomes a Specially Designated National or Blocked Person or who is otherwise subject to US economic trade sanctions; (2) Any claim or suit that is brought in a Sanctioned Country or by a Sanctioned Country government, where any action in connection with such claim or suit is prohibited by US economic or trade sanctions; (3) Any claim or suit that is brought by any Specially Designated National or Blocked Person or any person or entity who is otherwise subject to US economic or trade sanctions; (4) Property that is located in a Sanctioned Country or that is owned by, rented to or in the care, custody or control of a Sanctioned Country government, where any activities related to such property are prohibited by US economic or trade sanctions; or (5) Property that is owned by, rented to or in the care, custody or control of a Specially Designated National or Blocked Person, or any person or entity who is otherwise subject to US economic or trade sanctions. Please read your Policy carefully and discuss with your broker/agent or insurance professional. You may also visit the US Treasury's website at htIpWwww.treas, ov/offices/ortforcement/ofac/. INT N001 CW 01 09 Page 1 of 1 "Am HISCOX --- --- - -- ----------------------------- - GET THE RIGHT INSURANCE,RIGHT NOW Application Summary 40 HISCOXHiscox Insurance Company Inc. Application Summary The following outlines the details you have given us about your business. We have relied on the accuracy of this information in order to issue your policy. If any of the items below are incorrect or have changed, please call us at 888-202-3007 so that we can update your policy details. Policy number: UDC-2235930-BOP-18 Quote reference number: 7230070 Product: Business Owners Policy Business name: AdastraGov Inc. Business address: 32007 Sea Ridge Circle City: Rancho Palos Verdes State: CA Zip code: 90275 Name: Jasmine Nachtigall-Fournier Email address: jasmine@adastragov.com Telephone number: 650-269-6333 Liability and Medical Expense Limit Coverage for claims of physical injury or $2,000,000 property damage that may occur on your premises or where you conduct your business Deductible: $ 500 When would you like your policy to start? April 26, 2018 ©Hiscox Inc„ 2010 Page 1 A HI SCOX Hiscox Insurance Company Inc. What is your primary type of business? Software development Your business's ownership structure (please select one). Corporation or other Organization (other than the above) Do you currently have an insurance policy in effect for the coverage requested? No I consent to engage in electronic transactions. Agree What are your business's estimated gross sales during the next 12 months? $400,000 Note: Your best estimate is fine. Include all revenues, fees and commissions. Including yourself, how many full-time, part-time, and temporary employees does 1-4 your business have? (Do not include subcontractors.) Which of the following coverages do you want to include? Business property(e,g, office equipment,furniture, computers) Is your business operated out of your home? Yes Other than the business address provided above, how many additional locations 0 does your business own or rent? ©Hiscox Inc. 2010 Page 2 AM HI SCOX Hiscox Insurance Company Inc. Address: 32007 Sea Ridge Circle Rancho Palos Verdes, CA 90275 Approximately how many square feet does your business occupy at this location? 1,000 Describe the construction of the building: Frame construction Does the building contain an automatic sprinkler system? No Is any manufacturing performed in this building? No What is the total value of your business personal property at this location? $ 10,000 ©Hiscox Inc. 2010 Page 3 40 HI SCOX Hiscox Insurance Company Inc. Please indicate if you use any of the safeguards below at any of your properties: Premises equipped with smoke detectors Yes Premises equipped with burglar alarms Yes Exterior doors equipped with dead-bolt locks Yes Utilize safes for valuable items, money, and papers, etc, Yes Other, please explain No To protect your business's electronic data, do you use firewalls and anti-virus Yes software, back up data frequently, and physically secure equipment that holds Electronic Data? Do you or your business supply, manufacture, or distribute any tangible goods or No products? Note: Brochures, documents and reports are not considered as tangible goods. Does your business perform any design, construction, installation, removal, or Yes physical repair of any property or tangible good? Is this limited to the installation, removal, or repair of software, hardware, computer Yes equipment and other technology peripherals? Does your business use rented or non-owned vehicles (e.g. an employee's car)for Yes business purposes? If your partners, officers, directors, trustees or employees use their vehicles for Yes business purposes, do you request that they have insurance for those vehicles? Of the total value of your business personal property, what is the value of your $4,000 computer and electronic equipment? This includes PCs, laptops, PDAs, printers, servers, storage devices, multi-functional devices etc. For the next 12 months, what is your estimated payroll expense for yourself, your $ 100,000 full-time, part-time, and temporary employees? (Do not include subcontractors.) ©Hiscox Inc. 2010 Page 4 40 H �/ �SCOX Hiscox Insurance Company Inc„ As the individual completing this transaction, you are authorized to purchase and I have read and agree bind this insurance on behalf of the entity applying for coverage. Your business is not controlled or owned by any other firm, corporation, or entity. I have read and agree For the entire period of time that You have owned and controlled the business, You I have read and agree have not sold, purchased or acquired, discontinued, merged into or consolidated with another business. Your business has never had any commercial insurance cancelled or rescinded. I have read and agree During the last five years: I have read and agree •You, or your business's current and past partners, officers, directors, trustees and employees have never been indicted for or convicted of any crime involving fraud, bribery, arson or any arson-related crime in connection with any property. • No bankruptcy has been filed by or against your business. • No foreclosure, repossession,judgment or lien has been filed against your business. Your Business does not conduct any of the following activities: I have read and agree -Automotive repair or sales - Food service/restaurant operations - Medical services - Retail operations Note: This does not include the activities of your clients in any of these industries e eA Ie Based upon your knowledge and the knowledge of your business's current and past I have read and agree partners, officers, directors and employees, during the last five years a third party has never made a claim against your business and you do not know of any reason why someone may make a claim. Based upon your knowledge and the knowledge of your business's current and past I have read and agree partners, officers, directors and employees, during the last five years you have not experienced any property related losses. Indicate the number of property related losses 0 ©Hiscox Inc. 2010 Page 5 61 HI SCOX Hiscox Insurance Company Inc. f The limits of liability represent the total amount available to pay losses or judgments and settlements for any claims. We are not liable for any amounts that exceed these limits. Some losses may be paid that do not diminish these limits of liability and we may pay these at our expense. If coverage is provided, it shall apply only to occurrences that take place during the policy period. Losses,judgments, and settlements incurred may be subject to a deductible amount that applies to an individual coverage. The deductible is the amount you must pay before we will make any payments under the policy Some coverage may not be subject to a deductible, in which case you are not required to make payments before any payments are made under the policy. Please consult the policy language for details. If you have knowledge of any circumstance that may lead to a loss or a claim being made against you, coverage will be excluded if such loss occurs or claim is made. Losses or occurrences that took place prior to the inception of the policy are excluded. e ® eMMMMMI Fraud Warning It is a crime to knowingly and intentionally attempt to defraud an insurance company by providing false or misleading information or concealing material information during the application process orwhen filing a claim. Such conduct could result in your policy being voided and subject you to criminal and civil penalties. Optional Terrorism coverage You have declined to purchase optional terrorism coverage. You have confirmed that you agree with the General Statements provided. Yes I agree to accept delivery of my insurance policy via email to the address provided. Yes I have read the information above and confirm it is all correct. I understand that by Yes checking this box I am agreeing to enter into a binding agreement with Hiscox Insurance. 0 Hiscox Inc. 2010 Page 6 40 �/ H I SCOX Hiscox Insurance Company Inc GET THE RIGHT INSURANCE,RIGHT NOW Your Insurance documents Enclosed you will find the policy documents that make up your insurance contract with us. Please read through all of these documents. It you have any questions or need to update any of your information please call us at 888-202-3007 (Mon-Fri, 8am-10pm EST). Declarations Page This contains specific policy information, such as the limits and deductibles you have selected. Policy Wording This details the terms and conditions of your coverage, subject to policy endorsements. Endorsements These documents modify the Policy Wording or Declarations Page. These include relevant terms and conditions as required by your state and are part of your policy. Notices These documents provide information that may affect your coverage such as optional terrorism coverage (if purchased) and other important Items required by your state. Application Summary This is a summary of the information that you provided to us as part of your application. Please review this document and let us know if any of the information Is incorrect. a ® - Please inform us immediately if you have a claim or loss to report. Please have your policy number available so we can handle your call quickly. Email: reportaclaim@hiscox.com Phone: 866-424-8508 Mail: Attn: Direct Claims Hiscox 520 Madison Avenue - 32nd Floor New York, NY, 10022 lit, HISCOX ------- - ------------------------ GET THE RIGHT INSURANCE,RIGHT NOW Declarations AM C J�OX HISCOX INSURANCE COMPANY INC. (A Stock Company) 104 South Michigan Avenue, Suite 600 Chicago Illinois 60603 Professional Liability Insurance Declarations This is a"Claims Made and Reported" Policy in which Claim Expenses are included within the Limit of Liability unless otherwise noted. Those words (other than the words in the captions)which are printed in Boldface are defined in the Policy. Policy No. UDC-2238930-EO-18�� 1, Named Insured: AdastraGov Inc. 2. Address: 32007 Sea Ridge Circle Rancho Palos Verdes, CA 90275 3.A, Limit of Liability. $2,000,000 Each Claim 3.B. $4,000,000 Aggregate for all Claims 4. Deductibles. $500 Each Claim 5, Notice. Phone. 866-424-8508 Email: reportaclaim@hiscox.com Mail: Hisccx 520 Madison Avenue-32nd Floor Attn: Direct Claims New York, NY, 10022 6, Policy period: From: '....April 26, 2018 To: April 26, 2019 At 12:01 A . (Standard Time)at the address shown above. 7, Retroactive Date: February 01, 2018 8, Premium_ $2,346.00 9.. Attachments: DPL D001 CW(01/10)- Professional Liability Errors &Omissions Insurance Declarations DPL P001 CW(05/13)-Professional Liability Coverage Form DPL E5036 CW(08/15)-E5036.2 Technology Services/IT Consulting Services Endorsement(Software Copyright Infringement) DPL E5102 CA(01/10)-E5102..1 California Amendatory Endorsement DPL E5424 CW(02/15)- Blanket Additional Insured Endorsement INT N001 CW(01/09)- Economic And Trade Sanctions Policyholder Notice DPL D001 CW (01110) Page 1 40 JC�OX HISCOX INSURANCE COMPANY INC. (A Stock Company) 104 South Michigan Avenue, Suite 600 Chicago Illinois 60603 IN WITNESS WHEREOF,the Insurer indicated above has caused this Policy to be signed by its President and Secretary,but this Policy shall not be effective unless also signed by the Insurer's duly authorized representative, President Secretary �, "... Authorized Representative DPL D001 CW(01/10) Page 2 40 HISCOX _._.__.. GET THE RIGHT INSURANCE,RIGHT NOW Poli I cy Wording Aew HISCOX PROFESSIONAL LIABILITY - US DIRECT ERRORS AND OMISSIONS INSURANCE ©Hiscox Inc.All rights reserved. DPL P001 CW(05/13) Ao ISCO ABOUT POLICY The Hiscox Professional Liability—US Direct policy is designed to offer coverage for the risks entities face in performing their Professional Services. We urge You to read this Policy carefully so You understand the insurance that You have purchased, and the full extent of Your and Our rights and duties under this Policy. Please note that all words and phrases that appear in bold-type (except headings) have special meaning and are defined in the Definitions section of this Policy. Coverage for all Claims is subject to the entire terms and conditions of the policy. Coverage for Claims Made Against You You have purchased insurance that provides coverage for Claims made against You. We will pay Damages on Your behalf for any Claim that falls within the Insuring Agreement and within all of the terms and conditions outlined in the policy. Covered Claims are for Your Wrongful Acts in providing or failing to provide Professional Services. To determine who is an Insured please refer to the Definitions and Spousal and Domestic Partner section of the policy. Additionally, for coverage to apply, You must comply with all Your obligations as outlined in the Notice of Claims, Notice of Potential Claims, and the rest of the policy. The most We will pay is outlined in the Limits of Liability Section and items We will not pay are outlined in the Exclusions section. You are responsible for payments as outlined in the Deductible section. DPL P001 CW(05113) 2 ©Hiscox Inc,All rights reserved, Aew HISCOX In consideration of the premium charged and in reliance on the statements made and information provided to Us, including but not limited to the statements made and information provided in and with the Application, which is made a part of this Policy, as well as subject to the Limits of Liability, the Deductible and all of the terms, conditions, limitations and exclusions of this Policy, We and You agree as follows: 11, INSURING DEFENSE AND SETTLEMENT A. INSURING AGREEMENT We shall pay on Your behalf Damages and Claim Expenses in excess of the Deductible resulting from any covered Claim that is first made against You during the Policy Period and reported to Us pursuant to the terms of the Policy for Wrongful Acts committed on or after the Retroactive Date. We shall also pay on Your behalf all Supplemental Payments in connection with any covered Claim that is first made against You during the Policy Period and reported to Us pursuant to the terms of the Policy for Wrongful Acts committed on or after the Retroactive Date. No Deductible shall apply to Supplemental Payments. B. DEFENSE 1. We shall have the right and the duty to defend any covered Claim, even if such Claim is groundless, false or fraudulent. 2. We shall have the right to appoint defense counsel upon being notified of such Claim. 3. Notwithstanding paragraph 2., We shall have no obligation to pay Claim Expenses until You have satisfied the applicable Deductible. 4. Our duty to defend shall terminate upon the exhaustion of the Limit of Liability as set forth in Item 3. of the Declarations. C SETTLEMENT 1. We shall have the right to solicit and negotiate settlement of any Claim. 2. We shall not, however, enter into a settlement without Your prior consent, which consent shall not be unreasonably withheld 3. If You shall refuse to consent to any settlement recommended by Us, Our liability for such Claim shall not exceed the amount for which such Claim could have been settled plus Claim Expenses incurred up to the date of such refusal. ______...............____... DPL P001 CW(05/13) 3 ©Hiscox Inc.All rights reserved. Ot HISCOX POTENTIAL111. NOTICE OF CLAIMS AND NOTICE OF CLAIMS A. NOTICE OF CLAIMS 1. As a condition precedent to any coverage under this Policy, You shall give written notice to Us of any Claim as soon as practicable, but in all events no later than: a. the end of the Policy Period (or any purchased Optional Extended Reporting Period); or b. 60 days after the end of the Policy Period (or any purchased Optional Extended Reporting Period) so long as such Claim is made within the last 60 days of such Policy Period (or any purchased Optional Extended Reporting Period). 2. Such notice shall be sent to Us at the address set forth in Item 5. of the Declarations. 3. Such notice shall include any and all documents related to such Claim, including every demand, notice, summons or other applicable information received by You or by Your representative. B. NOTICE OF POTENTIAL CLAIMS If You first become aware during the Policy Period of any Wrongful Act that might be reasonably likely give rise to a covered Claim, You may give written notice to Us of such potential Claim during the Policy Period. Such notice must include to the fullest extent possible 1 the identity of the potential claimant, 2 the identity of the persons)who allegedly committed the Wrongful Act; 3 the date of the alleged Wrongful Act, 4 specific details of the alleged Wrongful Act, and 5. any written notice from the potential claimant describing the Wrongful Act. If such notice is accepted as a "potential Claim," then any actual Claim that is subsequently made shall be deemed to have been first made on the date such .,potential Claim" was first reported to Us. Provided, however, You may not report "potential Claims" during any purchased Optional Extended Reporting Period. C. OPTIONAL EXTENDED REPORTING PERIOD 1. If We or the Named Insured cancel or non-renew this Policy (as described by Endorsement hereto), then the Named Insured shall have the right to purchase for an additional premium an Optional Extended Reporting Period. Provided, DPL P001 CW(05113) 4 ©Hiscox Inc.All rights reserved, AM INISCOX however, the right to purchase an Optional Extended Reporting Period shall not apply if: a. this Policy is canceled by Us for nonpayment of premium (as described by Endorsement hereto), or b. the total premium for this Policy has not been fully paid. 2. The Optional Extended Reporting Period will apply only to Claims that: a, are first made against You and reported to Us during such Optional Extended Reporting Period, and b. are for Wrongful Acts committed on or after the Retroactive Date but prior to the effective date of cancellation or non-renewal (as described by Endorsement hereto), 3. The additional premium for such Optional Extended Reporting Period shall not exceed 200% of the annualized expiring premium for an Optional Extended Reporting Period of 3 years. The additional premium for such Optional Extended Reporting Period shall be fully earned at the inception of such Optional Extended Reporting Period. 4. Notice of election and full payment of the additional premium for the Optional Extended Reporting Period must be received within 30 days after the effective date of cancellation or non-renewal (as described by Endorsement hereto). In the event the additional premium is not received within the 30 days, any right to purchase the Optional Extended Reporting Period shall lapse and no further Optional Extended Reporting Period shall be offered. The Limits of Liability applicable during any purchased Optional Extended Reporting Period shall be the remaining available Limits of Liability under this canceled or non-renewed Policy (as described by Endorsement hereto). There shall be no separate or additional Limit of Liability available for any purchased Optional Extended Reporting Period and the purchase of any Optional Extended Reporting Period shall in no way increase the Limit of Liability set forth in Item 3. of the Declarations. • This Policy does not apply to and We shall have no obligation to pay any Damages, Claim Expenses or Supplemental Payments for any Claim: A based upon or arising out of any actual or alleged fraud, dishonesty, criminal conduct, or any knowingly wrongful, malicious, or intentional acts or omissions, provided, however, that: 1. We will pay Claim Expenses until there is a final adjudication establishing such conduct, at which time You shall reimburse Us for such Claim Expenses; and 2. this exclusion shall not apply to otherwise covered intentional acts or omissions resulting in a Personal Injury. LPL P001 CVV(05/13) 5 ©Hiscox Inc.All rights reserved. 40 HISCOX B. based upon or arising out of any actual or alleged gaining of any profit or advantage to which You were not legally entitled. C. based upon or arising out of any actual or alleged wrongful termination, retaliation or discrimination against or harassment of any past, present, future or potential Employee, including but not limited to any violations of federal, state or local statutory or common law. D. based upon or arising out of any actual or alleged Wrongful Act that: 1. was committed prior to the Retroactive Date, 2. has been the subject of any notice given under any other policy of which this Policy is a renewal or replacement, or 3. You had knowledge of prior to the Policy Period and had a reasonable basis to believe that such Wrongful Act could give rise to a Claim, provided, however, that if this Policy is a renewal or replacement of a previous policy issued by Us providing materially identical coverage, the Policy Period referred to in this paragraph will be deemed to refer to the inception date of the first such policy issued by Us. E. brought by or on behalf of any federal, state or local government agency or professional or trade licensing organization, provided, however, this exclusion shall not apply to claims brought in their capacity as a client receiving Your Professional Services. F. brought by or on behalf of one Insured against another Insured. G. brought by or on behalf of any person or entity maintaining Effective Control of You. K based upon or arising out of any actual or alleged violation of the following laws, including any similar provisions of any federal, state or local statutory or common law: 1. the Securities Act of 1933 (as amended); 2. the Securities Exchange Act of 1934 (as amended), 3. any state blue sky or securities laws (as amended); 4. the Racketeer Influenced and Corrupt Organizations Act, 18 U S C. § 1961 et seq. (as amended); 5, the Employee Retirement Income Security Act of 1974 (as amended), including any rules or regulations promulgated thereunder. I. based upon or arising out of any actual or alleged obligation under any Workers' Compensation, Unemployment Compensation, Employers Liability or Disability Benefit Law, including any similar provisions of any federal, state or local statutory or common law. J. based upon or arising out of any actual or alleged liability of others that You assume under any contract or agreement unless such liability would have attached in the absence of such contract or agreement. DPL P001 CW(05113) 6 ��� 9 Hiscox Inc,All rights reserved. Ato HISCOX K. based upon or arising out of any actual or alleged Bodily Injury or Property Damage. L. based upon or arising out of any actual, alleged or threatened discharge, dispersal, release or escape of Pollutants, including any direction or request to test for, monitor, clean up, remove, contain, treat, detoxify or neutralize Pollutants. M. based upon or arising out of any actual or alleged infringement of any copyright, trademark, trade dress, trade name, service mark, service name, title, slogan or patent or theft of trade secret. N, based upon or arising out of any actual or alleged false or deceptive advertising of Your goods or services or misrepresentation in advertising of Your goods or services, including but not limited to any wrongful description of prices of Your goods or services or the quality or performance of Your goods or services. O. based upon or arising out of any actual or alleged breach of contract or breach of any implied or express warranty or guarantee, provided, however, this Exclusion shall not apply to: 1. any obligation you have to perform your Professional Services with reasonable skill or care; or 2. any liability You would have had in absence of such contract, warranty or guarantee. P. based upon or arising out of any actual or alleged violation of any federal, state or local statutes, ordinances or regulations regarding or relating to unsolicited telemarketing, solicitations, emails, faxes or any other communications of any type or nature, including but not limited to any "anti-spat and "do-not-call" statutes, ordinances, or regulations. Q. based upon or arising out of any actual or alleged failure to procure or maintain adequate insurance or bonds. R. based upon or arising out of any actual or alleged failure to protect any non-public, personally identifiable information in Your care, custody or control. S. based upon or arising out of any actual or alleged actuarial services, medical or nursing services, Insurance agent/broker services, legal services or services as an architect or engineer. IV. LIMITS OF DEDUCTIBLE AND RELATED CLAIMS A. LIMIT OF LIABILITY DPL P001 CVV(05113) � � � 7 ©Hiscox Inc.All rights reserved. AM HISCOX Regardless of the number of Claims made during the Policy Period (or applicable Extended Reporting Period), the maximum that We shall be liable to pay for all covered Damages, Claim Expenses and Supplemental Payments shall be as follows 1. The amount set forth in Item 3.A. of the Declarations as "Each Claim" shall be the maximum amount for each covered Claim. 2. The amount set forth in Item 3.B. of the Declarations as "Aggregate for all Claims' is the maximum amount for all Claims combined. 3. Notwithstanding 1. and 2. above, Our liability for Supplemental Payments shall not exceed $250 per day for each Insured up to $5,000 per Claim, which amounts shall reduce the amounts described in 1. and 2. above. B. DEDUCTIBLE 1. We shall not be responsible for payment of Damages or Claims Expenses until the Deductible amount has been satisfied. 2. We may at Our discretion advance payment of Damages or Claims Expenses within the Deductible amount on Your behalf, but You shall reimburse Us for any such amounts as soon as We request such reimbursement. 3. No Deductible amount shall apply to Supplemental Payments. C RELATED CLAIMS For purposes of the applicable Deductible and Limit of Liability, all Claims based upon or arising out of continuous, repeated, related or interrelated Wrongful Acts shall be considered a single Claim first made against You in the Policy Period the first such Claim was made. V. OTHER MATTERS AFFECTING COVERAGE A. ESTATES, HEIRS, LEGAL REPRESENTATIVES, SPOUSES & DOMESTIC PARTNERS This Policy shall apply to Claims brought against: 1. the heirs, executors, administrators, trustees in bankruptcy, assignees and legal representatives of any Insured in the event of such Insured's death or disability, or 2. the legal spouse or legal domestic partner of any Insured; but only: 1. for the Wrongful Acts of such Insured, or DPL P001 CVV(05113) 8 C Hiscox Inc,All rights reserved. 010 F'""{I SCOX 2, in connection with their ownership interest in property which the claimant seeks as recovery for actual or alleged Wrongful Acts of such Insured. B. INSURED DUTY TO COOPERATE You shall have the duty to cooperate with Us in the defense, investigation and settlement of any Claim, including but not limited to. 1. upon request, submit to examination and interrogation under oath by Our representative, 2. attend hearings, depositions and trials as requested by Us; 3. assist in securing and giving evidence and obtaining the attendance of witnesses; 4. provide written statements to Our representative and meet with such representative for the purpose of investigation and/or defense; and 5. provide all documents We may reasonably require. C. INSURED OBLIGATION NOT TO INCUR EXPENSE OR ADMIT LIABILITY You shall not, except at Your own cost, make any payment, incur any expense, admit any liability, settle any Claim or assume any obligation without Our prior consent. D. ACTION AGAINST THE INSURER No action shall be taken against Us unless 1. You have complied fully with all the terms and conditions of this Policy; and 2. the amount of Your obligation to pay shall have been finally determined either by judgment against You after actual trial, or by written agreement between You, Us and the claimant. No person or organization shall have any right under this Policy to join Us as a party to any Claim against You nor shall We be impleaded by You or Your legal representatives in any such Claim, E. OTHER INSURANCE This Policy shall be excess insurance over any other valid and collectable insurance available to You, whether such other insurance is stated to be primary, contributory, excess, contingent or otherwise, unless such other insurance is written only as a specific excess insurance over the Limit of Liability provided in this Policy. F. SUBROGATION 1, In the event of any payment by Us under this Policy,We shall be subrogated to all of Your rights of recovery to such payment. 2. You shall do everything that may be necessary to secure and preserve such subrogation rights, including but not limited to the execution of any documents necessary to allow Us to bring suit in Your name. DPL P001 CVV(05/13) 9 ©Hiscox Inc.All rights reserved. H I SCOX 3. You shall do nothing to prejudice such subrogation rights without first obtaining Our written consent. 4. Any recovery shall first be paid to Us up to the amount of any Damages, Claim Expenses or Supplemental Payments that We have paid. Any remaining amounts shall be paid to You. 5. Notwithstanding the above, no subrogation shall be had against any Insured. G. ALTERATION AND ASSIGNMENT No change in, modification of or assignment of interest under this Policy shall be effective unless made by written endorsement to this Policy signed by Our authorized representative. H. REPRESENTATIONS As a condition precedent of Our obligations under this Policy, You represent that: 1. the statements and representations made by You in the Application are true and are the basis of the Policy and are to be considered as incorporated into and constituting a part of this Policy; 2. the statements and representations made by You in the Application shall be deemed material to the acceptance of the risk assumed by Us under the Policy; 3. this Policy is issued in reliance upon the truth of the statements and representations made by You in the Application, and 4, in the event the Application contains misrepresentations which materially affect the acceptance of the risk assumed by Us under this Policy, this Policy shall be void ab initio. I, BANKRUPTCY OR INSOLVENCY Your bankruptcy or insolvency shall not relieve Us of any of Our obligations under this Policy. J. TERRITORY This Policy shall apply to Wrongful Acts committed anywhere in the world, provided that any action, arbitration, or other proceeding for, in relation to, or arising from the Claim is brought within the United States, its territories or possessions, or Canada. K. FALSE OR FRAUDULENT CLAIMS If any Insured shall commit fraud in proffering any Claim or regarding the amount or otherwise, this Insurance shall become void as to such Insured from the date such fraudulent claim is proffered. L. NAMED INSURED RESPONSIBILITIES DPL P001 CW(05113) 10 ©Hiscox Inc.All rights reserved HISCOX It shall be the responsibility of the Named Insured to act on behalf of all other Insureds with respect to the following: 1. giving and receiving notice of cancellation and/or non-renewal (as described by Endorsement hereto), 2. payment of premium 3. receipt of return premiums, 4. acceptance of changes to this Policy, and 5. payment of Deductibles. M EXAMINATION OF YOUR BOOKS AND RECORDS We may examine and audit Your books and records as they related to this Policy at any time during the Policy Period (or any purchased Optional Extended Reporting Period) or up to three years after the end of the Policy Period (or any purchased Optional Extended Reporting Period). N. TITLES Titles of sections of and endorsements to this Policy are inserted solely for convenience of reference and shall not be deemed to limit, expand or otherwise affect the provisions to which they relate. A. Application means the signed application for the Policy, whether submitted on-line, over the phone or on paper, including any attachments and other materials or statements submitted in conjunction therewith. If this Policy is a renewal or replacement of a previous policy or policies issued by Us, Application shall also include all signed applications and other materials that were submitted therewith and attached thereto. B. Bodily Injury means physical injury to or sickness, disease or death of a person, or mental injury, mental anguish, emotional distress, pain or suffering, or shock sustained by a person. C. Claim means any written demand for Damages or for non-monetary relief. D. Claim Expenses means the following that are incurred by Us or by You with Our prior written consent: 1. all reasonable and necessary fees, costs and expenses (including the fees of attorneys and experts) incurred in the investigation, defense and appeal of a Claim. and 2. premiums on appeal bonds, attachment bonds or similar bond. Provided, however, We shall have no obligation to apply for or furnish any such bonds. Claim Expenses shall not mean and We shall not be obligated to pay: 1. salaries, wages or expenses other than Supplemental Payments, or DPL P001 CW(05113) 11 ©Hiscox Inc.All rights reserved, VAM HISCOX 2. the defense of any criminal investigation, criminal grand jury proceeding, or criminal action. E. Damages means a monetary judgment or monetary award that You are legally obligated to pay (including pre- or post-judgment interest) or a monetary settlement negotiated by Us with Your consent. Damages shall not mean and We shall not be obligated to pay: 1. fines, penalties, taxes, sanctions levied against You, 2. any punitive or exemplary damages or that portion of any multiplied damages award which exceeds the damage award so multiplied, provided, however, that, if such damages are otherwise insurable under applicable law and regulation, We will pay an award of punitive or exemplary damages in excess of the Deductible and up to a maximum sum of $250,000. This limit shall be a part of and not in addition to the Limit of Liability set forth in Items 3. of the Declarations; 3. the return, reduction or restitution of Your fees, commissions, profits, or charges for goods provided or services rendered, including any over-charges or cost over-runs; 4. liquidated damages; or 5. Your cost of complying with injunctive relief. F. Effective Control means: 1. ownership of more than 50% of the issued and outstanding voting securities, or 2, having the right pursuant to written contract, by-laws, charter, operating agreement or similar documents to elect, appoint or designate a majority of the board of directors, management committee members of a partnership or the members of the management board of a limited liability company (or equivalent management structure). G. Employee means any past, present or future: 1. employee (including any part-time, seasonal or temporary employee or any volunteer), 2. partner, director, officer, member or board member(or equivalent position); 3. independent contractor; or 4. leased worker, of an Organization, but only in their performance of Professional Services on behalf of or at the direction of such Organization. H Insured means You or Your. I. Named Insured means the individual, corporation, partnership, limited liability company, limited partnership, or other entity set forth in Item 1 of the Declarations. J. Optional Extended Reporting Period means any applicable Optional Extended Reporting Period contemplated by the OPTIONAL EXTENDED REPORTING PERIOD Clause. DPL P001 CW(05/13) 12 ©Hiscox Inc.All rights reserved. Am HISCOX K. Organization means the Named Insured and any Subsidiary. L. Personal Injury means injury, other than Bodily Injury, arising out of one of more of the following offenses: 1. false arrest, detention or imprisonment, 2. malicious prosecution; 3. wrongful eviction from, wrongful entry into, or invasion of the right of private occupancy of premises; 4. slander, libel, defamation or disparagement of goods, products or services; or 5. oral or written publication of material in connection with Your advertising that violates a person's right of privacy M. Policy Period means the period of time set forth in Item 6. of the Declarations. N. Pollutants means any solid, liquid, gaseous, biological, radiological or thermal irritant or contaminant, including smoke, vapor, dust, fibers, mold, spores, fungi, germs, soot, fumes, acids, alkalis, chemicals and Waste. "Waste" includes, but is not limited to, materials to be recycled, reconditioned or reclaimed and nuclear materials. 0. Professional Services means only those services specified in Endorsement to this Policy as performed by or on behalf of an Organization for others for a fee or other compensation. P. Property Damage means physical loss of or physical damage to or destruction of any tangible property, including the loss of use thereof. For purposes of this definition, "tangible property' shall not include electronic data. Q. Retroactive Date means the date set forth in Item 7. of the Declarations. R. Subsidiary means: 1, any entity of which the Named Insured has Effective Control ("Controlled Entity") on or before the Policy Period, either directly or indirectly through one or more Controlled Entities, 2. any entity of which the Named Insured forms or acquires Effective Control during the Policy Period, either directly or indirectly through one or more Controlled Entities, but only for the first 90 days after such formation or acquisition (or until the end of the Policy Period, whichever is earlier). Provided, however, with respect to a Subsidiary described in paragraph 2. of this definition, We shall only cover Claims alleging Wrongful Acts committed while the Named Insured had Effective Control of such Subsidiary, either directly or indirectly through one or more Controlled Entities. An entity ceases to be a Subsidiary once the Named Insured no longer has Effective Control of such entity, either directly or indirectly through one or more Controlled Entities, and this Policy will not respond to Claims made against such entity thereafter. ._._._... DPI P001 CVv(05113) 13 ©Hiscox Inc.All rights reserved.. viito HISCOX S. Supplemental Payments means the reasonable expenses incurred by You, including loss of wages, if You are required by Us to attend arbitration proceedings or trial in the defense of a covered Claim. T. We, Us, Our or Insurer means the insurance company set forth in the Declarations. U. Wrongful Act means any actual or alleged breach of duty, negligent act, error, omission or Personal Injury committed by You in the performance of Your Professional Services. V. You or Your means any. 1. Organization, 2. Employee, 3. joint venture in which an Organization participates pursuant to written agreement, but only for: a. Wrongful Acts committed by such Organization, and I the percentage of otherwise covered Damages and Claims Expenses in proportion to such Organization's participation in the joint venture. ❑PL P001 CVV(05/13) 14 ©Hiscox Inc.All rights reserved, 40 HISCOX --- --- -- -- ------------- ---------------------------------------- ------------- --- --- GET THE RIGHT INSURANCE,RIGHT NOW Endorsements HISCOX INSURANCE COMPANY INC. A HISCOX Endorsement NAMED INSURED:A lastraGov Inc. E5036.2 Technology Services/IT Consulting Services Endorsement Software Page 1 of 3 Copyright Infringement) In consideration of the premium charged, it is understood and agreed that the Policy is amended as follows: 1. In Clause VI. DEFINITIONS, paragraph C., "Professional Services," is amended to read as follows: O. Professional Services means Technology Services or Information Technology(IT) consulting services performed for others for compensation. 2. Clause VI. DEFINITIONS is amended to include the following at the end thereof: TS-A Technology Services means the following: 1. application service provider(ASP) services; 2. data processing, analysis, and database design services, 3. IT Project Management services; 4. internet service provider(ISP) services; 5 internet hosting services; 6. network security design and consulting services; 7. software installation, customization, and support, 8. software programming and development, 9. systems/hardware/network installation, maintenance, and support, 10.systems/network advice, design, and integration; 1l technology products training; 12.value-added resale of hardware, and 13.website design. TS-B. Software Copyright Infringement Claim means any Claim alleging or arising out of any actual or alleged infringement of any copyright of source code or other software code. TS-C Infringement Claim means any Claim alleging or arising out of any actual or alleged infringement of any copyright, trademark, trade dress, trade name, service mark, service name, title, or slogan. 3. In Clause VI DEFINITIONS, paragraph C., "Claim," is amended to include the following at the end thereof: Claim will also mean Software Copyright Infringement Claim and Infringement Claim, 4. In Clause III. EXCLUSIONS, exclusion M. is deleted in its entirety and replaced with the following: M. based upon or arising out of any actual or alleged infringement of any copyright, trademark, trade dress, trade name, service mark, service name, title, slogan, or patent, or theft of trade secret; provided, however, this exclusion will not apply to Software Copyright Infringement Claims and Infringement Claims. HISCOX INSURANCE COMPANY INC. AM H ISCOX Endorsement 1, NAMED INSURED:AdastraGov Inc. E5036.2 Technology ServicesllT Consultina Services Endorsement(Software Page 2 of 3 Copyright Infringement) 5. Notwithstanding anything in the Policy to the contrary, all Software Copyright Infringement Claims and Infringement Claims will be subject to a combined sublimit of liability of $200,000, which will be part of, and not in addition to, any applicable Limit of Liability. 6. Clause III. EXCLUSIONS is amended to include the following at the end thereof: This Policy does not apply to and We will have no obligation to pay any Damages, Claim Expenses, or Supplemental Payments for any Claim: TS-A. based upon or arising out of any actual or alleged price discounts, prizes, awards, money, or valuable consideration given in excess of a total contracted or expected amount TS-B. based upon or arising out of any actual or alleged manufacture or design of any hardware or components thereof, provided, however, this exclusion will not apply to Your value-added resale of hardware for others in the performance of Your Technology Services. TS-C. based upon or arising out of any actual or alleged manufacturing, design, or use of software designed to execute securities transactions. TS-D. based upon or arising out of any actual or alleged manufacturing, process control, engineering, or use of CAD or CAM software. TS-E, based upon or arising out of any actual or alleged website owned or operated by You that 1. is a social networking website; 2. is an auction website, 3. contains pornographic materials; or 4. primarily features user-generated content. TS-F for the value of any money or securities transferred to or from any entity or natural person. TS-G. based upon or arising out of any actual or alleged antitrust violation, price fixing, price discrimination, unfair competition, deceptive trade practices, and/or monopolies, including any proceedings or investigations related thereto, including but not limited to violations of the Sherman Antitrust Act or similar federal, state, or local statutes governing antitrust violations, price fixing, price discrimination, unfair competition, deceptive trade practices, and/or monopolies. HISCOX INSURANCE COMPANY INC. HISCOX Endorsement NAMED INSURED:AdastraGov Inc. E5036 2 Technology Services/IT Consulting Services Endorsement(Software Page 3 of 3 Copyright Infringement) TS-H. based upon or arising out of any actual or alleged misappropriation of confidential or proprietary information by You. TS-I, based upon or arising out of any Insured's actual or alleged solicitation, recruiting, or hiring of employees or workers from a past or current employer of the Insured. All other terms and conditions remain unchanged Endorsement effective:April 26, 2018 Policy No.: UDC-2238930-EO-18 Endorsement No: 1 k By : Brett Sadoff (Appointed Representative) DPL E5036 CW (08/15) HISCOX INSURANCE COMPANY INC. 40 HISCOX Endorsement 2 NAMED INSURED:AdastraGov Inc. E5102,1 California Amendatory Endorsement Page 1 of 3 This endorsement modifies insurance provided under the following. PROFESSIONAL LIABILITY - ERRORS AND OMISSIONS INSURANCE In consideration of the premium charged, it is understood and agreed that the Policy is modified as follows. 1. Section V. OTHER MATTERS AFFECTING COVERAGE is amended to include the following at the end thereof: CANCELLATION Notice of Cancellation A. The Named Insured may cancel this Policy by giving Us advance written notice stating when thereafter such cancellation shall be effective. If the Named Insured cancels this Policy, the refund may be less than pro rata. Provided, however, if this Policy shall be cancelled by the Named Insured within 14 days of the inception of the Policy Period without having submitted a Claim, We shall return in full any premium amount actually paid to Us. In such event, the effective date of cancellation shall be deemed to be the inception date of the Policy Period. B. Policies In Effect For 60 Days or Less If this Policy has been in effect for sixty(60) days or less, and is not a renewal of a Policy We have previously issued, We may cancel this Policy by mailing or delivering to the Named Insured at the mailing address shown in the Declarations and to the producer of record, if any, advance written notice of cancellation stating the reason for cancellation at least : Ten (10) days before the effective date of cancellation if We cancel for: (a) Non-payment of premium, or (b) Discovery of fraud by: i. The Insured or the Insured's representative in obtaining this Insurance; or ii. The Insured or the Insured's representative in pursuing a Claim under the Policy. Thirty (30) days before the effective date of cancellation if We cancel for any other reason. C. Policies In Effect For More Than 60 Days If this Policy has been in effect for more than sixty(60) days, We may also cancel this Policy by mailing or delivering to the Named Insured at the address shown in the Declarations, the producer of record, if any,written notice, including the reason for cancellation, stating when not less than thirty(30) days thereafter (or ten (10) days thereafter when cancellation is due to non-payment of premium or discovery of fraud), the cancellation shall be effective. HISCOX INSURANCE COMPANY INC. 40 HISCOX Endorsement 2 NAMED INSURED:AdastraGov Inc. E51 02.1 California Amendatory Endorsement Page 2 of 3 We may only cancel this Policy for one or more of the following reasons: (a) Nonpayment of premium, including payment due on a prior policy issued by Us and due during the current policy term covering the same risks, (b) Discovery of fraud or material misrepresentation by: i. The Insured or the Insured's representative in obtaining this insurance, or ii. The Insured or the Insured's representative in pursuing a Claim under the Policy. (c) A judgment by a court or an administrative tribunal that the Insured has violated a California or Federal law, having as one of its necessary elements an act which materially increases any of the risks insured against, (d) Discovery of willful or grossly negligent acts or omissions, or of any violations of state laws or regulations establishing safety standards, by the Insured or the Insured's representative, which materially increase any of the risks insured against, (e) Failure by the Insured or the Insured's representative to implement reasonable loss control requirements, agreed to by the Insured as a condition of policy issuance, or which were conditions precedent to Our use of a particular rate or rating plan, if that failure materially increases any of the risks insured against; (f) A determination by the Commissioner of Insurance that the i, Loss of, or changes in, our reinsurance covering all or part of the risk would threaten Our financial integrity or solvency; or ii. Continuation of the policy coverage would: a. Place Us in violation of California law or the laws of the state where We are domiciled, or b. Threaten Our solvency. (g) A change by the Insured or the Insured's representative in the activities or property of the commercial or industrial enterprise, which results in a materially added, increased or changed risk, is included in the Policy. D, The mailing of the notice of cancellation shall be sufficient proof of notice and this Policy shall terminate at the date and hour specified in such notice. If We cancel this Policy, any return premium shall be calculated pro rata. Payment or tender of any unearned premium by Us shall not be a condition precedent to the effectiveness of the cancellation, but such payment shall be made as soon as practicable, Nonrenewal A, If We elect not to renew this Policy, We will mail or deliver to the Named Insured written notice of nonrenewal, stating the reason for nonrenewal, not less than sixty HISCOX INSURANCE COMPANY INC. AM H'SCOX Endorsement NAMED INSURED:AdastraGov Inc. E5102.1 California Amendatory Endorsement Page 3 of 3 (60) days, but not more than one hundred twenty(120)days before the end of the Policy Period. We will mail the notice of nonrenewal to the Named Insured at the last mailing address known Us. If the notice of nonrenewal is mailed, proof of mailing will be sufficient proof of notice. B. We are not required to send notice of nonrenewal in the following situations; (a) If the transfer or renewal of a policy, without any changes in terms, conditions or rates, is between Us and a member of Our insurance group. (b) If the policy has been extended for 90 days or less, provided that notice has been given in accordance with paragraph A above. (c) If the Named Insured has obtained replacement coverage, or if the Named Insured has agreed, in writing, within 60 days of the termination of the Policy, to obtain that coverage. (d) If the Policy is for a period of no more than 60 days and the Named Insured is notified at the time of issuance that it will not be renewed. (e) If the Named Insured requests a change in the terms or conditions or risks covered by the Policy within 60 days of the end of the Policy Period. (f) If We made a written offer to the Named Insured, in accordance with the timeframes shown in paragraph A above, to renew the Policy under changed terms or conditions or at an increased premium rate, when the increase exceeds 25%. 2. Section VII. DEFINITIONS, Paragraph E Damages, is modified to the extent necessary to provide the following: Punitive and exemplary damages shall not be insurable in cases where California law governs the Claim. 3. The Policy is amended by adding the following Clause at the end thereof: Policy Conflicts To the extent any term or condition contained in the Policy or any Endorsement attached thereto conflicts with any term or condition contained in this or any other State Amendatory Endorsement attached to the Policy, such terms and conditions most favorable to the Insured shall apply. All other terms and conditions remain unchanged. HISCOX INSURANCE COMPANY INC. A H I SC'OX Endorsement effective:April 26, 2018 Policy No.: UDC-2238930-EO-18 Endorsement No: 2 p,. By : Brett Sadoff (Appointed Representative) DPL E5102 CA(01110) HI SCOX Hiscox Insurance Company Inc. Policy Number: UDC-2238930-EO-18 Named Insured: AdastraGov Inc. Endorsement Number: 3 Endorsement Effective: April 26, 2018 E5424.1 Blanket Additional Insured Endorsement PL In consideration of the premium charged, it is understood and agreed that the Policy is amended as follows: 1. In Clause VI. DEFINITIONS, paragraph V., "'You' or 'Your'," is amended to include the following at the end thereof: You or Your shall also include any Additional Insured but only for the Wrongful Acts of those contemplated in paragraphs 1., 2. or 3. of the definition of"'You' or'Your"': 2. The following definition is added to Clause VI. DEFINITIONS: AI-A. Additional Insured means any person(s) or organization(s) with whom You have agreed in a written contract or agreement to add them as an additional insured to a policy providing the type of coverage afforded by this Policy, provided the contract or agreement: 1. is currently in effect or becomes effective during the Policy Period;and 2. was executed before the Professional Services from which the Claim arises were performed. 3. In Clause III. EXCLUSIONS, paragraph F. is deleted in its entirety and replaced with the following: F. brought by or on behalf of one Insured against another Insured; provided, however, this Exclusion will not apply to any Claim brought by an Additional Insured in any capacity other than that of an Additional Insured. All other terms and conditions remain unchanged. DPL E5424 CW(02/15) Includes copyrighted material of Insurance Services Office, Inc.,with its Page 1 of 1 permission. 400 HISCOX GET THE RIGHT INSURANCE,RIGHT NOW Notices w r HI SCOX Hiscox Insurance Company Inc. ECONOMIC AND TRADE SANCTIONS POLICYHOLDER NOTICE Hiscox is committed to complying with the U.S. Department of Treasury Office of Foreign Assets Control (OFAC) requirements. OFAC administers and enforces economic sanctions policy based on Presidential declarations of national emergency. OFAC has identified and listed numerous foreign agents, front organizations, terrorists, and narcotics traffickers as Specially Designated Nationals (SDN's) and Blocked Persons. OFAC has also identified Sanctioned Countries. A list of Specially Designated Nationals, Blocked Persons and Sanctioned Countries may be found on the United States Treasury's web site hit :lfwww,treas,nov4officesfenforceinenyo'facl. Economic sanctions prohibit all United States citizens (including corporations and other entities) and permanent resident aliens from engaging in transactions with Specially Designated Nationals, Blocked Persons and Sanctioned Countries. Hiscox may not accept premium from or issue a policy to insure property of or make a claim payment to a Specially Designated National or Blocked Person. Hiscox may not engage in business transactions with a Sanctioned Country. A Specially Designated National or Blocked Person is any person who is determined as such by the Secretary of Treasury. A Sanctioned Country is any country that is the subject of trade or economic embargoes imposed by the laws or regulations of the United States. In accordance with laws and regulations of the United States concerning economic and trade embargoes, this policy may be rendered void from its inception with respect to any term or condition of this policy that violates any laws or regulations of the United States concerning economic and trade embargoes including, but not limited to the following;, (1) Any insured under this Policy, or any person or entity claiming the benefits of such insured, who is or becomes a Specially Designated National or Blocked Person or who is otherwise subject to US economic trade sanctions; (2) Any claim or suit that is brought in a Sanctioned Country or by a Sanctioned Country government, where any action in connection with such claim or suit is prohibited by US economic or trade sanctions; (3) Any claim or suit that is brought by any Specially Designated National or Blocked Person or any person or entity who is otherwise subject to US economic or trade sanctions; (4) Property that is located in a Sanctioned Country or that is owned by, rented to or in the care, custody or control of a Sanctioned Country government, where any activities related to such property are prohibited by US economic or trade sanctions; or (5) Property that is owned by, rented to or in the care, custody or control of a Specially Designated National or Blocked Person, or any person or entity who is otherwise subject to US economic or trade sanctions. Please read your Policy carefully and discuss with your broker/agent or insurance professional. You may also visit the US Treasury's website at http:fJwww.treas.govdaffdcesla rforcemenY ofac/. INT N001 CW 01 09 Page 1 of 1 14ew HISCOX ___._ ..........____................................._ GET THE RIGHT INSURANCE,RIGHT NOW Application IIIW W 4 46 HI SCOX Hiscox Insurance Company Inc. Application U many The following outlines the details you have given us about your business, We have relied on the accuracy of this information in order to issue your policy. If any of the items below are incorrect or have changed, please call us at 888-202-3007 so that we can update your policy details. e e ® Policy number: UDC-2238930-EO-18 Quote reference number: 7230070 Product: Professional Liability Insurance Business name: AdastraGov Inc. Business address: 32007 sea Ridge Circle City: Rancho Palos Verdes State: CA Zip code: 90275 Name: Jasmine Nachtigall-Fournier Email address: jasmine@adastragov.com Telephone number: 650-269-6333 Per claim limit of liability: $2,000,000 Aggregate limit of liability: $4,000,000 Deductible: $500 When would you like your policy to start? April 26, 2018 a eF MEMO!! MENEMI What is your primary type of business? Software development Your business's ownership structure (please select one). Corporation or other Organization (other than the above) Do you currently have an insurance policy in effect for the coverage requested? No Other than the business address provided above, how many additional locations 0 does your business own or rent? 0 Hiscox Inc. 2010 Pagel A HI SCOX Hiscox Insurance Company Inc. I consent to engage in electronic transactions. Agree Approximately when did your business begin? February 01, 2018 What are your business's estimated gross sales during the next 12 months? $a00,000 Note: Your best estimate is fine. Include all revenues, fees and commissions. During the next 12 months, what are the estimated gross sales you will earn from $50,000 your largest customer? Does your business use a written contract or statement of work? Always(100%) Which of the following does your business implement? - Customer sign-off on deliverables Yes - Contracts with indemnification clauses in your favor Yes - Formal change management procedures No - Legal review of contracts Yes - Dedicated customer support Yes Does your business conduct any of the following activities? No • Manufacture, design, or assist in the design of any hardware or components. (This does not apply if your business is a Value Added Reseller of third-party hardware.) • Create, support, or work on software that executes securities transactions, makes medical diagnoses, or is involved in manufacturing or process control. • Own, host, or run any website that contains any pornographic materials or user generated content. • Own, or manage a social networking or auction website. (This does not apply to third-party sites where you offer hosting services only.) • Operate as a Voice Over IP Service Provider(This does not apply to use of a third —party VOIP service provider to conduct your own business's telephone calls.) In what industry do the majority of your clients work? Government-state, local, or foreign Do your contracts clearly state the ownership rights, licensing, and use of any Yes materials or intellectual property created for or during an engagement? Do your contracts state that to the best of your knowledge any materials or Yes intellectual property created are original and do not infringe upon the intellectual property rights of others? Do you have procedures in place to ensure that your software code does not infringe Yes upon another party's software copyright? ©Hiscox Inc. 2010 Page 2 Aeo HISCOXHiscox Insurance Company Inc. As the individual completing this transaction, you are authorized to purchase and I have read and agree bind this insurance on behalf of the entity applying for coverage. Your Business is not controlled or owned by any other firm, corporation, or entity. I have read and agree For the entire period of time that You have owned and controlled the business,You I have read and agree have not sold, purchased or acquired, discontinued, merged into or consolidated with another business. Your business has never had any commercial insurance cancelled or rescinded. I have read and agree You, your business's current and past partners, officers, directors, board members, I have read and agree trustees, or employees, have never been subject to disciplinary action by authorities as a result of professional activities. e eMINOM Based upon your knowledge and the knowledge of your business's current and past I have read and agree partners, officers, directors and employees, during the last five years a third party has never made a claim against your business and you do not know of any reason why someone may make a claim. The limits of liability represent the total amount available to pay judgments, settlements, and claim expenses (e.g., attorney's fees) incurred in the defense of any claims. We are not liable for any amounts that exceed these limits. This is a claims-made policy. If coverage is provided, it shall apply to claims made against you and reported to us during the policy period or applicable extended reporting period. Judgments, settlements and claims expenses incurred are subject to the deductible amount. The deductible is the amount you must pay before we will make any payments under the policy. Some coverage may not be subject to a deductible, in which case you are not required to make payments before any payments are made under the policy. Please consult the policy language for details. If you have knowledge of any circumstance that may lead to a claim being made against you, coverage will be excluded if such claim is made. Claims made against you prior to the inception of the policy are excluded. ©Hiscox Inc. 2010 Page 3 40 HI SCOX Hiscox Insurance Company Inc. Fraud Warning It is a crime to knowingly and intentionally attempt to defraud an insurance company by providing false or misleading information or concealing material information during the application process or when filing a claim. Such conduct could result in your policy being voided and subject you to criminal and civil penalties. You have confirmed that you agree with the General Statements provided. Yes I agree to accept delivery of my insurance policy via email to the address provided. Yes I have read the information above and confirm it is all correct. I understand that by Yes checking this box I am agreeing to enter into a binding agreement with Hiscox Insurance Company Inc. 0 Hiscox Inc. 2010 Page 4