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HomeMy WebLinkAboutCAG2019-329 - Original - Magnan Consulting Services, Inc. - Green River Natural Resource Area Storm Water Force Main Project - 05/29/2019 Ili T Records 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, pleas;,, contact the City Clerk's Office at 253-856-57 ,ti. Vendor Name: Magnan Consulting Services Inc. 293100 Vendor Number (JDE): Contract Number (City Clerk): (Wi2bicl - Category: -Contract Agreement Sub-Category (if applicable): None Project Name: Green River Natural Resource Area Storm Water Force Mair Contract Execution Date: Mayor's signaturE 12/31/20 Termination Date: Contract Manager: Paul Kuehne Department: PW: Engineering Contract Amount: $1171480 Budgeted: I—V(] Grant? Part of NEW Budget: 1:1 r_1 Local: F1 State: Federal:1-1 Related to a New Position: Basis for Selection of Contractor? Other Approval Authority: F� Director F] Mayor IV/] City Council Other Details: Provide construction management, inspection, and document control services for the project. 1 i • KENT w� CONSULTANT SERVICES AGREEMENT between the City of Kent and Magnan Consulting Services Inc. THIS AGREEMENT is made between the City of Kent, a Washington municipal corporation (hereinafter the "City"), and Magnan Consulting Services Inc. organized under the laws of the State of Washington, located and doing business at 12423 1515` Ave. E., Puyallup, WA 98374, Phone: (253) 840- 4020, Contact: Thomas Magnan (hereinafter the "Consultant"). I. DESCRIPTION OF WORK. a I Consultant shall perform the following services for the City in accordance with the following described plans and/or specifications: The Consultant shall provide construction management, inspection, and document control services for the Green River Natural Resource Area Storm Water Force Main Project. For- a description, see the Consultant's Scope of Work which is attached as Exhibit A and incorporated by this reference. i i Consultant further represents that the services furnished under this Agreement will be performed in accordance with generally accepted professional practices within the Puget Sound region in effect at the time those services are performed. II. TIME OF COMPLETION. The parties agree that work will begin on the tasks described in Section I above immediately upon the effective date of this Agreement. Consultant shall complete the work described in Section I by December 31, 2020. i III. COMPENSATION. A. The City shall pay the Consultant, based on time and materials, an amount not to exceed One Hundred Seventeen Thousand, Four Hundred Eighty Dollars ($117,480), for the services described in this Agreement. This is the maximum amount to be paid under this Agreement for the work described in Section I above, and shall not be exceeded without the prior written authorization of the City in the form of a negotiated and executed amendment i to this agreement. The Consultant agrees that the hourly or flat rate charged by it for its services contracted for herein shall remain locked at the negotiated rate(s) for a period of one (1) year from the effective date of this Agreement. The Consultant's billing rates shall be as delineated in Exhibit A. i B. The Consultant shall submit monthly payment invoices to the City for work performed, and a final bill upon completion of all services described in this Agreement. The City shall provide payment within forty-five (45) days of receipt of an invoice. If the City objects to all or any portion of an invoice, it shall notify the Consultant and reserves the option to only pay that portion of the invoice not in dispute. In that event, the parties will immediately make every effort to settle the disputed portion. I IV. INDEPENDENT CONTRACTOR. The parties intend that an Independent Contractor- Employer Relationship will be created by this Agreement. By their execution of this Agreement, and in accordance with Ch. 51.08 RCW, the parties make the following representations: i CONSULTANT SERVICES AGREEMENT - 1 (Over$20,000) I I , ° A. The Consultant has the ability to control and direct the performance and details of its work, the City being interested only in the results obtained under this Agreement. r B. The Consultant maintains and pays for its own place of business from which Consultant's services under this Agreement will be performed. C. The Consultant has an established and independent business that is eligible for a business deduction for federal income tax purposes that existed before the City retained Consultant's services, or the Consultant is engaged in an independently } established trade, occupation, profession, or business of the same nature as that i involved under this Agreement. D. The Consultant is responsible for filing as they become due all necessary tax documents with appropriate federal and state agencies, including the Internal Revenue Service and the state Department of Revenue. E. The Consultant has registered its business and established an account with the state Department of Revenue and other state agencies as may be required by Consultant's business, and has obtained a Unified Business Identifier (UBI) number from the State of Washington. F. The Consultant maintains a set of books dedicated to the expenses and earnings of its business. r V. TERMINATION. Either party may terminate this Agreement, with or without cause, upon providing the other party thirty (30) days written notice at its address set forth on the signature block of this Agreement. After termination, the City may take possession of all records and data within the Consultant's possession pertaining to this project, which may be used by the City without restriction. If the City's use of Consultant's records or data is not related to this project, it shall be without liability or legal exposure to the Consultant. i i VI. DISCRIMINATION. In the hiring of employees for the performance of work under this Agreement or any subcontract, the Consultant, its subcontractors, or any person acting on behalf of the Consultant or subcontractor shall not, by reason of race, religion, color, sex, age, sexual orientation, national origin, or the presence of any sensory, mental, or physical disability, discriminate against any person who is qualified and available to perform the work to which the employment relates. Consultant shall execute the attached City of Kent Equal Employment Opportunity Policy Declaration, Comply with City Administrative Policy 1.2, and upon completion of the contract work, file the attached Compliance Statement. VII. INDEMNIFICATION. Consultant shall defend, indemnify and hold the City, its: officers, officials, employees, agents and volunteers harmless from any and all claims, injuries, damages, losses or i suits, including all legal costs and attorney fees, arising out of or in connection with the Consultant's j performance of this Agreement, except for that portion of the injuries and damages caused by the City's i negligence. The City's inspection or acceptance of any of Consultant's work when completed shall not be grounds to avoid any of these covenants of indemnification. Should a court of competent jurisdiction determine that this Agreement is subject to RCW 4.24.115, then, in the event of liability for damages arising out of bodily injury to persons or damages to property caused by or resulting from the concurrent negligence of the Consultant and the City, its officers, officials, employees, agents and volunteers, the Consultant's duty to defend, indemnify, and hold the City harmless, and Consultant's liability accruing from that obligation shall be only to the extent of the Consultant's negligence. i CONSULTANT SERVICES AGREEMENT - 2 (Over$20,000) i i f IT IS FURTHER SPECIFICALLY AND EXPRESSLY UNDERSTOOD THAT THE INDEMNIFICATION } PROVIDED HEREIN CONSTITUTES THE CONSULTANT'S WAIVER OF IMMUNITY UNDER INDUSTRIAL INSURANCE, TITLE 51 RCW, SOLELY FOR THE PURPOSES OF THIS INDEMNIFICATION. THE PARTIES FURTHER ACKNOWLEDGE THAT THEY HAVE MUTUALLY NEGOTIATED THIS WAIVER. In the event Consultant refuses tender of defense in any suit or any claim, if that tender was made j pursuant to this indemnification clause, and if that refusal is subsequently determined by a court having } jurisdiction (or other agreed tribunal) to have been a wrongful refusal on the Consultant's part, then f Consultant shall pay all the City's costs for defense, including all reasonable expert witness fees and reasonable attorneys' fees, plus the City's legal costs and fees incurred because there was a wrongful refusal on the Consultant's part. The provisions of this section shall survive the expiration or termination of this Agreement. j VIII. INSURANCE. The Consultant shall procure and maintain for the duration of the Agreement, insurance of the types and in the amounts described in Exhibit B attached and incorporated by i this reference. I 1 IX. EXCHANGE OF INFORMATION. The City will provide its best efforts to provide I reasonable accuracy of any information supplied by it to Consultant for the purpose of completion of the r work under this Agreement. X. OWNERSHIP AND USE OF RECORDS AND DOCUMENTS. Original documents, drawings, designs, reports, or any other records developed or created under this Agreement shall belong to and become the property of the City. All records submitted by the City to the Consultant will be safeguarded by the Consultant. Consultant shall make such data, documents, and files available to the City upon the City's request. The Consultant acknowledges that the City is a public agency subject to the Public Records Act codified in Chapter 42.56 of the Revised Code of Washington. As such, the Consultant agrees to cooperate fully with the City in satisfying the City's duties and obligations under the Public Records Act. The City's use or reuse of any of the documents, data, and files created by Consultant for this project by anyone other than Consultant on any other project shall be without liability or legal exposure to t Consultant. XI. CITY'S RIGHT OF INSPECTION. Even though Consultant is an independent contractor with the authority to control and direct the performance and details of the work authorized under this Agreement, the work must meet the approval of the City and shall be subject to the City's general right of inspection to secure satisfactory completion. XII. WORK PERFORMED AT CONSULTANT'S RISK. Consultant shall take all necessary precautions and shall be responsible for the safety of its employees, agents, and subcontractors in the performance of the contract work and shall utilize all protection necessary for that purpose. All work shall be done at Consultant's own risk, and Consultant shall be responsible for any loss of or damage to materials, tools, or other articles used or held for use in connection with the work. XIII. MISCELLANEOUS PROVISIONS. i A. Recyclable Materials. Pursuant to Chapter 3.80 of the Kent City Code, the City requires its contractors and consultants to use recycled and recyclable products whenever practicable. A price preference may be available for any designated recycled product. 1 B. Non-Waiver of Breach. The failure of the City to insist upon strict performance of any of the covenants and agreements contained in this Agreement, or to exercise any option conferred by this Agreement in one or more instances shall not be construed to be a waiver or relinquishment of those covenants, agreements or options, and the same shall be and remain in full force and effect. C. Resolution of Disputes and Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Washington. If the parties are unable to settle any dispute, difference or claim arising from the parties' performance of this Agreement, the exclusive means CONSULTANT SERVICES AGREEMENT - 3 (Over$20,000) of resolving that dispute, difference or claim, shall only be by filing suit exclusively under the venue, rules and jurisdiction of the King County Superior Court, King County, Washington, unless the parties agree in writing to an alternative dispute resolution process. In any claim or lawsuit for damages arising from the parties' performance of this Agreement, each party shall pay all its legal costs and attorney's fees incurred in defending or bringing such claim or lawsuit, including all appeals, in addition to any other recovery or award provided by law; provided, however, nothing in this paragraph shall be construed to limit the City's right to indemnification under Section VII of this Agreement. iD. Written Notice. All communications regarding this Agreement shall be sent to the parties at the addresses listed on the signature page of the Agreement, unless notified to the contrary. Any written I notice hereunder shall become effective three (3) business days after the date of mailing by registered or certified mail, and shall be deemed sufficiently given if sent to the addressee at the address stated in this I Agreement or such other address as may be hereafter specified in writing. E. Assignment. Any assignment of this Agreement by either party without the written consent of the non-assigning party shall be void. If the non-assigning party gives its consent to any assignment, the terms of this Agreement shall continue in full force and effect and no further assignment: shall be made without additional written consent. i F. Modification. No waiver, alteration, or modification of any of the provisions of this Agreement shall be binding unless in writing and signed by a duly authorized representative of the City and Consultant. G. Entire Agreement. The written provisions and terms of this Agreement, together with any Exhibits attached hereto, shall supersede all prior verbal statements of any officer or other representative of the City, and such statements shall not be effective or be construed as entering into or forming a part of or altering in any manner this Agreement. All of the above documents are hereby made a part of this Agreement. However, should any language in any of the Exhibits to this Agreement conflict with any language contained in this Agreement, the terms of this Agreement shall prevail. H. Compliance with Laws. The Consultant agrees to comply with all federal, state, and j municipal laws, rules, and regulations that are now effective or in the future become applicable to Consultant's business, equipment, and personnel engaged in operations covered by this Agreement or accruing out of the performance of those operations. I. Public Records Act. The Consultant acknowledges that the City is a public agency subject to the Public Records Act codified in Chapter 42.56 of the Revised Code of Washington and documents, notes, emails, and other records prepared or gathered by the Consultant in its performance of this Agreement may be subject to public review and disclosure, even if those records are not produced to or possessed by the City of Kent. As such, the Consultant agrees to cooperate fully with the City in satisfying the City's duties and obligations under the Public Records Act. i j J. City Business License Required. Prior to commencing the tasks described in Section I, Contractor agrees to provide proof of a current city of Kent business license pursuant to Chapter 5.01 of the Kent City Code. CONSULTANT SERVICES AGREEMENT - 4 (Over$20,000) K. noun terparts and-Siqn t r�s by Fax or Email. This Agreement may be executed it any number of counterparts, each of which shall constitute an original, and all of which will together constitute this one Agreement. Further, upon executing this Agreement, either party may deliver the signature page to the other by fax or email and that signature shall have the same force and effect as if the Agreement bearing the original signature was received in person. IN WITNESS, the parties below execute this Agreement, which shall become effective on the last date entered below. All acts consistent with the authority of this Agreement and prior to its effective date are ratified and affirmed, and the terms of the Agreement shall be deemed to have applied. CONSULTANT: CITY OF KENT: 7 sianat re)'-- '�signatur I Print Name: Print Name: Dana Ra lph alph Its Ma or 'title) DATE: DATE: ---------- NOTICES TO BE SENT TO: NOTICES TO BE SENT TO: CONSULTANT: CITY OF KENT: Thomas Magnan Timothy 1. LaPorte, P.E. Magnan Consulting Services Inc. Citv of Kent 12423 151st Ave. E. 220 Fourth Avenue South Puyallup, WA 98374 Kent, WA 98032 (253) 840-4020 (telephone) (253) 856-5500 (telephone) N/A (facsimile) (253) 856-6500 (facsimile) Kent Law Department ATTES Kent City Clerk Magnan Con.-Wirnq-GRNRA Storm Water Force Main/Kuehn CONSULTANT SERVICES AGREEMENT , 5 (Over$20,000) ' . DECLARATION CITY OF KENT EQUAL EMPLOYMENT OPPORTUNITY POLICY Th� City of Kent i9 committed to conform to Federal and State laws regarding equal 0ppOrtun/ty. As such all contractors, subcontractors and suppliers who perform work with relation to this Agreement shall comply with the regulations of the City's equal employment opportunity policies. The following questions specifically identify the requirements the City de8rns necessary for any contractor, subcontractor or supplier on this specific Agreement to adhere to. An affirrnaUVe response is required on all of the following questions for this Agreement to be valid and binding. If any contractor, subcontractor or supplier willfully misrepresents themselves with regard to the directives outlines, it will be considered a breach of contract and it will be at the C|ty's sole determination regarding suspension or termination for all or part of the Agreement; Th2 questions are asfollows: 1� l have reed the attached City of Kent administrative policy number 1.2. � During the time of this Agreement l will not discriminate in employment on the basis of | sex, r8[8, color, national origin, age, or the presence of all sensory, mental or physical disability, 3. During the time of this Agreement the prime contractor will provide o written sbstonnentto all new employees and subcontractors indicating commitment as an equal opportunity employer. 4. During the time of the Agreement l, the prime contractor, will actively consider hiring and promotion of women and minorities, i S. Before acceptance of this Agreement, an adherence statement will be signed by me, the Prime Contractor, that the Prime Contractor complied with the requirements as set forth ( above. By signing beloV, l agree to fulfill the five i above. | Tide: ` Date: / ' EEO COMPLIANCE DOCUMENTS l � CITY OF KENT ADMINISTRATIVE POLICY NUMBER: 1.2 EFFECTIVE DATE: January 1, 1998 SUBJECT: MINORITY AND WOMEN SUPERSEDES: April 1, 1996 CONTRACTORS APPROVED BY Jim White, Mayor POLICY: Equal employment opportunity requirements for the City of Kent will conform to federal and state laws. All contractors, subcontractors, consultants and suppliers of the City must guarantee equal employment opportunity within their organization and, if holding Agreements with the City amounting to $10,000 or more within any given year, must take the following affirmative steps: 1. Provide a written statement to all new employees and subcontractors indicating commitment as an equal opportunity employer. 2. Actively consider for promotion and advancement available minorities and women, Any contractor, subcontractor, consultant or supplier who willfully disregards the City's nondiscrimination and equal opportunity requirements shall be considered in breach of contract and subject to suspension or termination for all or part of the Agreement. Contract Compliance Officers will be appointed by the Directors of Planning, Parks, and Public Works Departments to assume the following duties for their respective departments. 1. Ensuring that contractors, subcontractors, consultants, and suppliers subject to these regulations are familiar with the regulations and the City's equal employment opportunity policy. 2. Monitoring to assure adherence to federal, state and local laws, policies and guidelines. EEO COMPLIANCE DOCUMENTS - 2 i i i CITY OF KENT EQUAL EMPLOYMENT OPPORTUNITY COMPLIANCE STATEMENT This form shall be filled out AFTER COMPLETION of this project by the Contractor awarded the Agreement. i I, the undersigned, a duly represented agent of Company, hereby acknowledge and declare that the before-mentioned company was the prime contractor for the Agreement known as that was entered i into on the (date), between the firm I represent and the City of Kent. y I declare that I complied fully with all of the requirements and obligations as outlined in the City of Kent Administrative Policy 1.2 and the Declaration City of Kent Equal Employment Opportunity Policy that was part of the before-mentioned Agreement. By: — `, For: Title: I Date: 1 i i i EEO COMPLIANCE DOCUMENTS - 3 EXHIBIT A _ l W A GMA ` 1 L{L tL�lr r-r�1'EIJI nwf. LVI JLJL 8111,/V KENT WAS MI NOTON Revised 5-1-19 Proposal GRNRA Storm Force Main 17-3012.2 City of Kent "Bridging the gap between design and Construction" MCSI EXECUTIVE SUMMARY Magnan Consulting Services Inc(MCSI)has been providing professional Construction Management, Inspection, and Document Control services in the Puget Sound area for over 15 years. Some of the team's key members and the CEO has over 40 years of Construction experience. We strive to ensure all members of the team focus on communication. MCS1 is known for accurate step-by-step oversight of the entire project scope with a#stakeholders'considerations in mind. MCSI team members have provided Construction Management service throughout each phase of project development from conception, project planning and design, constructability review, bid result review, to contractual specification drafting, and confirmation that the scope of work is included in through the bidding process and in the contractor's contact agreement. Construction sequencing and staging, valued engineering, risk management, cost estimating, claims management, contract administration, and project closeout are all well known assets of the MCSI team. And are currently providing Construction Management, Inspection, & document Control for Washington State Patrol Scale house that has multi agency L.A.G. compliance, in this case requirements for federal funding. Our outstanding Document Control office is very familiar with Municipalities document needs. i MCSI Scope for GRNRA Provide complete project oversight from the pre-con to closeout. CM, Inspection, & Document Control per standard L.A.G. which includes: Field Measurement Reports, Inspector's Daily, Field reports, Record Drawing update, Compilation of Monthly Progress Payments, Tracking, and the review and approval process for contractors' billings. Bid Item Ledger, Weekly Statement of Working Days, coordinate Survey Requests, process Traffic Impact Alerts, enforcement Contract Plans/Specs, provide QA/QC, provide onsite testing and off site lab work, process Submittals, working with design Engineers they comply with their specifications with tracking logs updated weekly, RFI's respond and, compile weekly. Keeping and maintaining the complete project construction file, participate in negotiating Changes, prepare contract Change Order documentation with explanation for the change and independent Engineer's Estimates, track and process Force Account, anticipate problems and work to resolve them early, etc. Provide site weekly meetings with minutes distributed to team weekly. MCSI has extensive dewatering experience and has worked with most of the local Dewatering firms on other projects. MCSI Project Approach This project is a valley floor project with certain challenges for the contractor. A good dewatering system is imperative to successful project. MCSI has been on a few valley floor projects to the depth of 14 foot sewer main in the City of Sumner including storm and street restoration. Or the 125 house development at Village Green in the Orting valley floor, on each a lot of lessons were realized by the contractor how important the dewatering was when having a ditch three times wider than deep of 18 foot. While restoring the other utilities that were impacted. Attempting to dig in the box without sufficient dewatering still ended up with a 2 to 1 top width to depth condition. The goal is to reduce the excavation in turn reducing backfill and compaction and reduce the impact to existing roads and utilities at the same time. MCSI has extensive experience working in these conditions and around exists roads and in public, l believe we could be an asset for the City to work with the contractor as a team effort and solve the issues of dig inch in the valley floor Ii Another challenge is the efficient welding of the HDPE pipe while feeding it into the ditch through the shoring boxes effectively, the 4 mile Tumwater forced main contractor had j come up with some methods that speeded up the process to install and backfill. MCSI has extensive experience with the HDPE pipe installations. Team with the contractor to bring the project in on time and in budget. MCSI approach is to Team with owners, Engineers, contractors, and the public through good communication. The weekly site meeting is the base where this communication is given. MCSI's mission is to be responsive to specific project requirements adding strong leadership and sound management practices to our technical capabilities provides a mix that ensures project success. In our over 40 years of experience we have carefully nurtured an innovative and quality-oriented process for anticipating needs, exceeding expectations, and achieving client goals. Magnan Consulting Services Inc is standing by and ready to fulfill your project needs. MCSI's cost management and funding distribution to contractors through our accounting department controls the check distribution to the contractors and is tied our lien release verification system to ensure a smooth project closeout with no title liens after the project closeout. MCSI's Proposed Team Construction Manager/Resident Engineer/Chief Inspector Thomas R Magnan Tom has over 40 years of Construction Management experience f g, including all phases of construction from ground up to vertical structures. He has also served as a Construction Manager, Project Manager, Owner's Representative and CM/RE/Inspector on numerous City, County, State, and privately-owned projects. These projects include new and renovation construction of civil road restorations, Fish and Dam Facilities, Transfer Stations, Pump Stations, Storm Water Systems, Park n' Rides, State Highway and City Roadways, Schools, Shopping Centers, Industrial Parks, Multi-story Civil, Commercial and Residential Buildings. Duties include critical problem analysis and resolution, contract compliance, project scheduling, permit and sub- contractor coordination, quality control and project communication through weekly meetings and communication plan including but not limited to Daily inspection report (IDRs) as well as ensuring all required documentation is received and accurate prior to installation. Education/Training/Certifications Southwestern College Construction Mgmt. WSDOT Heavy Highway Const. Supervisor Cert WSDOT Certified Erosion Control CSES CAGC Southwestern College Construction Law NUCA Confined space card DOE Certified Turbidity testing on site 40+ years of In Field Experience WSDOT Refresher Course Certificates - 2017 Certified Erosion and Sediment Control Lead training CESCL 2018 On-Site Inspector and Project Manage " Corey Wight, Sr. Class 5 Civil Inspector Corey Wight has over 35 years' experience working on highway construction projects. He was promoted to Chief Inspector for WSDOT in 1990. His familiarity with WSDOT Standard Specifications and Design allows him to anticipate, communicate, and offer resolutions to important project issues. Corey's expertise in concrete and asphalt paving; embankments, excavations, underground utilities (drainage, waterlines, sanitary sewers, electrical, fiber optics), traffic control barriers, pavement markings, erosion control and landscape only enhance his ability to interact with Primes, Subcontractors and Public Entities, along with his knowledge of supervisory experience and organizational skills to make him an asset to any project. He is also extensively experienced in Building and Plan Reviews and is well versed in building laws and code. Ed ucationlTra in ing/Certifications 1980 — 1983 Washington State University, BSCE Pullman, WA 1974 — 1978 U.S. Marine Corps. Marine One Security Detachment Quantico, VA 2017 - WSDOT Certificates for Construction, Inspection Documentation, Material Approval/Acceptance Erosion Control Lead — ECL Traffic Control Supervisor— TCS Project Document Control Specialist and Project Manager -- Heather Gilmore Heather has over 20 years of experience as a Business Administrator and Project Manager joining Magnan Consulting in 2018. Her impressive attention to detail and organization skills is a perfect match to manage and record documentation in accordance with LAG, WSDOT, City, County, State, and Private entities' requirements. Heather has extensive experience tracking and documenting Inspector Daily Reports, Weekly Site Photos, Request for Information (RFIs), Request for Changes (COs), Extra Work Orders (EWOs), and Unit Reports. In addition, she keeps account of weekly meeting minutes, logging of Concrete Inspection, Weld Testing, Coating Test, and Geotechnical Reports. Heather maintains both hard and softcopy records of all project documentation for each project ensuring easy reference for all stakeholders. She prides herself in being organized, efficient, and detail orientated and would be an asset to any project. EducationlTraining/Certifications Southern New Hampshire University 2016 WSDOT Construction Documentation training 2018 Six years as Project and Program Manager at Microsoft GRNRA STORM FORCE MAIN PROJECT OVERSIGHT COST BUDGET Project scheduled time frame is 70 working days adding 7 days for closeout and the following costing is based on these hours Using 8 hours a day x 70 working days = 560 hours The original budget given is what MCSI feels that this project will entail, City can assign whatever budget they like, but once the funds are used up, the services will also, which at. that time added funding will be requested to complete the project. MCSI has no way of controlling the contractors actions which sets the time involved with managing the project. Site unknowns and site issues. I have given the city our reduced rates for Clients we do a lot of work for, which has reduced the budget, we also lowered the hours in an attempt to get to your assigned budget. With the understanding these hours may increase depending on the Contractor in doing so have reduced the budget amount substantially. CM / RE 4 hours a day x 70 days = 280 hours x $100.00 per hour = $28,000.00 On Site Inspector 8 hours a day x 70 days = 560 hours. x $100.00 per hour = $56,000.00 Project Document Control specialist 4 hours a day x 77 days x $60.00 per hour = 18,480.00 Billing is based on hours worked = $102,480.00 BUDGET Revised 5-1-19 TESTING Project testing frequencies will depend on how successful the contractor is in containing the ditch line and way they are backfilling, and closing each day. Being conservative figuring they will install 50 foot a day would merit a continuous afternoon compaction testing until the confidence that the back fill system is always meeting compaction we can spread out the amount of test taken. There will be a need to do compaction testing, soils testing for proctor, concrete testing, asphalt testing, backfill soils testing. Testing and Lab tests: Staff Geotechnical Engineer/Geologist 125.00/hr Project Geotechnical Engineer/Geologist 155.00/hr Principal Consultant 175.00/hr Administrative Staff/Report Preprocessing 50.00/visit FOR(:`(;!MAIN 17-3012 i.A(;NAN t'O° Sl ,"l-i!'tit,St RVIt IS INC' CONCRETE LABORATORY TESTING Compression Strength Test, Each, (ASTM C 39) 18.00/ea i Compression Strength Test, Cast/Delivered by Others, Each, 55.00/ea (ASTM C 39) Compression Strength Test for Core Specimen, Each, (ASTM C 42, 50.00/ea C 513) Flexural Strength Test, Each, (ASTM C 78, C 293) 80.00/ea Density Test, Normal & Light Weight Concrete, Each Specimen 40.00/ea (ASTM C 642) Splitting Tensile Test, Each, (ASTM C 496) 75.00/ea Concrete Cylinder Molds, Each 5.00/ea Concrete Coring 90.00/hr Penetration Resistance of Hardened Concrete (ASTM C 803) 90.00/1-ir Penetration Resistance of Hardened Concrete charges per set of 3 35.00/set Concrete Mix design Quoted Per Project Concrete Batchplant Certification Quoted Per Project SOILS LABORATORY TESTING Sieve Analysis (ASTM C 136, C 117, D 1140) 100.00/e,a Hydrometer Analysis (ASTM D 422) 235.00/ea Moisture/Density Relationship (ASTM D 698, D 1557) 200.00/ea Sand Cone Density Test, Each, (ASTM D 1556) 40.00/ea Natural Moisture Content (ASTM D 2216). 40.00/ea Organic Content Test (ASTM D 2974) 160.00/ea Permeability (ASTM D 5084) 500.00/ea Permeability Test, Constant Head (ASTM D 2434) 290.00/ea Specific Gravity (ASTM D 854) 105.00/ea Atterberg Limits (ASTM D 4318) 220.00/ea Visual Soil Classification (ASTM C 2488) 40.00/ea California Bearing Ratio (ASTM D 1883) 550.00/ea AGGREGATE LABORATORY TESTING Clay Lumps and Friable Particles (ASTM C 142) 125.00/ea Organic Impurities (ASTM C 40) 145.00/ea Fracture Face Count (WSDOT 103, ASTM D 5821) 158.00/ea Sand Equivalent (ASTM D 2419) 100.00/ea Soundness-Sodium Sulfate (ATSM C 88) 500.00/ea Soundness-Magnesium Sulfate 600.00/ea Abrasion (ASTM C 131, C 535) 185.00/ea Unconfined Compressive Test, Intact Rock Cores, Each, (ASTM D 130.00/ea 2938) Coarse Aggregate Specific Gravity (ASTM C 127) 85.00/ea Fine Aggregate Specific Gravity (ASTM C 128) 85.00/ea Aggregate Unit Weight (ASTM C 29) 100.00/ea Resistivity (ASTM D 2844) 230.00/ea Ethylene Glycol Expansive Breakdown CRD (C-145) 550.00/ea Degradation (WSDOT T-113) 245.00/ea Depending on the amount of tests and what the engineer requires will depend on the cost for doing the project testing. I would budget $15,000.00 VF$2 . SUMMARY Construction Management, Full time Inspection, Document Control Budget $102,480.00 Testing budget =k== $15,000.00 Total budget Revised 5-1-19 $117,480.00 E�erience is everything and our team has it! Selecting Magnan Consulting Services, Inc. (MCSI) will guarantee professional, experienced, and reliable services in the field and in the office throughout the project duration. EXHIBIT B INSURANCE REQUIREMENTS FOR CONSULTANT SERVICES AGREEMENTS Insurance The Consultant shall procure and maintain for the duration of the Agreement, insurance against claims for injuries to persons or damage to property which may arise from or in connection with the performance of the work hereunder by the Consultant, their agents, representatives, employees or subcontractors. A. Minimum Scope of Insurance Consultant shall obtain insurance of the types described below: 1. Automobile Liability insurance covering all owned, non-owned, hired and leased vehicles. Coverage shall be written on Insurance Services Office (ISO) form CA 00 01 or a substitute form providing equivalent liability coverage. If necessary, the policy shall be endorsed to provide contractual liability coverage. 2. Commercial General Liability insurance shall be written on ISO occurrence form CG 00 01. The City shall be named as an Additional Insured under the Consultant's Commercial General Liability insurance policy with respect to the work performed for the City using ISO additional insured endorsement CG 20 10 11 85 or a substitute endorsement providing equivalent coverage. 3. Workers' Compensation coverage as required by the Industrial Insurance laws of the State of Washington. B. Minimum Amounts of Insurance Consultant shall maintain the following insurance limits: 1. Automobile Liability insurance with a minimum combined single limit for bodily injury and property damage of $1,000,000 per accident. 2. Commercial General Liability insurance shall be written with limits no less than $2,000,000 each occurrence, $2,000,000 general aggregate. EXHIBIT B (Continued) C. Other Insurance Provisions The insurance policies are to contain, or be endorsed to contain, the following provisions for Automobile Liability and Commercial General Liability insurance: 1. The Consultant's insurance coverage shall be primary insurance as respect the City. Any Insurance, self-insurance, or insurance pool coverage maintained by the City shall be excess of the Consultant's insurance and shall not contribute with it. 2. The Consultant's insurance shall be endorsed to state that coverage shall not be cancelled by either party, except after thirty (30) days prior written notice by certified mail, return receipt requested, has been given to the City. 3. The City of Kent shall be named as an additional insured on all policies (except Professional Liability) as respects work performed by or on behalf of the Consultant and a copy of the endorsement naming the City as additional insured shall be attached to the Certificate of Insurance. The City reserves the right to receive a certified copy of all required insurance policies. The Consultant's Commercial General Liability insurance shall also contain a clause stating that coverage shall apply separately to each insured against whom claim is made or suit is brought, except with respects to the limits of the insurer's liability. D. Acceptability of Insurers Insurance is to be placed with insurers with a current A.M. Best rating of not less than ANII. E. Verification of Coverage Consultant shall furnish the City with original certificates and a copy of the amendatory endorsements, including but not necessarily limited to the additional insured endorsement, evidencing the insurance requirements of the Consultant before commencement of the work. F. Subcontractors Consultant shall include all subcontractors as insureds under its policies or shall furnish separate certificates and endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the same insurance requirements as stated herein for the Consultant. THE HARTFORD BUSINESS SERVICE CENTER THE 3600 WISEMAN BLVD HARTFORD SAN ANTONIO TX 78251 March 12, 2019 City of Kent 220 4TH AVE S KENT WA 98032-5838 Account Information: �Q Contact Us PolicyHolder Details : TOM MAGNAN DBA MAGNAN CONSULTING SERVICES, INC. Business Service Center Business Hours: Monday - Friday (7AM -7PM Central Standard Time) Phone: (866)467-8730 Fax: (888)443-6112 Email: agency.services(aD_thehartford.com Website: https://business.thehartford.com Enclosed please find a Certificate Of Insurance for the above referenced Policyholder. Please contact us if you have any questions or concerns. Sincerely, Your Hartford Service Team WLTRO05 CERTIFICATE OF LIABILITY INSURANCE DATE(MMIDD/YYYY) 03/12/2019 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 SUBROGATIONIS 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 PROPEL INSURANCE/PHS NAME: 52819943 (A/C,No,E#):PHONE (866)467-8730 FAX No).(888)443-6112 The Hartford Business Service Center 3600 Wiseman Blvd E-MAIL San Antonio,TX 78265 ADDRESS INSURER(S)AFFORDING COVERAGE NAIC# INSURED INSURER A: The Hartford Casualty Insurance Company 29424 TOM MAGNAN DBA MAGNAN CONSULTING SERVICES, INC. INSURER B: 12423 151 STAVE E INSURER C PUYALLUP ,WA 98374-2526 INSURER D INSURER E 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 TYPE OF INSURANCE ADDL SUBR POLICY NUMBER POLICY EFF POLICY EXP LIMITS LTR INSR WVD MM/DD/YYYY MM/DD/YYYY COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $2,000,000 CLAIMS-MADE-OCCUR DAMAGE TO RENTED $300 000 PREMISES Ea occurrence X General Liability MED EXP(Any one person) $10,000 A X 52 SBA RX5822 03/08/2019 03/08/2020 PERSONAL&ADV INJURY $2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $4,000,000 POLICY X PRO- ❑LOC PRODUCTS-COMP/OPAGG $4,000,000 JECT OTHER: AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $2,000,000 Ea accident ANY AUTO BODILY INJURY(Per person) A ALL OWNED SCHEDULED 52 SBA RX5822 03/08/2019 03/08/2020 BODILY INJURY(Per accident) AUTOS AUTOS HIRED NON-OWNED PROPERTY DAMAGE X AUTOS X AUTOS (Per accident) X UMBRELLA LIAB X OCCUR EACH OCCURRENCE $1,000,000 EXCESS LIAB CLAIMS- A MADE 52 SBA RX5822 03/08/2019 03/08/2020 AGGREGATE $1,000,000 DED X RETENTION$10,000 WORKERS COMPENSATION PER OTH- AND EMPLOYERS'LIABILITY STATUTE ER ANY YIN E.L.EACH ACCIDENT $1,000,000 A PROPRIETOR/PARTNER/EXECUTIVE NIA 52 SBA RX5822 03/08/2019 03/08/2020 OFFICER/MEMBER EXCLUDED? E.L.DISEASE-EA EMPLOYEE $1,000,000 (Mandatory in NH) If yes,describe under E.L.DISEASE-POLICY LIMIT $1,000,000 FM SCRIPTION OF OPERATIONS below A P STPGP LMTD 52 SBA RX5822 03/08/2019 03/08/2020 $1,OO$1,0 0,0000,000/ $1,000,000 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached if more space is required) Those usual to the Insured's Operations.Please see Additional Remarks Schedule Acord Form 101 attached. CERTIFICATE HOLDER CANCELLATION City of Kent SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED 220 4TH AVE S BEFORE THE EXPIRATION DATE THEREOF,NOTICE WILL BE DELIVERED KENT WA 98032-5838 IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE ©1988-2015 ACORD CORPORATION.All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD AGENCY CUSTOMER ID: LOC#: ADDITIONAL REMARKS SCHEDULE Page 2 of 2 AGENCY NAMED INSURED PROPEL INSURANCE/PHS MAGNAN CONSULTING SERVICES, INC POLICY NUMBER 12423 151 STAVE E PUYALLUP WA 98374 SEE ACORD 25 CARRIER NAIC CODE SEE ACORD 25 EFFECTIVE DATE:SEE ACORD 25 ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM FORM NUMBER: ACORD 25 FORM TITLE: CERTIFICATE OF LIABILITY INSURANCE Certificate holder is an additional insured per the Business Liability Coverage Form SS0008 and the Hired Auto and Non Owned Auto Endorsement SSO438, attached to this policy. Contractual Liability applies per the Business Liability Coverage Form SS0008, attached to this policy. Coverage is provided for all operations of the named insured per the Business Liability Coverage Form SS0008, attached to this policy. General Liability aggregate limits apply per project per endorsement SSO433, attached to this policy. Employment Practices Liability Insurance 52SBARX5822 Dates 03/08/2019-03/08/2019 Limits Each Claim $5,000/$5,000 Limit. Professional Liability E0000032738-03 Dates 3/1/2019-3/1/2020 Limits per claim $1,000,000 /$1,000,000 per aggregate. J ACORD 101 (2014/01) ©2014 ACORD CORPORATION.All rights reserved. The ACORD name and logo are registered marks of ACORD BUSINESS LIABILITY COVERAGE FORM Form SS 00 08 04 05 © 2005, The Hartford QUICK REFERENCE BUSINESS LIABILITY COVERAGE FORM READ YOUR POLICY CAREFULLY BUSINESS LIABILITY COVERAGE FORM Beginning on Page A. COVERAGES 1 Business Liability 1 Medical Expenses 2 Coverage Extension -Supplementary Payments 2 B. EXCLUSIONS 3 C. WHO IS AN INSURED 10 D. LIABILITY AND MEDICAL EXPENSES LIMITS OF INSURANCE 14 E. LIABILITY AND MEDICAL EXPENSES GENERAL CONDITIONS 15 1. Bankruptcy 15 2. Duties In The Event Of Occurrence, Offense, Claim Or Suit 15 3. Financial Responsibility Laws 16 4. Legal Action Against Us 16 5. Separation Of Insureds 16 6. Representations 16 7. Other Insurance 16 8. Transfer Of Rights Of Recovery Against Others To Us 17 F. OPTIONAL ADDITIONAL INSURED COVERAGES 18 Additional Insureds 18 G. LIABILITY AND MEDICAL EXPENSES DEFINITIONS 20 Form SS 00 08 04 05 BUSINESS LIABILITY COVERAGE FORM Various provisions in this policy restrict coverage. Read the entire policy carefully to determine rights, duties and what is and is not covered. Throughout this policy the words "you" and "your" refer to the Named Insured shown in the Declarations. The words "we", "us" and "our" refer to the stock insurance company member of The Hartford providing this insurance. The word "insured" means any person or organization qualifying as such under Section C. -Who Is An Insured. Other words and phrases that appear in quotation marks have special meaning. Refer to Section G. - Liability And Medical Expenses Definitions. A. COVERAGES (a) The "bodily injury" or "property 1. BUSINESS LIABILITY COVERAGE (BODILY damage" is caused by an INJURY, PROPERTY DAMAGE, PERSONAL "occurrence" that takes place in the AND ADVERTISING INJURY) "coverage territory"; Insuring Agreement (b) The "bodily injury" or "property a. We will a those sums that the insured damage" occurs during the policy pay period; and becomes legally obligated to pay as (c) Prior to the policy period, no insured damages because of "bodily injury", listed under Paragraph 1. of Section "property damage" or "personal and C. — Who Is An Insured and no advertising injury" to which this insurance "employee"authorized by you to give applies. We will have the right and duty to or receive notice of an "occurrence" defend the insured against any "suit" or claim, knew that the "bodily injury" seeking those damages. However, we will or "property damage" had occurred, have no duty to defend the insured against in whole or in part. If such a listed any "suit" seeking damages for "bodily insured or authorized "employee" injury", "property damage" or "personal and knew, prior to the policy period, that advertising injury" to which this insurance does not apply. the "bodily injury" or "property pp y damage" occurred, then any We may, at our discretion, investigate any continuation, change or resumption "occurrence" or offense and settle any claim of such "bodily injury" or "property or"suit"that may result. But: damage" during or after the policy (1) The amount we will pay for damages is period will be deemed to have been limited as described in Section D. - known prior to the policy period. Liability And Medical Expenses Limits (2) To "personal and advertising injury" Of Insurance, and caused by an offense arising out of your (2) Our right and duty to defend ends when business, but only if the offense was we have used up the applicable limit of committed in the "coverage territory" insurance in the payment of judgments, during the policy period. settlements or medical expenses to which c. "Bodily injury" or "property damage" will be this insurance applies. deemed to have been known to have No other obligation or liability to pay sums or occurred at the earliest time when any perform acts or services is covered unless insured listed under Paragraph 1. of Section explicitly provided for under Coverage C. — Who Is An Insured or any "employee" Extension-Supplementary Payments. authorized by you to give or receive notice b. This insurance applies: of an "occurrence"or claim: (1) To "bodily injury" and "property (1) Reports all, or any part, of the "bodily damage"only if: injury" or "property damage" to us or any other insurer; Form SS 00 08 04 05 Page 1 of 24 © 2005, The Hartford BUSINESS LIABILITY COVERAGE FORM (2) Receives a written or verbal demand or b. We will make these payments regardless of claim for damages because of the "bodily fault. These payments will not exceed the injury"or"property damage"; or applicable limit of insurance. We will pay (3) Becomes aware by any other means that reasonable expenses for: "bodily injury" or "property damage" has (1) First aid administered at the time of an occurred or has begun to occur. accident, d. Damages because of "bodily injury" include (2) Necessary medical, surgical, x-ray and damages claimed by any person or dental services, including prosthetic organization for care, loss of services or devices, and death resulting at any time from the "bodily (3) Necessary ambulance, hospital, injury". professional nursing and funeral e. Incidental Medical Malpractice services. (1) "Bodily injury" arising out of the 3. COVERAGE EXTENSION - rendering of or failure to render SUPPLEMENTARY PAYMENTS professional health care services as a a. We will pay, with respect to any claim or physician, dentist, nurse, emergency "suit" we investigate or settle, or any "suit" medical technician or paramedic shall against an insured we defend: be deemed to be caused by an "occurrence", but only if: (1) All expenses we incur. (a) The physician, dentist, nurse, (2) Up to $1,000 for the cost of bail bonds emergency medical technician or required because of accidents or traffic paramedic is employed by you to law violations arising out of the use of provide such services, and any vehicle to which Business Liability (b) You are not engaged in the Coverage for"bodily injury" applies. We do not have to furnish these bonds. business or occupation of providing such services. (3) The cost of appeal bonds or bonds to (2) For the purpose of determining the release attachments, but only for bond amounts within the applicable limit of limits of insurance for incidental medical insurance. We do not have to furnish malpractice, any act or omission these bonds. together with all related acts or omissions in the furnishing of these (4) All reasonable expenses incurred by the services to any one person will be insured at our request to assist us in the considered one"occurrence". investigation or defense of the claim or 2. MEDICAL EXPENSES "suit", including actual loss of earnings up to $500 a day because of time off Insuring Agreement from work. a. We will pay medical expenses as described (5) All costs taxed against the insured in below for "bodily injury" caused by an the"suit". accident: (6) Prejudgment interest awarded against (1) On premises you own or rent; the insured on that part of the judgment (2) On ways next to premises you own or we pay. If we make an offer to pay the rent, or applicable limit of insurance, we will not (3) Because of your operations, pay any prejudgment interest based on that period of time after the offer. provided that: (7) All interest on the full amount of any (1) The accident takes place in the judgment that accrues after entry of the "coverage territory" and during the judgment and before we have paid, policy period; offered to pay, or deposited in court the (2) The expenses are incurred and reported part of the judgment that is within the to us within three years of the date of applicable limit of insurance. the accident, and Any amounts paid under (1) through (7) (3) The injured person submits to above will not reduce the limits of insurance. examination, at our expense, by physicians of our choice as often as we reasonably require. Page 2 of 24 Form SS 00 08 04 05 BUSINESS LIABILITY COVERAGE FORM b. If we defend an insured against a "suit" So long as the above conditions are met, and an indemnitee of the insured is also attorneys' fees incurred by us in the named as a party to the "suit", we will defense of that indemnitee, necessary defend that indemnitee if all of the litigation expenses incurred by us and following conditions are met: necessary litigation expenses incurred (1) The "suit" against the indemnitee by the indemnitee at our request will be seeks damages for which the insured paid as Supplementary Payments. has assumed the liability of the Notwithstanding the provisions of indemnitee in a contract or agreement Paragraph 1.b.(b) of Section B. — that is an "insured contract"; Exclusions, such payments will not be (2) This insurance applies to such liability deemed to be damages for "bodily assumed by the insured, injury" and "property damage" and will (3) The obligation to defend, or the cost of not reduce the Limits of Insurance. the defense of, that indemnitee, has Our obligation to defend an insured's also been assumed by the insured in indemnitee and to pay for attorneys' fees the same "insured contract", and necessary litigation expenses as (4) The allegations in the "suit" and the Supplementary Payments ends when. information we know about the (1) We have used up the applicable limit "occurrence" are such that no conflict of insurance in the payment of appears to exist between the interests judgments or settlements, or of the insured and the interest of the (2) The conditions set forth above, or the indemnitee; terms of the agreement described in (5) The indemnitee and the insured ask Paragraph (6)above, are no longer met. us to conduct and control the defense B. EXCLUSIONS of that indemnitee against such "suit" 1. Applicable To Business Liability Coverage and agree that we can assign the same counsel to defend the insured This insurance does not apply to: and the indemnitee; and a. Expected Or Intended Injury (6) The indemnitee: (1) "Bodily injury" or "property damage" (a) Agrees in writing to: expected or intended from the (i) Cooperate with us in the standpoint of the insured. This investigation, settlement or exclusion does not apply to "bodily defense of the"suit"; injury" or "property damage" resulting from the use of reasonable force to (i i) Immediately send us copies of protect persons or property; or any demands, notices, (2) "Personal and advertising injury" arising summonses or legal papers out of an offense committed by, at the received in connection with direction of or with the consent or the "suit"; acquiescence of the insured with the (iii) Notify any other insurer whose expectation of inflicting "personal and coverage is available to the advertising injury". indemnitee; and b. Contractual Liability (iv) Cooperate with us with ( )1 "Bodily "property dams a"; or respect to coordinating other in Ju ry or g applicable insurance available (2) "Personal and advertising injury" to the indemnitee; and for which the insured is obligated to pay (b) Provides us with written damages by reason of the assumption of authorization to: liability in a contract or agreement. (i) Obtain records and other This exclusion does not apply to liability information related to the for damages because of: "suit", and (a) "Bodily injury", "property damage"or (ii) Conduct and control the "personal and advertising injury"that defense of the indemnitee in the insured would have in the such "suit". absence of the contract or agreement, or Form SS 00 08 04 05 Page 3 of 24 'BUSINESS LIABILITY COVERAGE FORM (b) "Bodily injury" or"property damage" (b) Performing duties related to the assumed in a contract or agreement conduct of the insured's business, or that is an "insured contract", (2) The spouse, child, parent, brother or provided the "bodily injury" or sister of that "employee" as a "property damage" occurs consequence of(1) above. subsequent to the execution of the This exclusion applies: contract or agreement. Solely for the purpose of liability assumed in (1) Whether the insured may be liable as an "insured contract", reasonable an employer or in any other capacity; attorneys' fees and necessary and litigation expenses incurred by or for (2) To any obligation to share damages a party other than an insured are with or repay someone else who must deemed to be damages because of pay damages because of the injury. "bodily injury" or "property damage" This exclusion does not apply to liability provided: assumed by the insured under an "insured (i) Liability to such party for, or for contract". the cost of, that party's defense f. Pollution has also been assumed in the same"insured contract", and (1) "Bodily injury", "property damage" or "personal and advertising injury" (ii) Such attorneys' fees and arising out of the actual, alleged or litigation expenses are for threatened discharge, dispersal, defense of that party against a seepage, migration, release or escape civil or alternative dispute of"pollutants": resolution proceeding in which damages to which this (a) At or from any premises, site or insurance applies are alleged. location which is or was at any c. Liquor Liability time owned or occupied by, or rented or loaned to any insured. "Bodily injury" or "property damage" for However, this subparagraph does which any insured may be held liable by not apply to: reason of: (i) "Bodily injury" if sustained within (1) Causing or contributing to the a building and caused by intoxication of any person, smoke, fumes, vapor or soot (2) The furnishing of alcoholic beverages to produced by or originating from a person under the legal drinking age or equipment that is used to heat, under the influence of alcohol; or cool or dehumidify the building, (3) Any statute, ordinance or regulation or equipment that is used to relating to the sale, gift, distribution or heat water for personal use, by use of alcoholic beverages. the building's occupants or their guests, This exclusion applies only if you are in the (i i) "Bodilyinjury" "property business of manufacturing, distributing, ( ) g ry or "p pert y selling, serving or furnishing alcoholic damage" for which you may be beverages. held liable; if you are a contractor and the owner or d. Workers' Compensation And Similar lessee of such premises, site or Laws location has been added to your Any obligation of the insured under a policy as an additional insured workers' compensation, disability benefits with respect to your ongoing or unemployment compensation law or operations performed for that any similar law. additional insured at that e. Employer's Liability premises, site or location and "Bodily injury"to: such premises, site or location (1) An "employee" of the insured arising is not and never was owned or out of and in the course of: occupied by, or rented or loaned to, any insured, other (a) Employment by the insured; or than that additional insured; or Page 4 of 24 Form SS 00 08 04 05 BUSINESS LIABILITY COVERAGE FORM (iii) "Bodily injury" or "property released as part of the damage" arising out of heat, operations being performed smoke or fumes from a by such insured, contractor or "hostile fire", subcontractor, (b) At or from any premises, site or (iii) "Bodily injury" or "property location which is or was at any damage" sustained within a time used by or for any insured or building and caused by the others for the handling, storage, release of gases, fumes or disposal, processing or treatment vapors from materials brought of waste, into that building in connection (c) Which are or were at any time with operations being performed transported, handled, stored, by you or on your behalf by a treated, disposed of, or processed contractor or subcontractor; or as waste by or for: (iii) "Bodily injury" or "property (i) Any insured, or damage" arising out of heat, (ii) Any person or organization for smoke or fumes from a"hostile fire"; or whom you may be legally responsible, (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 location on which any insured or working directly or indirectly on any any contractors or subcontractors insured's behalf are performing working directly or indirectly on operations if the operations are to any insured's behalf are test for, monitor, clean up, remove, performing operations if the contain, treat, detoxify or neutralize, "pollutants" are brought on or to or in any way respond to, or assess the premises, site or location in the effects of, "pollutants". connection with such operations by such insured, contractor or (2) Any loss, cost or expense arising out subcontractor. However, this of any: subparagraph does not apply to: (a) Request, demand, order or statutory (i) "Bodily injury" or "property or regulatory requirement that any damage" arising out of the insured or others test for, monitor, escape of fuels, lubricants or clean up, remove, contain, treat, other operating fluids which are detoxify or neutralize, or in any way needed to perform the normal respond to, or assess the effects of, electrical, hydraulic or "pollutants"; or mechanical functions (b) Claim or suit by or on behalf of a necessary for the operation of governmental authority for "mobile equipment"or its parts, damages because of testing for, if such fuels, lubricants or other monitoring, cleaning up, removing, operating fluids escape from a containing, treating, detoxifying or vehicle part designed to hold, neutralizing, or in any way store or receive them. This responding to, or assessing the exception does not apply if the effects of, "pollutants". "bodily injury" or "property However, this paragraph does not damage" arises out of the apply to liability for damages because intentional discharge, dispersal of "property damage" that the insured or release of the fuels, would have in the absence of such lubricants or other operating request, demand, order or statutory or fluids, or if such fuels, regulatory requirement, or such claim lubricants or other operating or "suit" by or on behalf of a fluids are brought on or to the governmental authority. premises, site or location with the intent that they be discharged, dispersed or Form SS 00 08 04 05 Page 5 of 24 131JISINESS LIABILITY COVERAGE FORM g. Aircraft,Auto Or Watercraft (2) The use of "mobile equipment" in, or "Bodily injury" or "property damage" arising while in practice or preparation for, a out of the ownership, maintenance, use or prearranged racing, speed or entrustment to others of any aircraft, "auto" demolition contest or in any stunting or watercraft owned or operated by or rented activity. or loaned to any insured. Use includes i. War operation and "loading or unloading". "Bodily injury", "property damage" or This exclusion applies even if the claims "personal and advertising injury", however against any insured allege negligence or caused, arising, directly or indirectly, out of: other wrongdoing in the supervision, hiring, (1) War, including undeclared or civil war; employment, training or monitoring of others by that insured, if the "occurrence" which (2) Warlike action by a military force, caused the "bodily injury" or "property including action in hindering or defending against an actual or damage" involved the ownership, maintenance, use or entrustment to others of expected attack, by any government, any aircraft, "auto" or watercraft that is sovereign or other authority using owned or operated by or rented or loaned to military personnel or other agents; or any insured. (3) Insurrection, rebellion, revolution, This exclusion does not apply to: usurped power, or action taken by (1) A watercraft while ashore on premises governmental authority in hindering or defending against any of these. you own or rent; j. Professional Services (2) A watercraft you do not own that is: "Bodily injury", "property damage" or (a) Less than 51 feet long; and "personal and advertising injury" arising (b) Not being used to carry persons out of the rendering of or failure to render for a charge, any professional service. This includes (3) Parking an "auto" on, or on the ways but is not limited to: next to, premises you own or rent, (1) Legal, accounting or advertising provided the "auto" is not owned by or services; rented or loaned to you or the insured, (2) Preparing, approving, or failing to (4) Liability assumed under any "insured prepare or approve maps, shop contract" for the ownership, drawings, opinions, reports, surveys, maintenance or use of aircraft or field orders, change orders, designs or watercraft, drawings and specifications, (5) "Bodily injury" or "property damage" (3) Supervisory, inspection, architectural arising out of the operation of any of or engineering activities; the equipment listed in Paragraph f.(2) (4) Medical, surgical, dental, x-ray or or f.(3) of the definition of "mobile nursing services treatment, advice or equipment", or instruction; (6) An aircraft that is not owned by any (5) Any health or therapeutic service insured and is hired, chartered or loaned treatment, advice or instruction; with a paid crew. However, this (6) Any service, treatment, advice or exception does not apply if the insured instruction for the purpose of has any other insurance for such "bodily appearance or skin enhancement, hair injury" or "property damage", whether removal or replacement or personal the other insurance is primary, excess, contingent or on any other basis. grooming; h. Mobile Equipment (7) Optical or hearing aid services including the prescribing, preparation, "Bodily injury" or "property damage" fitting, demonstration or distribution of arising out of: ophthalmic lenses and similar (1) The transportation of"mobile equipment" products or hearing aid devices, by an "auto" owned or operated by or rented or loaned to any insured; or Page 6 of 24 Form SS 00 08 04 05 BUSINESS LIABILITY COVERAGE FORM (8) Optometry or optometric services Paragraphs (1), (3) and (4) of this including but not limited to examination exclusion do not apply to "property of the eyes and the prescribing, damage" (other than damage by fire) to preparation, fitting,demonstration or premises, including the contents of such distribution of ophthalmic lenses and premises, rented to you for a period of 7 or similar products, fewer consecutive days. A separate Limit (9) Any: of Insurance applies to Damage To Premises Rented To You as described in (a) Body piercing (not including ear piercing); Section D. - Limits Of Insurance. b Tattooing, Paragraph (2) of this exclusion does not ( ) g, including but not limited apply if the premises are "your work" and to the insertion of pigments into or under the skin; and were never occupied, rented or held for rental by you. (c) Similar services; Paragraphs (3) and (4) of this exclusion do (10) Services in the practice of pharmacy, not apply to the use of elevators. and Paragraphs (3), (4), (5) and (6) of this (11) Computer consulting, design or exclusion do not apply to liability assumed programming services, including web under a sidetrack agreement. site design. Paragraphs (3) and (4) of this exclusion do Paragraphs (4) and (5) of this exclusion do not apply to "property damage" to not apply to the Incidental Medical borrowed equipment while not being used Malpractice coverage afforded under to perform operations at a job site. Paragraph 1.e. in Section A. -Coverages. Paragraph (6) of this exclusion does not k. Damage To Property apply to "property damage" included in the "Property damage"to: "products-completed operations hazard". (1) Property you own, rent or occupy, 1. Damage To Your Product including any costs or expenses "Property damage" to "your product" incurred by you, or any other person, arising out of it or any part of it. organization or entity, for repair, m. Damage To Your Work replacement, enhancement, restoration or maintenance of such "Property damage" to "your work" arising property for any reason, including out of it or any part of it and included in the prevention of injury to a person or "products-completed operations hazard". damage to another's property; This exclusion does not apply if the (2) Premises you sell, give away or damaged work or the work out of which abandon, if the"property damage"arises the damage arises was performed on your out of any part of those premises, behalf by a subcontractor. (3) Property loaned to you, n. Damage To Impaired Property Or (4) Personal property in the care, custody Property Not Physically Injured or control of the insured; "Property damage" to "impaired property" (5) That particular part of real property on or property that has not been physicallyinjured, arising out of: which you or any contractors or subcontractors working directly or (1) A defect, deficiency, inadequacy or indirectly on your behalf are performing dangerous condition in "your product" operations, if the "property damage" or"your work"; or arises out of those operations,or (2) A delay or failure by you or anyone (6) That particular part of any property acting on your behalf to perform a that must be restored, repaired or contract or agreement in accordance replaced because "your work" was with its terms. incorrectly performed on it. This exclusion does not apply to the loss of use of other property arising out of sudden and accidental physical injury to "your product" or "your work" after it has been put to its intended use. Form SS 00 08 04 05 Page 7 of 24 -BUSINESS LIABILITY COVERAGE FORM o. Recall Of Products, Work Or Impaired (c) Title of any literary or artistic work; Property (8) Arising out of an offense committed by Damages claimed for any loss, cost or an insured whose business is: expense incurred by you or others for the (a) Advertising, broadcasting, loss of use, withdrawal, recall, inspection, publishing or telecasting, repair, replacement, adjustment, removal (b) Designing or determining content or disposal of: of web sites for others; or (1) "Your product"; (c) An Internet search, access, (2) "Your work"; or content or service provider. (3) "Impaired property"; However, this exclusion does not if such product, work or property is apply to Paragraphs a., b. and c. withdrawn or recalled from the market or under the definition of "personal and from use by any person or organization advertising injury" in Section G. - because of a known or suspected defect, Liability And Medical Expenses deficiency, inadequacy or dangerous Definitions. condition in it. For the purposes of this exclusion, p. Personal And Advertising Injury placing an "advertisement" for or "Personal and advertising injury": linking to others on your web site, by (1) Arising out of oral, written or electronic itself, is not considered the business publication of material, if done by or at of advertising, broadcasting, the direction of the insured with publishing or telecasting; knowledge of its falsity, (9) Arising out of an electronic chat room (2) Arising out of oral, written or electronic or bulletin board the insured hosts, publication of material whose first owns, or over which the insured publication took place before the exercises control; beginning of the policy period, (10) Arising out of the unauthorized use of (3) Arising out of a criminal act committed another's name or product in your e-mail by or at the direction of the insured, address, domain name or metatags, or any other similar tactics to mislead (4) Arising out of any breach of contract, another's potential customers; except an implied contract to use (11) Arising out of the violation of a another's "advertising idea" in your "advertisement"; person's right of privacy created by any state or federal act. (5) Arising out of the failure of goods, However, this exclusion does not products or services to conform with apply to liability for damages that the any statement of quality or insured would have in the absence of performance made in your "advertisement"; such state or federal act; (6) Arising out of the wrong description of (12) Arising out of: the price of goods, products or services, (a) An "advertisement" for others on (7) Arising out of any violation of any your web site; intellectual property rights such as (b) Placing a link to a web site of copyright, patent, trademark, trade others on your web site, name, trade secret, service mark or (c) Content from a web site of others other designation of origin or displayed within a frame or border authenticity. on your web site. Content includes However, this exclusion does not information, code, sounds, text, apply to infringement, in your graphics or images;or "advertisement", of (d) Computer code, software or (a) Copyright, programming used to enable: (b) Slogan, unless the slogan is also (i) Your web site; or a trademark, trade name, service (ii) The presentation or functionality mark or other designation of origin of an "advertisement" or other or authenticity; or content on your web site; Page 8 of 24 Form SS 00 08 04 05 BUSINESS LIABILITY COVERAGE FORM (13) Arising out of a violation of any anti- (a) May be awarded or incurred by trust law, reason of any claim or suit (14) Arising out of the fluctuation in price or alleging actual or threatened injury value of any stocks, bonds or other or damage of any nature or kind to securities; or persons or property which would (15) Arising out of discrimination or not have occurred in whole or inpart but for the "asbestos hazard"; humiliation committed by or at the direction of any "executive officer", (b) Arise out of any request, demand, director, stockholder, partner or order or statutory or regulatory member of the insured. requirement that any insured or others test for, monitor, clean up, q. Electronic Data remove, encapsulate, contain, Damages arising out of the loss of, loss of treat, detoxify or neutralize or in use of, damage to, corruption of, inability any way respond to or assess the to access, or inability to manipulate effects of an "asbestos hazard"; or "electronic data". (c) Arise out of any claim or suit for r. Employment-Related Practices damages because of testing for, "Bodily injury" or"personal and advertising monitoring, cleaning up, removing, injury"to: encapsulating, containing, treating, (1) A person arising out of any: detoxifying or neutralizing or in any way responding to or assessing the (a) Refusal to employ that person; effects of an"asbestos hazard". (b) Termination of that person's t. Violation Of Statutes That Govern E- employment; or Mails, Fax, Phone Calls Or Other (c) Employment-related practices, Methods Of Sending Material Or policies, acts or omissions, such as Information coercion, demotion, evaluation, "Bodily injury", "property damage", or reassignment, discipline, "personal and advertising injury" arising defamation, harassment, humiliation directly or indirectly out of any action or or discrimination directed at that omission that violates or is alleged to person, or violate: (2) The spouse, child, parent, brother or (1) The Telephone Consumer Protection sister of that person as a Act (TCPA), including any amendment consequence of "bodily injury" or of or addition to such law; "personal and advertising injury" to the (2) The CAN-SPAM Act of 2003, including person at whom any of the any amendment of or addition to such employment-related practices law, or described in Paragraphs (a), (b), or(c) above is directed. (3) Any statute, ordinance or regulation, This exclusion applies: other than the TCPA or CAN-SPAM Act of 2003, that prohibits or limits the (1) Whether the insured may be liable as sending, transmitting, communicating or an employer or in any other capacity, distribution of material or information. and Damage To Premises Rented To You — (2) To any obligation to share damages Exception For Damage By Fire, Lightning with or repay someone else who must or Explosion pay damages because of the injury. Exclusions c. through h. and k. through o. do s. Asbestos not apply to damage by fire, lightning or (1) "Bodily injury", "property damage" or explosion to premises rented to you or "personal and advertising injury" temporarily occupied by you with permission of arising out of the"asbestos hazard". the owner. A separate Limit of Insurance (2) Any damages, judgments, settlements, applies to this coverage as described in loss,costs or expenses that: Section D. - Liability And Medical Expenses Limits Of Insurance. Form SS 00 08 04 05 Page 9 of 24 BUSINESS LIABILITY COVERAGE FORM 2. Applicable To Medical Expenses Coverage e. A trust, you are an insured. Your trustees We will not pay expenses for"bodily injury": are also insureds, but only with respect to their duties as trustees. a. Any Insured To any insured, except"volunteer workers". 2. Each of the following is also an insured: b. Hired Person a. Employees And Volunteer Workers To a person hired to do work for or on behalf Your "volunteer workers" only while of any insured or a tenant of any insured. performing duties related to the conduct of c. Injury On Normally Occupied Premises your business, or your "employees", other than either your "executive officers" (if you To a person injured on that part of are an organization other than a premises you own or rent that the person partnership, joint venture or limited liability normally occupies. company) or your managers (if you are a d. Workers' Compensation And Similar limited liability company), but only for acts Laws within the scope of their employment by To a person, whether or not an you or while performing duties related to "employee" of any insured, if benefits for the conduct of your business. the "bodily injury" are payable or must be However, none of these "employees" or provided under a workers' compensation "volunteer workers" are insureds for: or disability benefits law or a similar law. (1) "Bodily injury" or "personal and e. Athletics Activities advertising injury": To a person injured while practicing, (a) To you, to your partners or instructing or participating in any physical members (if you are a partnership exercises or games, sports or athletic or joint venture), to your members contests. (if you are a limited liability f. Products-Completed Operations Hazard company), or to a cc-"employee" while in the course of his or her Included with the "products-completed employment or performing duties operations hazard". related to the conduct of your g. Business Liability Exclusions business, or to your other Excluded under Business Liability Coverage. "volunteer workers" while performing duties related to the C. WHO IS AN INSURED conduct of your business; 1. If you are designated in the Declarations as: (b) To the spouse, child, parent, a. An individual, you and your spouse are brother or sister of that cc- insureds, but only with respect to the "employee" or that "volunteer conduct of a business of which you are the worker" as a consequence of sole owner. Paragraph (1)(a)above, b. A partnership or joint venture, you are an (c) For which there is any obligation insured. Your members, your partners, and to share damages with or repay their spouses are also insureds, but only with someone else who must pay respect to the conduct of your business. damages because of the injury c. A limited liability company, you are an described in Paragraphs (1)(a) or insured. Your members are also insureds, (b) above, or but only with respect to the conduct of your (d) Arising out of his or her providing business. Your managers are insureds, but or failing to provide professional only with respect to their duties as your health care services. managers. If you are not in the business of d. An organization other than a partnership, providing professional health care joint venture or limited liability company, you services, Paragraph (d) does not apply are an insured. Your"executive officers"and to any nurse, emergency medical directors are insureds, but only with respect technician or paramedic employed by to their duties as your officers or directors. you to provide such services. Your stockholders are also insureds, but only (2) "Property damage"to property: with respect to their liability as stockholders. (a) Owned, occupied or used by, Page 10 of 24 Form SS 00 08 04 05 BUSINESS LIABILITY COVERAGE FORM (b) Rented to, in the care, custody or b. Coverage under this provision does not control of, or over which physical apply to: control is being exercised for any (1) "Bodily injury" or "property damage" purpose by you, any of your that occurred; or "employees", "volunteer workers", any partner or member (if you are (2) "Personal and advertising injury' a partnership or joint venture), or arising out of an offense committed any member (if you are a limited before you acquired or formed the liability company). organization. b. Real Estate Manager 4. Operator Of Mobile Equipment Any person (other than your"employee" or With respect to "mobile equipment" registered in "volunteer worker"), or any organization your name under any motor vehicle registration while acting as your real estate manager. law, any person is an insured while driving such c. Temporary Custodians Of Your equipment along a public highway with your Property permission. Any other person or organization responsible for the conduct of such person is Any person or organization having proper also an insured, but only with respect to liability temporary custody of your property if you arising out of the operation of the equipment, and die, but only: only if no other insurance of any kind is available (1) With respect to liability arising out of the to that person or organization for this liability. maintenance or use of that property; and However, no person or organization is an insured (2) Until your legal representative has with respect to: been appointed. a. "Bodily injury" to a co-"employee" of the d. Legal Representative If You Die person driving the equipment; or Your legal representative if you die, but b. "Property damage" to property owned by, only with respect to duties as such. That rented to, in the charge of or occupied by representative will have all your rights and you or the employer of any person who is duties under this insurance. an insured under this provision. e. Unnamed Subsidiary 5. Operator of Nonowned Watercraft Any subsidiary and subsidiary thereof, of With respect to watercraft you do not own that yours which is a legally incorporated entity is less than 51 feet long and is not being used of which you own a financial interest of to carry persons for a charge, any person is an more than 50% of the voting stock on the insured while operating such watercraft with effective date of this Coverage Part. your permission. Any other person or The insurance afforded herein for any organization responsible for the conduct of subsidiary not shown in the Declarations such person is also an insured, but only with as a named insured does not apply to respect to liability arising out of the operation of the watercraft, and only if no other injury or damage with respect to which an insurance of any kind is available to that insured under this insurance is also an insured under another policy or would be person or organization for this liability. an insured under such policy but for its However, no person or organization is an termination or upon the exhaustion of its insured with respect to: limits of insurance. a. "Bodily injury" to a co-"employee" of the 3. Newly Acquired Or Formed Organization person operating the watercraft; or Any organization you newly acquire or form, b. "Property damage" to property owned by, other than a partnership, joint venture or rented to, in the charge of or occupied by limited liability company, and over which you you or the employer of any person who is maintain financial interest of more than 50% of an insured under this provision. the voting stock, will qualify as a Named 6. Additional Insureds When Required By Insured if there is no other similar insurance Written Contract, Written Agreement Or available to that organization. However: Permit a. Coverage under this provision is afforded The person(s) or organization(s) identified in only until the 180th day after you acquire Paragraphs a. through f. below are additional or form the organization or the end of the insureds when you have agreed, in a written policy period, whichever is earlier; and Form SS 00 08 04 05 Page 11 of 24 -BUSINESS LIABILITY COVERAGE FORM contract, written agreement or because of a (e) Any failure to make such permit issued by a state or political inspections, adjustments, tests or subdivision, that such person or organization servicing as the vendor has be added as an additional insured on your agreed to make or normally policy, provided the injury or damage occurs undertakes to make in the usual subsequent to the execution of the contract or course of business, in connection agreement, or the issuance of the permit. with the distribution or sale of the A person or organization is an additional products; insured under this provision only for that (f) Demonstration, installation, period of time required by the contract, servicing or repair operations, agreement or permit. except such operations performed However, no such person or organization is an at the vendor's premises in connection with the sale of the additional insured under this provision if such product; person or organization is included as an additional insured by an endorsement issued (g) Products which, after distribution by us and made a part of this Coverage Part, or sale by you, have been labeled including all persons or organizations added or relabeled or used as a as additional insureds under the specific container, part or ingredient of any additional insured coverage grants in Section other thing or substance by or for F.—Optional Additional Insured Coverages. the vendor, or a. Vendors (h) "Bodily injury" or "property damage" arising out of the sole Any person(s) or organization(s) (referred to negligence of the vendor for its below as vendor), but only with respect to own acts or omissions or those of "bodily injury" or "property damage" arising its employees or anyone else out of "your products" which are distributed acting on its behalf. However, this or sold in the regular course of the vendor's exclusion does not apply to: business and only if this Coverage Part provides coverage for "bodily injury" or (i) The exceptions contained in "property damage" included within the Subparagraphs (d) or(f); or "products-completed operations hazard". (ii) Such inspections, adjustments, (1) The insurance afforded to the vendor tests or servicing as the vendor is subject to the following additional has agreed to make or normally exclusions: undertakes to make in the usual This insurance does not apply to: course of business, in connection with the distribution (a) "Bodily injury" or "property or sale of the products. damage" for which the vendor is (2) This insurance does not apply to any obligated to pay damages by insured person or organization from reason of the assumption of whom you have acquired such products, liability in a contract or agreement. or any ingredient, part or container, This exclusion does not apply to entering into, accompanying or liability for damages that the containing such products. vendor would have in the absence of the contract or agreement; b. Lessors Of Equipment (b) Any express warranty (1) Any person or organization from unauthorized by you; whom you lease equipment; but only with respect to their liability for "bodily (c) Any physical or chemical change injury", "property damage" or in the product made intentionally "personal and advertising injury" by the vendor; caused, in whole or in part, by your (d) Repackaging, except when maintenance, operation or use of unpacked solely for the purpose of equipment leased to you by such inspection, demonstration, testing, person or organization. or the substitution of parts under instructions from the manufacturer, and then repackaged in the original container; Page 12 of 24 Form SS 00 08 04 05 BUSINESS LIABILITY COVERAGE FORM (2) With respect to the insurance afforded e. Permits Issued By State Or Political to these additional insureds, this Subdivisions insurance does not apply to any (1) Any state or political subdivision, but "occurrence" which takes place after only with respect to operations you cease to lease that equipment. performed by you or on your behalf for c. Lessors Of Land Or Premises which the state or political subdivision (1) Any person or organization from has issued a permit. whom you lease land or premises, but (2) With respect to the insurance afforded only with respect to liability arising out to these additional insureds, this of the ownership, maintenance or use insurance does not apply to: of that part of the land or premises (a) "Bodily injury", "property damage" leased to you. or "personal and advertising (2) With respect to the insurance afforded injury" arising out of operations to these additional insureds, this performed for the state or insurance does not apply to: municipality; or (a) Any "occurrence" which takes (b) "Bodily injury" or"property damage" place after you cease to lease that included within the "products- land or be a tenant in that completed operations hazard". premises; or f. Any Other Party (b) Structural alterations, new (1) Any other person or organization who construction or demolition is not an insured under Paragraphs a. operations performed by or on through e. above, but only with behalf of such person or respect to liability for "bodily injury", organization. "property damage" or "personal and d. Architects, Engineers Or Surveyors advertising injury" caused, in whole or (1) Any architect, engineer, or surveyor, but in part, by your acts or omissions or only with respect to liability for "bodily the acts or omissions of those acting injury", "property damage" or "personal on your behalf: and advertising injury" caused, in whole (a) In the performance of your or in part, by your acts or omissions or ongoing operations; the acts or omissions of those acting on b your behalf: ( ) In connection with your premises owned by or rented to you; or (a) In connection with your premises; (c) In connection with "your work"and or included within the "products- (b) In the performance of your completed operations hazard", but ongoing operations performed by only if you or on your behalf. (i) The written contract or written (2) With respect to the insurance afforded agreement requires you to to these additional insureds, the provide such coverage to following additional exclusion applies: such additional insured; and This insurance does not apply to (ii) This Coverage Part provides "bodily injury", "property damage" or coverage for "bodily injury" or "personal and advertising injury" "property damage" included arising out of the rendering of or the within the "products- failure to render any professional completed operations hazard". services by or for you, including: (2) With respect to the insurance afforded (a) The preparing, approving, or to these additional insureds, this failure to prepare or approve, insurance does not apply to: maps, shop drawings, opinions, "Bodily injury", "property damage" or reports, surveys, field orders, "personal and advertising injury" change orders, designs or arising out of the rendering of, or the drawings and specifications; or failure to render, any professional (b) Supervisory, inspection, architectural, engineering or surveying architectural or engineering services, including.- activities. Form SS 00 08 04 05 Page 13 of 24 BUSINESS LIABILITY COVERAGE FORM (a) The preparing, approving, or This General Aggregate limit does not failure to prepare or approve, apply to "property damage" to premises maps, shop drawings, opinions, while rented to you or temporarily reports, surveys, field orders, occupied by you with permission of the change orders, designs or owner, arising out of fire, lightning or drawings and specifications; or explosion. (b) Supervisory, inspection, 3. Each Occurrence Limit architectural or engineering Subject to 2.a. or 2.b above, whichever activities. applies, the most we will pay for the sum of all The limits of insurance that apply to additional damages because of all "bodily injury", insureds are described in Section D. — Limits "property damage" and medical expenses Of Insurance. arising out of any one "occurrence" is the How this insurance applies when other Liability and Medical Expenses Limit shown in insurance is available to an additional insured the Declarations. is described in the Other Insurance Condition The most we will pay for all medical expenses in Section E. — Liability And Medical Expenses because of "bodily injury" sustained by any General Conditions. one person is the Medical Expenses Limit No person or organization is an insured with shown in the Declarations. respect to the conduct of any current or past 4. Personal And Advertising Injury Limit partnership, joint venture or limited liability Subject to 2.b. above, the most we will pay for company that is not shown as a Named Insured in the sum of all damages because of all the Declarations. "personal and advertising injury" sustained by D. LIABILITY AND MEDICAL EXPENSES any one person or organization is the Personal LIMITS OF INSURANCE and Advertising Injury Limit shown in the Declarations. 1. The Most We Will Pay 5. Damage To Premises Rented To You Limit The Limits of Insurance shown in the Declarations and the rules below fix the most The Damage To Premises Rented To You we will pay regardless of the number of: Limit is the most we will pay under Business Liability Coverage for damages because of a. Insureds; "property damage" to any one premises, while b. Claims made or"suits" brought; or rented to you, or in the case of damage by fire, c. Persons or organizations making claims or lightning or explosion, while rented to you or bringing "suits". temporarily occupied by you with permission of 2. Aggregate Limits the owner. The most we will pay for: In the case of damage by fire, lightning or explosion, the Damage to Premises Rented To a. Damages because of "bodily injury" and You Limit applies to all damage proximately "property damage" included in the caused by the same event, whether such "products-completed operations hazard" is damage results from fire, lightning or explosion the Products-Completed Operations or any combination of these. Aggregate Limit shown in the 6. How Limits Apply To Additional Insureds Declarations. b. Damages because of all other "bodily The most we will pay on behalf of a person or injury", "property damage" or "personal organization who is an additional insured and advertising injury", including medical under this Coverage Part is the lesser of: expenses, is the General Aggregate Limit a. The limits of insurance specified in a shown in the Declarations. written contract, written agreement or This General Aggregate Limit applies permit issued by a state or political separately to each of your "locations" subdivision; or owned by or rented to you. b. The Limits of Insurance shown in the "Location" means premises involving the Declarations. same or connecting lots, or premises Such amount shall be a part of and not in whose connection is interrupted only by a addition to the Limits of Insurance shown in street, roadway or right-of-way of a the Declarations and described in this Section. railroad. Page 14 of 24 Form SS 00 08 04 05 BUSINESS LIABILITY COVERAGE FORM If more than one limit of insurance under this (1) Immediately send us copies of any policy and any endorsements attached thereto demands, notices, summonses or applies to any claim or "suit", the most we will pay legal papers received in connection under this policy and the endorsements is the with the claim or"suit", single highest limit of liability of all coverages (2) Authorize us to obtain records and applicable to such claim or "suit". However, this other information; paragraph does not apply to the Medical Expenses limit set forth in Paragraph 3. above. (3) Cooperate with us in the investigation, settlement of the claim or defense The Limits of Insurance of this Coverage Part apply against the"suit` and separately to each consecutive annual period and to (4) Assist us, upon our request, in the any remaining period of less than 12 months, starting enforcement of any right against any with the beginning of the policy period shown in the person or organization that may be Declarations, unless the policy period is extended liable to the insured because of injury after issuance for an additional period of less than 12 or damage to which this insurance months. In that case, the additional period will be may also apply. deemed part of the last preceding period for purposes of determining the Limits of Insurance. d. Obligations At The Insured's Own Cost E. LIABILITY AND MEDICAL EXPENSES No insured will, except at that insured's own GENERAL CONDITIONS cost, voluntarily make a payment, assume any obligation, or incur any expense, other 1. Bankruptcy than for first aid,without our consent. Bankruptcy or insolvency of the insured or of e. Additional Insured's Other Insurance the insured's estate will not relieve us of our If we cover a claim or "suit" under this obligations under this Coverage Part. Coverage Part that may also be covered 2. Duties In The Event Of Occurrence, by other insurance available to an Offense, Claim Or Suit additional insured, such additional insured a. Notice Of Occurrence Or Offense must submit such claim or "suit" to the other insurer for defense and indemnity. You or any additional insured must see to it that we are notified as soon as However, this provision does not apply to practicable of an "occurrence" or an the extent that you have agreed in a offense which may result in a claim. To written contract, written agreement or the extent possible, notice should include: permit that this insurance is primary and non-contributory with the additional (1) How, when and where the "occurrence" insured's own insurance. or offense took place; f. Knowledge Of An Occurrence, Offense, (2) The names and addresses of any Claim Or Suit injured persons and witnesses; and Paragraphs a. and b. apply to you or to (3) The nature and location of any injury any additional insured only when such or damage arising out of the "occurrence", offense, claim or "suit" is "occurrence" or offense. known to: b. Notice Of Claim (1) You or any additional insured that is If a claim is made or "suit" is brought an individual; against any insured, you or any additional (2) Any partner, if you or an additional insured must: insured is a partnership; (1) Immediately record the specifics of the (3) Any manager, if you or an additional claim or "suit" and the date received; insured is a limited liability company; and (4) Any "executive officer" or insurance (2) Notify us as soon as practicable. manager, if you or an additional You or any additional insured must see to insured is a corporation; it that we receive a written notice of the (5) Any trustee, if you or an additional claim or"suit"as soon as practicable, insured is a trust; or c. Assistance And Cooperation Of The 6 An elected or a Insured ( ) Y appointed official, if you or an additional insured is a political You and any other involved insured must: subdivision or public entity. Form SS 00 08 04 05 Page 15 of 24 •BUSINESS LIABILITY COVERAGE FORM This Paragraph f. applies separately to (3) We have issued this policy in reliance you and any additional insured. upon your representations. 3. Financial Responsibility Laws b. Unintentional Failure To Disclose a. When this policy is certified as proof of Hazards financial responsibility for the future under If unintentionally you should fail to disclose the provisions of any motor vehicle all hazards relating to the conduct of your financial responsibility law, the insurance business at the inception date of this provided by the policy for "bodily injury" Coverage Part, we shall not deny any liability and "property damage" liability will coverage under this Coverage Part comply with the provisions of the law to because of such failure. the extent of the coverage and limits of 7. Other Insurance insurance required by that law. If other valid and collectible insurance is b. With respect to "mobile equipment" to available for a loss we cover under this which this insurance applies, we will Coverage Part, our obligations are limited as provide any liability, uninsured motorists, follows: underinsured motorists, no-fault or other coverage required by any motor vehicle a. Primary Insurance law. We will provide the required limits for This insurance is primary except when b. those coverages. below applies. If other insurance is also 4. Legal Action Against Us primary, we will share with all that other No person or organization has a right under insurance by the method described in c. this Coverage Form: below. a. To join us as a party or otherwise bring us b. Excess Insurance into a "suit" asking for damages from an This insurance is excess over any of the insured; or other insurance, whether primary, excess, b. To sue us on this Coverage Form unless contingent or on any other basis: all of its terms have been fully complied (1) Your Work with. That is Fire, Extended Coverage, A person or organization may sue us to recover Builder's Risk, Installation Risk or on an agreed settlement or on a final judgment similar coverage for"your work"; against an insured, but we will not be liable for (2) Premises Rented To You damages that are not payable under the terms of this insurance or that are in excess of the That is fire, lightning or explosion applicable limit of insurance. An agreed insurance for premises rented to you or temporarily occupied by you with settlement means a settlement and release of liability signed by us, the insured and the permission of the owner; claimant or the claimant's legal representative. (3) Tenant Liability 5. Separation Of Insureds That is insurance purchased by you to Except with respect to the Limits of Insurance, cover your liability as a tenant for and any rights or duties specifically assigned "property damage" to premises rented in this policy to the first Named Insured, this to you or temporarily occupied by you insurance applies: with permission of the owner; a. As if each Named Insured were the only (4) Aircraft, Auto Or Watercraft Named Insured, and If the loss arises out of the maintenance b. Separately to each insured against whom or use of aircraft, "autos"or watercraft to a claim is made or"suit" is brought. the extent not subject to Exclusion g. of Section A.—Coverages. 6. Representations (5) Property Damage To Borrowed a. When You Accept This Policy Equipment Or Use Of Elevators By accepting this policy, you agree: If the loss arises out of "property (1) The statements in the Declarations damage" to borrowed equipment or are accurate and complete; the use of elevators to the extent not (2) Those statements are based upon subject to Exclusion k. of Section A. — representations you made to us; and Coverages. Page 16 of 24 Form SS 00 08 04 05 BUSINESS LIABILITY COVERAGE FORM (6) When You Are Added As An When this insurance is excess over other Additional Insured To Other insurance, we will pay only our share of Insurance the amount of the loss, if any, that That is other insurance available to exceeds the sum of: you covering liability for damages (1) The total amount that all such other arising out of the premises or insurance would pay for the loss in the operations, or products and completed absence of this insurance; and operations, for which you have been (2) The total of all deductible and self- added as an additional insured by that insured amounts under all that other insurance, or insurance. (7) When You Add Others As An Additional Insured To This We will share the remaining loss, if any, with any other insurance that is not described in Insurance this Excess Insurance provision and was not That is other insurance available to an bought specifically to apply in excess of the additional insured. Limits of Insurance shown in the However, the following provisions Declarations of this Coverage Part. apply to other insurance available to c. Method Of Sharing any person or organization who is an If all the other insurance permits additional insured under this Coverage contribution by equal shares, we will follow Part: this method also. Under this approach, (a) Primary Insurance When each insurer contributes equal amounts Required By Contract until it has paid its applicable limit of This insurance is primary if you insurance or none of the loss remains, have agreed in a written contract, whichever comes first. written agreement or permit that If any of the other insurance does not permit this insurance be primary. If other contribution by equal shares, we will insurance is also primary, we will contribute by limits. Under this method, each share with all that other insurance insurer's share is based on the ratio of its by the method described in c. applicable limit of insurance to the total below. applicable limits of insurance of all insurers. (b) Primary And Non-Contributory 8. Transfer Of Rights Of Recovery Against To Other Insurance When Others To Us Required By Contract a. Transfer Of Rights Of Recovery If you have agreed in a written If the insured has rights to recover all or contract, written agreement or p part of any payment, including permit that this insurance is Supplementary Payments, we have made primary and non-contributory with under this Coverage Part, those rights are the additional insured's own transferred to us. The insured must do insurance, this insurance is nothing after loss to impair them. At our primary and we will not seek request, the insured will bring "suit" or contribution from that other transfer those rights to us and help us insurance. enforce them. This condition does not Paragraphs (a) and (b) do not apply to apply to Medical Expenses Coverage. other insurance to which the additional b. Waiver Of Rights Of Recovery (Waiver insured has been added as an Of Subrogation) additional insured. If the insured has waived any rights of When this insurance is excess, we will recovery against any person or have no duty under this Coverage Part to organization for all or part of any payment, defend the insured against any "suit" if any including Supplementary Payments, we other insurer has a duty to defend the have made under this Coverage Part, we insured against that "suit". If no other also waive that right, provided the insured insurer defends, we will undertake to do waived their rights of recovery against so, but we will be entitled to the insured's such person or organization in a contract, rights against all those other insurers. agreement or permit that was executed prior to the injury or damage. Form SS 00 08 04 05 Page 17 of 24 •BUSINESS LIABILITY COVERAGE FORM F. OPTIONAL ADDITIONAL INSURED 3. Additional Insured -Grantor Of Franchise COVERAGES WHO IS AN INSURED under Section C. is If listed or shown as applicable in the Declarations, amended to include as an additional insured one or more of the following Optional Additional the person(s) or organization(s) shown in the Insured Coverages also apply. When any of these Declarations as an Additional Insured - Optional Additional Insured Coverages apply, Grantor Of Franchise, but only with respect to Paragraph 6. (Additional Insureds When Required their liability as grantor of franchise to you. by Written Contract, Written Agreement or Permit) 4. Additional Insured - Lessor Of Leased of Section C., Who Is An Insured, does not apply Equipment to the person or organization shown in the a. WHO IS AN INSURED under Section C. is Declarations. These coverages are subject to the amended to include as an additional terms and conditions applicable to Business insured the person(s) or organization(s) Liability Coverage in this policy, except as shown in the Declarations as an Additional provided below: Insured — Lessor of Leased Equipment, 1. Additional Insured - Designated Person Or but only with respect to liability for "bodily Organization injury", "property damage" or "personal WHO IS AN INSURED under Section C. is and advertising injury" caused, in whole or amended to include as an additional insured in part, by your maintenance, operation or the person(s) or organization(s) shown in the use of equipment leased to you by such Declarations, but only with respect to liability person(s) or organization(s). for "bodily injury", "property damage" or b. With respect to the insurance afforded to "personal and advertising injury" caused, in these additional insureds, this insurance whole or in part, by your acts or omissions or does not apply to any 'occurrence" which the acts or omissions of those acting on your takes place after you cease to lease that behalf: equipment. a. In the performance of your ongoing 5. Additional Insured - Owners Or Other operations, or Interests From Whom Land Has Been b. In connection with your premises owned Leased by or rented to you. a. WHO IS AN INSURED under Section C. is 2. Additional Insured - Managers Or Lessors amended to include as an additional Of Premises insured the person(s) or organization(s) shown in the Declarations as an Additional a. WHO IS AN INSURED under Section C. is Insured —Owners Or Other Interests From amended to include as an additional insured Whom Land Has Been Leased, but only the person(s)or organization(s)shown in the with respect to liability arising out of the Declarations as an Additional Insured - ownership, maintenance or use of that part Designated Person Or Organization; but only of the land leased to you and shown in the with respect to liability arising out of the Declarations. ownership, maintenance or use of that part of the premises leased to you and shown in the b. With respect to the insurance afforded to Declarations. these additional insureds, the following additional exclusions apply: b. With respect to the insurance afforded to these additional insureds, the following This insurance does not apply to: additional exclusions apply: (1) Any 'occurrence" that takes place This insurance does not apply to: after you cease to lease that land, or (1) Any 'occurrence" which takes place (2) Structural alterations, new after you cease to be a tenant in that construction or demolition operations premises; or performed by or on behalf of such person or organization. (2) Structural alterations, new 6. Additional Insured - State Or Political construction or demolition operations performed by or on behalf of such Subdivision —Permits person or organization. a. WHO IS AN INSURED under Section C. is amended to include as an additional insured the state or political subdivision shown in the Declarations as an Additional Page 18 of 24 Form SS 00 08 04 05 BUSINESS LIABILITY COVERAGE FORM Insured — State Or Political Subdivision - (e) Any failure to make such Permits, but only with respect to inspections, adjustments, tests or operations performed by you or on your servicing as the vendor has agreed behalf for which the state or political to make or normally undertakes to subdivision has issued a permit. make in the usual course of b. With respect to the insurance afforded to business, in connection with the these additional insureds, the following distribution or sale of the products; additional exclusions apply: (f) Demonstration, installation, This insurance does not apply to: servicing or repair operations, (1) "Bodily injury", "property damage" or except such operations performed at the vendor's premises in "personal and advertising injury" connection with the sale of the arising out of operations performed for product; the state or municipality, or (2) "Bodily injury" or "property damage" (g) Products which, after distribution included in the "product-completed or sale by you, have been labeled or relabeled or used as a operations" hazard. container, part or ingredient of any 7. Additional Insured—Vendors other thing or substance by or for a. WHO IS AN INSURED under Section C. is the vendor; or amended to include as an additional (h) "Bodily injury" or "property insured the person(s) or organization(s) damage" arising out of the sole (referred to below as vendor) shown in the negligence of the vendor for its Declarations as an Additional Insured - own acts or omissions or those of Vendor, but only with respect to "bodily its employees or anyone else injury" or "property damage" arising out of acting on its behalf. However, this "your products" which are distributed or exclusion does not apply to: sold in the regular course of the vendor's (i) The exceptions contained in business and only if this Coverage Part Subparagraphs (d) or(f); or provides coverage for "bodily injury" or "property damage" included within the (ii) Such inspections, "products-completed operations hazard". adjustments, tests or servicing b. The insurance afforded to the vendor is as the vendor has agreed to make or normally undertakes subject to the following additional exclusions: to make in the usual course of (1) This insurance does not apply to: business, in connection with (a) "Bodily injury" or "property the distribution or sale of the damage" for which the vendor is products. obligated to pay damages by (2) This insurance does not apply to any reason of the assumption of insured person or organization from liability in a contract or agreement. whom you have acquired such This exclusion does not apply to products, or any ingredient, part or liability for damages that the container, entering into, vendor would have in the absence accompanying or containing such of the contract or agreement, products. (b) Any express warranty 8. Additional Insured —Controlling Interest unauthorized by you; WHO IS AN INSURED under Section C. is (c) Any physical or chemical change amended to include as an additional insured in the product made intentionally the person(s) or organization(s) shown in the by the vendor, Declarations as an Additional Insured — (d) Repackaging, unless unpacked Controlling Interest, but only with respect to solely for the purpose of inspection, their liability arising out of: demonstration, testing, or the a. Their financial control of you; or substitution of parts under b. Premises they own, maintain or control instructions from the manufacturer, while you lease or occupy these premises. and then repackaged in the original container; Form SS 00 08 04 05 Page 19 of 24 BUSINESS LIABILITY COVERAGE FORM This insurance does not apply to structural The limits of insurance that apply to additional alterations, new construction and demolition insureds are described in Section D. — Limits Of operations performed by or for that person or Insurance. organization. How this insurance applies when other insurance 9. Additional Insured — Owners, Lessees Or is available to an additional insured is described in Contractors — Scheduled Person Or the Other Insurance Condition in Section E. — Organization Liability And Medical Expenses General a. WHO IS AN INSURED under Section C. is Conditions. amended to include as an additional G. LIABILITY AND MEDICAL EXPENSES insured the person(s) or organization(s) DEFINITIONS shown in the Declarations as an Additional Insured — Owner, Lessees Or Contractors, 1. "Advertisement" means the widespread public but only with respect to liability for "bodily dissemination of information or images that injury", "property damage" or "personal has the purpose of inducing the sale of goods, and advertising injury" caused, in whole or products or services through: in part, by your acts or omissions or the a. (1) Radio, acts or omissions of those acting on your (2) Television; behalf: (3) Billboard; (1) In the performance of your ongoing (4) Magazine; operations for the additional insured(s), or (5) Newspaper; (2) In connection with "your work" b. The Internet, but only that part of a web performed for that additional insured site that is about goods, products or and included within the "products- services for the purposes of inducing the completed operations hazard", but sale of goods, products or services; or only if this Coverage Part provides c. Any other publication that is given coverage for "bodily injury" or widespread public distribution. "property damage" included within the However, "advertisement" does not include: "products-completed operations a. The design, printed material, information hazard". or images contained in, on or upon the b. With respect to the insurance afforded to packaging or labeling of any goods or these additional insureds, this insurance products; or does not apply to "bodily injury", "property damage" or "personal an advertising b. An interactive conversation between or injury" arising out of the rendering of, or among persons through a computer network. the failure to render, any professional 2• "Advertising idea" means any idea for an architectural, engineering or surveying "advertisement". services, including: 3. "Asbestos hazard" means an exposure or (1) The preparing, approving, or failure to threat of exposure to the actual or alleged prepare or approve, maps, shop properties of asbestos and includes the mere drawings, opinions, reports, surveys, presence of asbestos in any form. field orders, change orders, designs or 4. "Auto" means a land motor vehicle, trailer or drawings and specifications, or semi-trailer designed for travel on public (2) Supervisory, inspection, architectural roads, including any attached machinery or or engineering activities. equipment. But "auto" does not include 10. Additional Insured — Co-Owner Of Insured "mobile equipment". Premises 5. "Bodily injury" means physical: WHO IS AN INSURED under Section C. is a. Injury; amended to include as an additional insured b. Sickness; or the person(s) or Organization(s) shown in the Declarations as an Additional Insured — Co- c. Disease Owner Of Insured Premises, but only with sustained by a person and, if arising out of the respect to their liability as co-owner of the above, mental anguish or death at any time. premises shown in the Declarations. 6. "Coverage territory" means: Page 20 of 24 Form SS 00 08 04 05 BUSINESS LIABILITY COVERAGE FORM a. The United States of America (including its b. You have failed to fulfill the terms of a territories and possessions), Puerto Rico contract or agreement, and Canada; if such property can be restored to use by: b. International waters or airspace, but only if a. The repair, replacement, adjustment or the injury or damage occurs in the course removal of "your product" or "your work"; of travel or transportation between any or places included in a. above; b. Your fulfilling the terms of the contract or c. All other parts of the world if the injury or agreement. damage arises out of: 12. "Insured contract" means: (1) Goods or products made or sold by you in the territory described in a.above; a. A contract for a lease of premises. However, that portion of the contract for a (2) The activities of a person whose home lease of premises that indemnifies any is in the territory described in a. person or organization for damage by fire, above, but is away for a short time on lightning or explosion to premises while your business, or rented to you or temporarily occupied by (3) "Personal and advertising injury" you with permission of the owner is offenses that take place through the subject to the Damage To Premises Internet or similar electronic means of Rented To You limit described in Section communication D. — Liability and Medical Expenses Limits provided the insured's responsibility to pay of Insurance. damages is determined in the United States of b. A sidetrack agreement; America (including its territories and c. Any easement or license agreement, possessions), Puerto Rico or Canada, in a including an easement or license "suit" on the merits according to the agreement in connection with construction substantive law in such territory, or in a or demolition operations on or within 50 settlement we agree to. feet of a railroad; 7. "Electronic data" means information, facts or d. Any obligation, as required by ordinance, programs: to indemnify a municipality, except in a. Stored as or on, connection with work for a municipality; b. Created or used on, or e. An elevator maintenance agreement; or c. Transmitted to or from f. That part of any other contract or computer software, including systems and agreement pertaining to your business applications software, hard or floppy disks, (including an indemnification of a CD-ROMS, tapes, drives, cells, data municipality in connection with work processing devices or any other media which performed for a municipality) under which are used with electronically controlled you assume the tort liability of another equipment. party to pay for "bodily injury" or "property 8. "Employee" includes a leased worker". damage" to a third person or organization, "Employee" does not include a "temporary provided the "bodily injury" or "property worker". damage" is caused, in whole or in part, by you or by those acting on your behalf. 9. "Executive officer" means a person holding Tort liability means a liability that would be any of the officer positions created by your imposed by law in the absence of any charter, constitution, by-laws or any other contract or agreement. similar governing document. Paragraph f. includes that part of any 10. "Hostile fire" means one which becomes contract or agreement that indemnifies a uncontrollable or breaks out from where it was railroad for "bodily injury" or "property intended to be. damage" arising out of construction or 11. "Impaired property" means tangible property, demolition operations within 50 feet of any other than "your product" or "your work", that railroad property and affecting any railroad cannot be used or is less useful because: bridge or trestle, tracks, road-beds, tunnel, a. It incorporates "your product" or "your work" underpass or crossing. that is known or thought to be defective, However, Paragraph f. does not include deficient, inadequate or dangerous, or that part of any contract or agreement: Form SS 00 08 04 05 Page 21 of 24 BUSINESS LIABILITY COVERAGE FORM (1) That indemnifies an architect, (1) Power cranes, shovels, loaders, engineer or surveyor for injury or diggers or drills; or damage arising out of: (2) Road construction or resurfacing (a) Preparing, approving or failing to equipment such as graders, scrapers prepare or approve maps, shop or rollers; drawings, opinions, reports, e. Vehicles not described in a., b., c., or d. surveys, field orders, change above that are not self-propelled and are orders, designs or drawings and maintained primarily to provide mobility to specifications; or permanently attached equipment of the (b) Giving directions or instructions, following types: or failing to give them, if that is the (1) Air compressors, pumps and primary cause of the injury or generators, including spraying, damage; or welding, building cleaning, (2) Under which the insured, if an geophysical exploration, lighting and architect, engineer or surveyor, well servicing equipment; or assumes liability for an injury or (2) Cherry pickers and similar devices damage arising out of the insured's used to raise or lower workers; rendering or failure to render professional services, including those f. Vehicles not described in a., b., c., or d. listed in (1) above and supervisory, above maintained primarily for purposes inspection, architectural or other than the transportation of persons or engineering activities. cargo. 13. "Leased worker" means a person leased to However, self-propelled vehicles with the you by a labor leasing firm under an following types of permanently attached agreement between you and the labor leasing equipment are not "mobile equipment" but firm, to perform duties related to the conduct of will be considered "autos": your business. "Leased worker" does not (1) Equipment, of at least 1,000 pounds include a "temporary worker". gross vehicle weight, designed 14. "Loading or unloading" means the handling of primarily for: property: (a) Snow removal, a. After it is moved from the place where it is (b) Road maintenance, but not accepted for movement into or onto an construction or resurfacing; or aircraft, watercraft or"auto", (c) Street cleaning, b. While it is in or on an aircraft, watercraft or (2) Cherry pickers and similar devices "auto", or mounted on automobile or truck c. While it is being moved from an aircraft, chassis and used to raise or lower watercraft or"auto" to the place where it is workers; and finally delivered; (3) Air compressors, pumps and but "loading or unloading" does not include the generators, including spraying, movement of property by means of a mechanical welding, building cleaning, device, other than a hand truck, that is not geophysical exploration, lighting and attached to the aircraft,watercraft or"auto". well servicing equipment. 15. "Mobile equipment" means any of the following 16. "Occurrence" means an accident, including types of land vehicles, including any attached continuous or repeated exposure to substantially machinery or equipment: the same general harmful conditions. a. Bulldozers, farm machinery, forklifts and 17. "Personal and advertising injury" means injury, other vehicles designed for use principally including consequential "bodily injury", arising off public roads; out of one or more of the following offenses: b. Vehicles maintained for use solely on or a. False arrest, detention or imprisonment, next to premises you own or rent; b. Malicious prosecution; c. Vehicles that travel on crawler treads, d. Vehicles, whether self-propelled or not, on which are permanently mounted: Page 22 of 24 Form SS 00 08 04 05 BUSINESS LIABILITY COVERAGE FORM c. The wrongful eviction from, wrongful entry Work that may need service, maintenance, into, or invasion of the right of private correction, repair or replacement, but occupancy of a room, dwelling or which is otherwise complete, will be premises that the person occupies, treated as completed. committed by or on behalf of its owner, The "bodily injury" or "property damage" landlord or lessor; must occur away from premises you own d. Oral, written or electronic publication of or rent, unless your business includes the material that slanders or libels a person or selling, handling or distribution of "your organization or disparages a person's or product" for consumption on premises you organization's goods, products or services; own or rent. e. Oral, written or electronic publication of b. Does not include "bodily injury" or material that violates a person's right of "property damage" arising out of: privacy, (1) The transportation of property, unless f. Copying, in your "advertisement", a the injury or damage arises out of a person's or organization's "advertising condition in or on a vehicle not owned idea"or style of"advertisement", or operated by you, and that condition g. Infringement of copyright, slogan, or title of was created by the "loading or any literary or artistic work, in your unloading" of that vehicle by any "advertisement", or insured; or h. Discrimination or humiliation that results in (2) The existence of tools, uninstalled injury to the feelings or reputation of a equipment or abandoned or unused natural person. materials. 18. "Pollutants" means any solid, liquid, gaseous or 20. "Property damage" means: thermal irritant or contaminant, including smoke, a. Physical injury to tangible property, vapor, soot, fumes, acids, alkalis, chemicals and including all resulting loss of use of that waste. Waste includes materials to be recycled, property. All such loss of use shall be reconditioned or reclaimed. deemed to occur at the time of the 19. "Products-completed operations hazard"; physical injury that caused it; or a. Includes all "bodily injury" and "property b. Loss of use of tangible property that is not damage" occurring away from premises physically injured. All such loss of use you own or rent and arising out of "your shall be deemed to occur at the time of product" or"your work"except: "occurrence"that caused it. (1) Products that are still in your physical As used in this definition, "electronic data" is possession; or not tangible property. (2) Work that has not yet been completed 21. "Suit" means a civil proceeding in which or abandoned. However, "your work" damages because of "bodily injury", "property will be deemed to be completed at the damage" or "personal and advertising injury" earliest of the following times: to which this insurance applies are alleged. (a) When all of the work called for in "Suit" includes: your contract has been completed. a. An arbitration proceeding in which such (b) When all of the work to be done at damages are claimed and to which the the job site has been completed if insured must submit or does submit with your contract calls for work at our consent; or more than one job site. b. Any other alternative dispute resolution (c) When that part of the work done at proceeding in which such damages are a job site has been put to its claimed and to which the insured submits intended use by any person or with our consent. organization other than another 22. "Temporary worker" means a person who is contractor or subcontractor furnished to you to substitute for a permanent working on the same project. "employee" on leave or to meet seasonal or short-term workload conditions. 23. "Volunteer worker" means a person who: a. Is not your"employee"; Form SS 00 08 04 05 Page 23 of 24 BUSINESS LIABILITY COVERAGE FORM b. Donates his or her work, (2) The providing of or failure to provide c. Acts at the direction of and within the warnings or instructions. scope of duties determined by you; and c. Does not include vending machines or d. Is not paid a fee, salary or other other property rented to or located for the compensation by you or anyone else for use of others but not sold. their work performed for you. 25. "Your work": 24. "Your product": a. Means: a. Means: (1) Work or operations performed by you (1) Any goods or products, other than real or on your behalf; and property, manufactured, sold, handled, (2) Materials, parts or equipment distributed or disposed of by: furnished in connection with such work (a) You, or operations. (b) Others trading under your name; b. Includes: or (1) Warranties or representations made at (c) A person or organization whose any time with respect to the fitness, business or assets you have quality, durability, performance or use acquired; and of"your work"; and (2) Containers (other than vehicles), (2) The providing of or failure to provide materials, parts or equipment warnings or instructions. furnished in connection with such goods or products. b. Includes: (1) Warranties or representations made at any time with respect to the fitness, quality, durability, performance or use of"your product'; and Page 24 of 24 Form SS 00 08 04 05 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. AMENDMENT - AGGREGATE LIMITS (PER PROJECT) This endorsement modifies insurance provided under the following: BUSINESS LIABILITY COVERAGE FORM A. Section D. LIABILITY AND MEDICAL EXPENSES 4. If the applicable "project" has been abandoned, LIMITS OF INSURANCE is amended as follows: delayed, or abandoned and then restarted, or if 1. The General Aggregate Limit under Section D. the authorized contracting parties deviate from LIABILITY AND MEDICAL EXPENSES LIMIT plans, blueprints, designs, specifications or OF INSURANCE applies separately to each of timetables, the "project" will still be deemed to your"projects". be the same"project". 2. The limits shown in the Declarations for Liability 5. The provisions of Section D. LIABILITY AND and Medical Expenses, Damage To Premises MEDICAL EXPENSES LIMIT OF INSURANCE Rented To You and Medical Expenses continue not otherwise modified by this endorsement to apply. shall continue to apply as stipulated. 3. When coverage for liability arising out of the B. Additional Definitions "products-completed operations hazard" is The following definition is added to Section G. provided, any payments for damages because LIABILITY AND MEDICAL EXPENSES of "bodily injury" or "property damage" included DEFINITIONS: in the "products-completed operations hazard" 1. "Project' means "your work" at location(s) away will reduce the Products-Completed Operations from premises owned or rented to you. Aggregate Limit, and not reduce the General Aggregate Limit. Form SS 04 33 04 05 Page 1 of 1 © 2005, The Hartford EMPLOYMENT PRACTICES LIABILITY COVERAGE FORM (CLAIMS MADE) Form SS 09 01 12 14 ©2014, The Hartford QUICK REFERENCE EMPLOYMENT PRACTICES LIABILITY COVERAGE FORM (CLAIMS MADE) READ YOUR POLICY CAREFULLY Beginning on Page SECTION I: INSURING AGREEMENT 1 SECTION I1: DEFINITIONS 1 SECTION III: EXCLUSIONS 5 SECTION IV: DISCOVERY CLAUSE 6 SECTION V: EXTENDED REPORTING PERIOD 6 SECTION VI: COVERAGE TERRITORY 6 SECTION VII: LIMITS OF LIABILITY AND DEDUCTIBLE 6 SECTION VIII: DUTIES IN THE EVENT OF CLAIM; DEFENSE 7 AND SETTLEMENT SECTION IX: CONDITIONS 9 Form SS 09 01 12 14 EMPLOYMENT PRACTICES LIABILITY COVERAGE FORM t EMPLOYMENT PRACTICES LIABILITY COVERAGE FORM (CLAIMS MADE) NOTICE: COVERAGE PROVIDED BY THIS COVERAGE PART IS CLAIMS MADE COVERAGE. EXCEPT AS OTHERWISE SPECIFIED HEREIN: COVERAGE APPLIES ONLY TO A CLAIM FIRST MADE AGAINST THE INSUREDS DURING THE POLICY PERIOD AND WHICH HAS BEEN REPORTED TO US IN ACCORDANCE WITH THE APPLICABLE NOTICE PROVISIONS. COVERAGE IS SUBJECT TO THE INSURED'S PAYMENT OF THE APPLICABLE DEDUCTIBLE. PAYMENTS OF CLAIM EXPENSES ARE SUBJECT TO, AND REDUCE, THE AVAILABLE LIMITS OF LIABILITY. PLEASE READ THE COVERAGE PART CAREFULLY AND DISCUSS THE COVERAGE WITH YOUR INSURANCE AGENT OR BROKER. UPON TERMINATION OF THIS COVERAGE PART, EXTENDED REPORTING PERIOD COVERAGE IS AVAILABLE. Various provisions in this policy restrict coverage. Please read the entire policy carefully to determine your rights, duties and what is and is not covered. Throughout this Coverage Part the words you and your refer to the "Named Insured" in the Declarations. The words we, us and our refer to the stock insurance company member of THE HARTFORD shown on the Declarations Page. Words and phrases that appear in quotation marks are defined in SECTION II - DEFINITIONS of this Coverage Part. In consideration of, and subject to, the payment of the premium by you and in reliance upon the accuracy and completeness of the "application", including but not limited to the statements, attachments and exhibits contained in and submitted with the "application", we agree with you, subject to all terms, exclusions and conditions of this Coverage Part, as follows: SECTION I - INSURING AGREEMENT salaries, wages, or bonuses as a component Employment Practices Liability of a front or back pay award). We shall pay "loss" on behalf of the "insureds" C. "Claim" means any "employment practices resulting from an "employment practices claim" first claim". made against the "Insureds" during the "policy period" D. "Claims expenses" means: or Extended Reporting Period, if applicable, for an 1. reasonable and necessary legal fees and "employment practices wrongful act" by the "insureds". expenses, including, but not limited to, e- SECTION II - DEFINITIONS discovery expenses, incurred in the A. "Application" means the application for this defense or appeal of a"claim", Coverage Part, including any materials or 2. "Extradition costs"; or information submitted therewith or made 3. the costs of appeal, attachment or similar available to us during the underwriting bonds, provided that we shall have no process, which application shall be on file with obligation to furnish such bonds. us. Such "application" shall be deemed a part of this Coverage Part and attached hereto. In However, "claim expenses" shall not include: addition, "application" includes any warranty, a. salaries, wages, remuneration, representation or other statement provided to overhead or benefit expenses us within the past three years in connection associated with any"insureds"; with any policy or coverage part of which this b. any fees, expenses or costs which are Coverage Part is a renewal or replacement. incurred by or on behalf of a party B. "Benefits" means perquisites, fringe benefits, which is not a covered "insured"; or deferred compensation, severance pay and c. any fees, expenses or costs which any other form of compensation (other than were incurred prior to the date on Form SS 09 01 12 14 Page 1 of 11 ©2014, The Hartford EMPLOYMENT PRACTICES LIABILITY COVERAGE FORM which we received written notice of the H. "Domestic partner" means any natural person "claim"from the"insured". qualifying as a domestic partner under the E. "Controlled partnership" means a limited provisions of any applicable federal, state or partnership in which and so long as the"named local law or any domestic partner relationship insured" owns or controls, directly or indirectly, arrangement recognized outside of the United more than 50% of the limited partnership States and under the Human Resource policy interest and an "insured entity" is the sole of the "insured entity". general partner. I. "Employee" means any natural person who F. "Damages" means the amounts, other than was, is or shall become a(n): "claim expenses", that the "insureds" are 1. employee of an "insured entity" including legally liable to pay solely as a result of a any part time, seasonal, temporary, "claim" covered by this Coverage Part, leased, or loaned employee; or including: 2. volunteer or intern with an "insured entity". 1. compensatory damages, including front J. "Employee data privacy wrongful act" means: pay and back pay; 1. the failure to prevent any unauthorized 2. settlement amounts, access to or use of data containing "Private 3. pre-and post-judgment interest; Employment Information" of any 4. costs awarded pursuant to judgments, "Employee" or applicant for employment with the "Insured Entity" including any such 5. punitive and exemplary damages; failure that directly results in a violation with 6. the multiple portion of any multiplied respect to the privacy of such damage award, or "Employee's" or applicant's medical 7. liquidated damages under the Age information under the Health Insurance Discrimination in Employment Act and the Portability and Accountability Act (HIPAA) Family and Medical Leave Act. or credit information under the Fair Credit However, "damages" shall not include: Reporting Act (FCRA); or 2. the failure to notify any "employee" or a. taxes, fines or penalties imposed by applicant for employment with the "insured law, entity" of any actual or potential b. non-monetary relief, unauthorized access to or use of "private c. "Benefits"; employment information" of any"employee" or applicant for employment with the d. future compensation for any person "insured entity", if such notice was required hired, promoted, or reinstated by state or federal regulation or statute. pursuant to a judgment, settlement, order or other resolution of a"claim"; K. "Employment practices claim" means any: e. "Stock benefits", 1. written demand for monetary damages or other civil non-monetary relief commenced f. costs associated with providing any by the receipt of such demand, including, accommodations required by the without limitation, a written demand for Americans with Disabilities Act or any employment reinstatement, similar law; or 2. civil proceeding, including an arbitration or g. any other matters uninsurable other alternative dispute resolution pursuant to any applicable law; proceeding, commenced by the service of provided, however, that with respect to a complaint, filing of a demand for punitive and exemplary damages, or arbitration, or similar pleading; or the multiple portion of any multiplied damage award, the insurability of such 3. formal administrative or regulatory damages shall be governed by the proceeding, including, without limitation, a internal laws of any applicable proceeding before the Equal Employment jurisdiction that most favors coverage Opportunity Commission or similar such damages. governmental agency, commenced by the of filing of a notice of charges, formal G. "Debtor in possession" means a "debtor in investigative order or similar document; possession" as such term is defined in Chapter 11 of the United States Bankruptcy by or on behalf of an "employee", an applicant Code as well as any equivalent status under for employment with an "insured entity", or an "independent contractor". any similar law. Page 2 of 11 Form SS 09 01 12 14 EMPLOYMENT PRACTICES LIABILITY COVERAGE FORM "Employment practices claim" also means the b. failure to create, provide for or enforce receipt of a notice of violation, order to show adequate or consistent employment- cause, or a written demand for monetary or related policies and procedures; injunctive relief that is the result of an audit c. negligent retention, supervision, hiring conducted by the United States Office of or training; Federal Contract Compliance Programs. "Employment practices claim" also means a d. employment-related invasion of written request to the"insureds"to toll or waive privacy, defamation, or a statute of limitations regarding a potential misrepresentation; or "Employment practices claim" as described e. an "employee data privacy wrongful above. Such "claim" shall be commenced by act". the receipt of such request. M. "ERISA" means the Employee Retirement However, "employment practices claim" shall Income Security Act of 1974. not include any labor or grievance proceeding N. "Extradition costs" means reasonable and or arbitration that is subject to a collective necessary fees and expenses directly resulting bargaining agreement. from a "claim" in which an "insured person" L. "Employment practices wrongful act" means: lawfully opposes, challenges, resists or 1. wrongful dismissal, discharge, or defends against any request for the extradition termination of employment (including of such "insured person" from his or her constructive dismissal, discharge, or current country of employ and domicile to any termination), wrongful failure or refusal to other country for trial or otherwise to answer employ or promote, wrongful discipline or any criminal accusation, including the appeal demotion, failure to grant tenure, negligent of any order or other grant of extradition of employment evaluation, or wrongful such "insured person". deprivation of career opportunity, O. "Financial insolvency" means the status of an 2. sexual or other workplace harassment, "insured entity" as a result of: including bullying in the workplace, quid 1. the appointment of any conservator, pro quo and hostile work environment, liquidator, receiver, rehabilitator, trustee, or 3. employment discrimination, including similar official to control, supervise, discrimination based upon age, gender, manage or liquidate such "insured entity"; race, color, creed, marital status, sexual or orientation or preference, gender identity 2. such "insured entity" becoming a"debtor in or expression, genetic makeup, or refusal possession". to submit to genetic makeup testing, P. "Independent contractor" means any natural pregnancy, disability, HIV or other health person working in the capacity of an status, Vietnam Era Veteran or other independent contractor pursuant to an military status, or other protected status "independent contractor agreement". established under federal, state, or local Q. "Independent contractor agreement" means law; any express contract or agreement between 4. "Retaliation"; an "independent contractor" and an "insured 5. breach of any oral, written, or implied entity" specifying the terms of the "insured employment contract, including, without entity's" engagement of such "independent limitation, any obligation arising from a contractor". personnel manual, employee handbook, or R. "Insured entity" means: policy statement, or 1. the"named insured"; or 6. violation of the Family and Medical Leave 2. any"subsidiary". Act. "Employment practices wrongful act" also "Insured entity" shall include any such entity as means the following, but only when alleged in a "debtor in possession". addition to or as part of any "employment "Insured entity" shall also include any such practices wrongful act" described above: entity in its capacity as a general partner of a a. employment-related wrongful infliction "controlled partnership". of mental anguish or emotional S. "Insured person" means any: distress; 1. "Employee"; 2. "Manager"; or Form SS 09 01 12 14 Page 3 of 11 EMPLOYMENT PRACTICES LIABILITY COVERAGE FORM 3. regarding the Employment Practices BB."Retaliation" means adverse treatment of an Liability Insuring Agreement, an "employee" or "independent contractor" based "independent contractor" provided that upon such person: within 30 days of an "employment 1. exercising any rights under law, including, practices claim" having been made against without limitation, rights under any workers such "independent contractor" that the compensation laws, the Family and "insured entity" agrees in writing to Medical Leave Act, "ERISA", or the indemnify such "independent contractor" Americans with Disabilities Act; for any"loss"arising out of such "claim". 2. refusing to violate any law- T. "Insureds" means any: 3. assisting, testifying, or cooperating with a 1. "Insured entity", or proceeding or investigation regarding 2. "Insured person". alleged violations of law by any"insured"; U. "Interrelated wrongful acts" means "wrongful 4. disclosing or threatening to disclose acts" that have as a common nexus any fact, alleged violations of law to a superior or to circumstance, situation, event, transaction, any governmental agency, or goal, motive, methodology, or cause or series 5. filing any whistle blower claim against any of causally connected facts, circumstances, "insured" under the federal False Claims situations, events, transactions, goals, Act, the Sarbanes-Oxley Act of 2002, or motives, methodologies or causes. any similar law. V. "Loss" means "claim expenses" and CC."Stock benefits" means any offering, plan or "damages". agreement between an "insured entity" and W. "Manager" means any natural person who any "employee" that grants stock, stock was, is or shall become a(n): options or stock appreciation rights in the "insured entity" to such person, including, 1. duly elected or appointed director, advisory without limitation, restricted stock or any other director, board observer, advisory board stock grant. "Stock benefits" shall not include member, officer, member of the board of employee stock ownership plans or employee managers or management committee stock purchase plans. member of an "insured entity"; DID."Subsidiary" means any: 2. "Employee" in his/her capacity as legal 1. corporation in which and so long as the counsel to an "insured entity", or "named insured" owns or controls, directly 3. executive of an "insured entity" created or indirectly, more than 50% of the outside the United States to the extent that outstanding securities representing the such executive holds a position equivalent right to vote for the election of the board of to those described in 1. or 2. above. directors of such corporation; X. "Named insured" means the individuals, 2. limited liability company in which and so partnerships or corporations designated in the long as the "named insured" owns or Declarations. controls, directly or indirectly, the right to Y. "Notice manager" means the natural persons elect, appoint or designate more than 50% in the offices of the chief executive officer, of such entity's managing members; chief financial officer, general counsel, risk 3. a "controlled partnership", manager, human resources manager or any 4. corporation operated as a joint venture in equivalent position to the foregoing, of an which and so long as the "named insured" "Insured Entity". owns or controls, directly or indirectly, Z. "Policy period" means the period from the exactly 50% of the issued and outstanding Effective Date to the Expiration Date set forth voting stock and which, pursuant to a in the Declarations or any earlier cancellation written agreement with the owner(s) of the date. remaining issued and outstanding voting stock of such corporation, the "named AA."Private employment information" means any insured" solely controls the management information regarding an "employee" or and operation of such corporation; or applicant for employment with the "insured 5. foundation, charitable trust or political entity", which is collected or stored by an "insured" for the purposes of establishing, action committee in which and so long as maintaining or terminating an employment such entity or organization is controlled by relationship. the "named insured" or any"subsidiary" as defined in 1. through 4. above. Page 4 of 11 Form SS 09 01 12 14 EMPLOYMENT PRACTICES LIABILITY COVERAGE FORM EE."Wage and hour violation" means any actual or 4. in connection with any"claim" based upon, alleged violation of the duties and arising from, or in any way related to any responsibilities that are imposed upon an fact, circumstance, or situation that, before "insured" by any federal, state or local law or the Effective Date in the Declarations, was regulation anywhere in the world, including but the subject of any notice given under any not limited to the Fair Labor Standards Act or other employment practices liability policy, any similar law (except the Equal Pay Act), management liability policy or other which govern wage, hour and payroll practices. insurance policy which insures "wrongful Such practices include but are not limited to: acts"covered under this Coverage Part; 1. the calculation and payment of wages, 5. in connection with any"claim" based upon, overtime wages, minimum wages and arising from, or in any way related to the prevailing wage rates; liability of others assumed by an "insured" 2. the calculation and payments of benefits; under any contract or agreement; 3. the classification of any person or provided, however, this exclusion shall not organization for wage and hour purposes; apply to liability that would have been incurred in the absence of such contract or 4. reimbursing business expenses; agreement; 5. the use of child labor; or 6. for breach of any "independent contractor 6. garnishments, withholdings and other agreement"; or deductions from wages. 7. for a lockout, strike, picket line, hiring of FF. "Wrongful act" means any actual or alleged replacement workers or similar action in "employment practices wrongful act". connection with any labor dispute, labor SECTION III - EXCLUSIONS negotiation or collective bargaining A. We shall not pay"Loss": agreement. 1. for bodily injury, sickness, disease, death, B. We shall not pay "loss" in connection with any false arrest or imprisonment, abuse of "claim" based upon, arising from, or in any way process, malicious prosecution, trespass, related to: nuisance or wrongful entry or eviction, or for 1. any claims for unpaid wages (including injury to or destruction of any tangible overtime pay), workers' compensation property including loss of use or diminution benefits, unemployment compensation, of value thereof; provided, however, that disability benefits, or social security this exclusion shall not apply to that portion benefits, of "loss" that directly results from mental 2, any actual or alleged violation of the anguish or emotional distress when alleged Worker Adjustment and Retraining in connection with an otherwise covered Notification Act, the National Labor "employment practices wrongful act", Relations Act, the Occupational Safety and 2. for any actual or alleged "wrongful act" by Health Act, the Consolidated Omnibus "insured persons" of any "subsidiary" in Budget Reconciliation Act of 1985, their capacities as such, or by any "ERISA", or any similar law; or "subsidiary", if such "wrongful act" actually 3. any"wage and hour Violation" or allegedly occurred when such entity was not a "subsidiary"; Provided, however, that this exclusion B. shall 3. in connection with any"claim" based upon, not apply to that portion of "loss"that arising from, or in any way related to any: represents a specific amount the "insureds" become legally obligated to pay solely for a a. prior or pending demand, suit, or "wrongful act" of"retaliation". proceeding against any "insured" as of, or C. We shall not pay "loss" in connection with any "claim" based upon, arising from, or in any way b. audit initiated by the United States related to liability incurred for breach of any Office of Federal Contract Compliance oral, written, or implied employment contract; Programs before, provided, however, that this exclusion shall not the effective date of the first Employment apply to liability that would have been incurred Practices Liability Coverage Part issued and in the absence of such contract nor shall it continuously renewed by us, or the same or apply to the portion of "loss" representing substantially similar fact, circumstance, or "claim expenses" incurred to defend against situation underlying or alleged in such such liability. demand, suit, proceeding, or audit, Form SS 09 01 12 14 Page 5 of 11 EMPLOYMENT PRACTICES LIABILITY COVERAGE FORM SECTION IV - DISCOVERY CLAUSE F. Extended Reporting Periods do not extend the If, during the "policy period", the "insureds" "policy period" or change the scope of coverage become aware of a "wrongful act" that may provided. They apply only to "wrongful acts" reasonably be expected to give rise to a "claim", that occur before the end of the"policy period". and, if written notice of such "wrongful act" is given "Claims"for such injury which are first received to us during the "policy period", including the within sixty (60) days after the "policy period", reasons for anticipating such a "claim", the nature or during the Extended Reporting Period if in and date of the "wrongful act", the identity of the effect, will be deemed to have been made on "insureds" allegedly involved, the alleged injuries the last date of the"policy period". or damages sustained, the names of potential G. Once in effect, Extended Reporting Periods claimants, and the manner in which the "insureds" may not be canceled by us. first became aware of the "wrongful act", then any "claim" subsequently arising from such "wrongful SECTION VI -COVERAGE TERRITORY act" shall be deemed to be a "claim" first made Coverage under this Coverage Part applies during the "policy period" on the date that we worldwide, provided that the "claim" is made and receive the above notice. any legal action is pursued within the Unites SECTION V-EXTENDED REPORTING PERIOD States, its territories, possessions or Subject to provisions A. through G. below, if this commonwealths, or Canada. Coverage Part is canceled or non-renewed other SECTION VII - LIMITS OF LIABILITY AND than for non-payment of premium, you shall have DEDUCTIBLE the right to purchase an extended period to report A. The maximum we will pay for each "claim" "claims" under this Coverage Part for any "claim" under this Coverage Part is the Each Claim first made during the period of time set forth in the Limit of Liability stated in the Declarations, Supplemental Extended Reporting Period subject to the Annual Aggregate Limit of Endorsement, and following the effective date of Liability stated in the Declarations. such cancellation or nonrenewal and reported in The maximum we will pay for all "claims" writing during such period or within sixty (60) days under this Coverage Part is the Annual thereafter, but only with respect to any "wrongful act"which takes place prior to the effective date of Aggregate Limit of Liability stated in the such cancellation or nonrenewal. Declarations, regardless of the number of "claims". A. The Extended Reporting Period shall be effective only upon the payment of an If the applicable Limit of Liability for this additional premium. The additional premium Coverage Part is exhausted, the premium for this Coverage Part shall be deemed fully will be 200% of the annual advance premium for this coverage. At the commencement of earned. "Claim expenses" shall be part of, and the Extended Reporting Period, the entire not in addition to, the Limits of Liability. premium thereof shall be deemed fully earned Payment of "claim expenses" by us shall and non-refundable. reduce each Limit of Liability. B. The quotation of a different premium or B. We shall pay"loss" in excess of the Deductible deductible or limit of liability for renewal is not applicable to each "claim" as specified on the a cancellation or refusal to renew for the Declarations. purposes of this provision. C. All Deductibles shall be borne by the C. You shall have no right to purchase the "insureds" at their own risk; they shall not be Extended Reporting Period, unless you have insured. satisfied all conditions of the Coverage Part D. The Deductible shall apply to "claim expenses" and all premiums and deductibles outstanding covered hereunder. If, any "claim expenses" have been paid. are incurred by us prior to the "insured's" D. Your right to purchase the Extended Reporting complete payment of the Deductible, then the Period shall terminate unless written notice "insureds" shall reimburse us therefor upon together with full payment of the premium for our request. the Extended Reporting Period is given to us E. No Deductible shall apply to "loss" incurred by no later than sixty (60) days following the any "insured person" that an "insured entity" is effective date of cancellation or nonrenewal. not permitted by common or statutory law to E. The fact that the period of time to report "claims" indemnify, or is permitted or required to is extended by virtue of the Extended Reporting indemnify, but is not able to do so by reason of Period shall not increase or reinstate the Limit of "financial insolvency". Liability stated in the Declarations. Page 6 of 11 Form SS 09 01 12 14 EMPLOYMENT PRACTICES LIABILITY COVERAGE FORM F. If an "insured entity" is permitted or required by admission, assumption, settlement offer or common or statutory law to indemnify an agreement, stipulation, or "claim expenses" to "insured person" for any "loss", or to advance which we have not consented. "claim expenses" on their behalf, and does not D. We shall have the right to associate ourself in do so other than because of "financial the defense and settlement of any "claim" that insolvency", then such "insured entity" and the appears reasonably likely to involve this "named insured" shall reimburse and hold us Coverage Part. We may make any harmless for our payment or advancement of investigation we deem appropriate in such "loss" up to the amount of the Deductible connection with any "claim". We may, with the that would have applied if such indemnification written consent of the "insureds", settle any had been made. "claim" for a monetary amount that we deem G. If a "subsidiary" is unable to indemnify an reasonable. "insured person" for any "loss", or to advance E. The "insureds" shall give to us all information "claim expenses" on their behalf, because of and cooperation as we may reasonably "financial insolvency", then the "named request. However, if we are, in our sole insured" shall reimburse and hold us harmless discretion, able to determine coverage for our payment or advancement of such "loss" for cooperating "insureds", the failure of up to the amount of the applicable Deductible one "insured person"to cooperate with us shall that would have applied if such indemnification not impact coverage provided to cooperating had been made. "insureds". The Limit of Liability for this Coverage Part F. With respect to a covered "claim" for which we applies separately to each consecutive annual do not have the duty to defend, we shall period and to any remaining period of less advance "claim expenses" in accordance with than twelve (12) months starting with the Section VIII I. that we believe to be covered beginning of the "policy period" shown in the under this Coverage Part until a different Declarations, unless the "policy period" is allocation is negotiated, arbitrated or judicially extended after issuance for an additional determined. period of less than twelve (12) months. In that case, the additional period will be deemed part G. Required Notice to Us of the last preceding period for purposes of As a condition precedent to coverage under determining the Limit of Liability. this Coverage Part, the "insureds" shall give us SECTION VIII - DUTIES IN THE EVENT OF CLAIM; written notice of any "claim" as soon as DEFENSE AND SETTLEMENT practicable after a "notice manager" becomes aware of such "claim", but in no event later A. We shall have the right and duty to defend than: "claims" covered under this Coverage Part, even if such "claim" is groundless, false or 1. if this Coverage Part expires or is fraudulent, provided that: otherwise terminated without being renewed with us, ninety (90) days after the 1. the "insureds" give notice to us in effective date of said expiration or accordance with the applicable notice termination; or provisions, and 2. subject to SECTION V, the expiration of 2. such "claim" does not involve allegations, the Extended Reporting Period, if in whole or in part, of a "wage and hour applicable, violation". provided, however, that if the Coverage Part is For any "claim" involving allegations, in whole cancelled for non-payment of premium, the or in part, of a "wage and hour violation", it "insured" will give us written notice of such shall be the duty of the "insureds", and not our "claim", prior to the effective date of duty, to defend such "claim". cancellation. B. If we have the duty to defend a "claim", our However, with regard to any "employment duty to defend such "claim" shall cease upon practices claim" which is brought as a formal exhaustion of any applicable Limit of Liability. administrative or regulatory proceeding, C. The "insureds" shall not admit or assume any including, without limitation, a proceeding liability, make any settlement offer or enter into before the Equal Employment Opportunity any settlement agreement, stipulate to any Commission or similar governmental agency, judgment, or incur any "claim expenses" commenced by the filing of a notice of regarding any "claim" without our prior written charges, formal investigative order or similar consent, such consent not to be unreasonably document, as a condition precedent to withheld. We shall not be liable for any coverage under this Coverage Part the Form SS 09 01 12 14 Page 7 of 11 EMPLOYMENT PRACTICES LIABILITY COVERAGE FORM "insureds" shall give us written notice of any 1. with respect to a covered "claim" for which "claim" as soon as practicable after a "notice we have the duty to defend: manager" becomes aware of such "claim", but a. 100% of the "insured's" "claim in no event later than: expenses" shall be allocated to 3. if this Coverage Part is renewed, no more covered "loss"; and than 180 days after a "notice manager" b. All other "loss" shall be allocated becomes aware of such "claim"; or between covered "loss" and non- 4. if this Coverage Part expires or is covered loss based upon the relative otherwise terminated without being legal exposure of all parties to such renewed with us, ninety (90) days after the matters. effective date of said expiration or 2. with respect to a covered "claim" for which termination, or we do not have the duty to defend, all 5. subject to SECTION V, the expiration of "loss" shall be allocated between covered the Extended Reporting Period, if "loss" and non-covered loss based upon applicable, the relative legal exposure of all parties to provided, if the Coverage Part is cancelled for such matters. non-payment of premium, the "insured" will SECTION IX-CONDITIONS give us written notice of such "claim", prior to A. Coverage Part Priority; Headings the effective date of cancellation. H. Subrogation If any provision in this Coverage Part is inconsistent or in conflict with the terms and 1. We shall be subrogated to all of the conditions of any provisions in this Policy, the "insureds"' rights of recovery regarding any terms and conditions of this Coverage Part payment of "loss" by us under this shall control only for purposes of determining Coverage Part. The "insureds" shall coverage hereunder. The headings of the execute all papers required and do various sections of this Coverage Part are everything necessary to secure and intended for reference only and shall not be preserve such rights, including the part of the terms and conditions of coverage. execution of any documents necessary to B. Notice Addresses enable us to effectively bring suit in the name of the "insureds". The "insureds" 1. All notices to the "insureds" shall be sent shall do nothing to prejudice our position to the first "named insured" at the address or any potential or actual rights of specified in the Declarations. recovery. 2. All notices to us shall be sent to the 2. We shall not exercise our rights of address specified in the Declarations. Any subrogation against an "insured person" such notice shall be effective upon receipt under this Coverage Part unless such by us at such address. "insured person" has: C. Spousal/Domestic Partner Liability a. obtained any personal profit, Coverage remuneration or advantage to which Coverage shall apply to the lawful spouse or such "insured person" was not legally "domestic partner" of an "insured person"for a entitled, or "claim" made against such spouse or b. committed a criminal or deliberately "domestic partner", provided that: fraudulent act or omission or any willful 1. such "claim" arises solely out of: violation of law, a. such person's status as the spouse or if a judgment or other final adjudication "domestic partner" of an "insured establishes such personal profit, person", or remuneration, advantage, act, omission, or b. such spouse or "domestic partner's" violation. ownership of property sought as I. Allocation recovery for a"wrongful act"; Where "insureds" who are afforded coverage 2. the "insured person" is named in such for a "claim" incur an amount consisting of "claim" together with the spouse or both "loss" that is covered by this Coverage "domestic partner"; and Part and also loss that is not covered by this 3. coverage of the spouse or "domestic Coverage Part, because such "claim" includes both covered and uncovered matters, then partner" shall be on the same terms and coverage shall apply as follows: conditions, including any applicable Page 8 of 11 Form SS 09 01 12 14 EMPLOYMENT PRACTICES LIABILITY COVERAGE FORM Deductible , that applies to coverage of the 1. any of such "claims" was first made, "insured person"for such "claim". regardless of whether such date is before No coverage shall apply to any "claim" for or during the "policy period"; a "wrongful act" of such spouse or 2. notice of any "wrongful act" described "domestic partner". above was given to us under this D. Estates and Legal Representatives Coverage Part pursuant to Sections IV or In the event of the death, incapacity or VIII; or bankruptcy of an "insured person", any "claim" 3. notice of any "wrongful act" described made against the estate, heirs, legal above was given under any prior representatives or assigns of such "insured insurance policy. person" for a "wrongful act" of such "insured H. Deductible Waiver person" shall be deemed to be a "claim" made against such "insured person". No coverage Regarding a "claim" that is a class action civil shall apply to any"claim"for a "wrongful act"of proceeding, no Deductible shall apply to "claim such estate, heirs, legal representatives or expenses" incurred in connection with such assigns. "claim", and we shall reimburse the "insureds" for any covered "claim expenses" paid by the E. Minimum Standards "insureds" within the Deductible otherwise In the event that there is an inconsistency applicable to such "claim", if a: between: 1. final adjudication with prejudice pursuant 1. the terms and conditions that are required to a trial, motion to dismiss or motion for to meet minimum standards of a state's law summaryjudgment; or (pursuant to a state amendatory endorsement attached to this Coverage 2. complete and final settlement with Part), and prejudice; 2. any other term or condition of this Coverage establishes that none of the "insureds" in such Part, "claim" are liable for any"loss". it is understood and agreed that, where I. Application permitted by law, we shall apply those terms 1. The "insureds" represent that the and conditions of 1. or 2. above that are more Declarations and statements contained in favorable to the"insured". the "application" are true, accurate and F. Other Insurance complete. This Coverage Part is issued in 1. The coverage provided under this reliance upon the"application". Coverage Part for any "employment 2. If the "application" contains intentional practices claim" shall be primary. misrepresentations or misrepresentations 2. Notwithstanding the above, the coverage that materially affect the acceptance of the provided under this Coverage Part for any risk by us no coverage shall be afforded "employment practices claim" made under this Coverage Part for any against a temporary, leased or loaned "insureds" who knew on the Effective Date "employee" or an "independent contractor" of this Coverage Part of the facts that were shall be excess of the amount of any so misrepresented, provided that: deductible, retention and limits of liability a. knowledge possessed by any "insured under any other policy or policies person" shall not be imputed to any applicable to such "claim", whether such other"insured person", and other policy or policies are stated to be b. knowledge possessed by any of your primary, contributory, excess, contingent chief executive officer, general or otherwise, unless such other insurance counsel, chief financial officer, human is written specifically excess of this Policy resources director or any position by reference in such other policy or equivalent to the foregoing of the policies to this Policy's Policy Number. "named insured", or anyone signing G. Interrelationship of Claims the "application", shall be imputed to All "claims" based upon, arising from or in any all "insured entities". No other way related to the same "wrongful act" or person's knowledge shall be imputed "interrelated wrongful acts" shall be deemed to to an "insured entity". be a single "claim" for all purposes under this Coverage Part first made on the earliest date that: Form SS 09 01 12 14 Page 9 of 11 EMPLOYMENT PRACTICES LIABILITY COVERAGE FORM J. Changes in Exposure then, as a condition precedent to coverage 1. Acquisitions or Created Subsidiaries hereunder, the "insureds" shall give us written notice and full, written details of the If, before or during the "policy period", any merger as soon as practicable (but, in all "insured entity" acquires or creates a cases, within ninety (90) days of such "subsidiary", then such acquired or created merger). There shall be no coverage entity and its subsidiaries, and any natural under any renewal or replacement of this persons that would qualify as "insured Coverage Part for any newly merged entity persons" thereof, shall be "insureds" to the or any of its subsidiaries, and any natural extent such entities and persons would persons that would qualify as "insured otherwise qualify as "insureds" under this persons" thereof, unless the "insureds" Coverage Part„ but only for "wrongful comply with the terms of this provision. acts" occurring after such acquisition or creation. No coverage shall be available 3. Takeover of Named Insured for any "wrongful act" of such "insureds" If, before or during the "policy period": occurring before such acquisition or a. the "named insured" merges into or creation, or for any "interrelated wrongful consolidates with another entity such acts"thereto. that the "named insured" is not the However, if the fair value of the assets of surviving entity; or any such acquired or created entity b. more than 50% of the securities exceed 25% of the total assets of the representing the right to vote for the "named insured" as reflected in its most "named insured's" board of directors recent consolidated financial statements or managers is acquired by another prior to such acquisition or creation, then, person or entity, group of persons or as a condition precedent to coverage entities, or persons and entities acting hereunder, the "insureds" shall give us in concert, written notice and full, written details of the acquisition or creation as soon as then coverage shall continue under this practicable (but, in all cases, within ninety Coverage Part, but only for"wrongful acts" (90) days of such acquisition or creation). occurring before any such transaction. No There shall be no coverage under any coverage shall be available for any renewal or replacement of this Coverage "wrongful act" occurring after such transaction. Upon such transaction, this Part for any such new "subsidiary" and its subsidiaries, and any natural persons that Coverage Part shall not be cancelled and the entire premium for this Coverage Part would qualify as "insured persons"thereof, unless the "insureds" comply with the shall be deemed fully earned. The terms of this provision. "insured" shall give us written notice and full, written details of such transaction as 2. Mergers soon as practicable (but, in all cases, If, before or during the "policy period", any within ninety (90) days of such "insured entity" merges with another entity transaction). If any transaction described such that the "insured entity" is the herein occurs, then we will not be surviving entity, then such merged entity obligated to offer any renewal or and its subsidiaries, and any natural replacement of this Coverage Part. persons that would qualify as "insured 4. Loss of Subsidiary Status persons" thereof, shall be "insureds" to the extent such entities and persons would If, before or during the "policy period", any otherwise qualify as "insureds" under this entity ceases to be a "subsidiary", then Coverage Part, but only for"wrongful acts" coverage shall be available under this occurring after such merger. No coverage Coverage Part for such "subsidiary" and its shall be available for any "wrongful act" of "insured persons", but only fora "wrongful such "insureds" occurring before such act" of such "insureds" occurring before merger or for any "interrelated wrongful such transaction. No coverage shall be acts"thereto. available for any "wrongful act" of such "insureds" occurring after such However, if the fair value of the assets of transaction. any newly merged entity exceed 25% of the total assets of the "named insured" as K. References To Laws reflected in its most recent consolidated 1. Wherever this Coverage Part mentions financial statements prior to such merger, any law, including, without limitation, any statute, Act or Code of the United States, Page 10 of 11 Form SS 09 01 12 14 A EMPLOYMENT PRACTICES LIABILITY COVERAGE FORM such mention shall be deemed to include N. Bankruptcy or Insolvency all amendments of, and all rules or Bankruptcy or insolvency of any "insureds" regulations promulgated under, such law. shall not relieve us of any of our obligations 2. Wherever this Coverage Part mentions under this Coverage Part. any law or laws, including, without O. Authorization of First Named Insured limitation, any statute, Act or Code of the United States, and such mention is The first"named insured" shall act on behalf of followed by the phrase "or any similar law", all "Insureds" with respect to all matters under such phrase shall be deemed to include all this Coverage Part, including, without similar laws of all jurisdictions throughout limitation, giving and receiving of notices the world, including, without limitation, regarding "claims", cancellation, election of the statutes and any rules or regulations Extended Reporting Period, payment of promulgated under such statutes as well premiums, receipt of any return premiums, and as common law. acceptance of any endorsements to this L. Action Against Us Coverage Part. 1. No action shall be taken against us unless P. When We Do Not Renew there shall have been full compliance with 1. If we decide not to renew this Coverage all the terms and conditions of this Part, we will mail or deliver to the first Coverage Part. "named insured" shown in the Declarations written notice of the 2. No person or organization shall have any nonrenewal not less than thirty (30) days right under this Coverage Part to join us as before the expiration date. a party to any "claim" against the "insureds'' nor shall we be impleaded by 2. If notice is mailed, proof of mailing will be the"insureds" in any such "claim". sufficient proof of notice. M. Entire Agreement 3. Any state amendatory endorsement This Coverage Part, the "application" and any changing Nonrenewal Conditions for any part of this policy shall also apply to this written endorsements attached hereto, along Coverage Part. with the Declarations constitute the entire agreement between you and us relating to this Coverage Part's insurance. Form SS 09 01 12 14 Page 11 of 11 REQUEST FOR MAYOR'S SIGNATURE KENT W.7 , r Routing Information: (ALL REQUESTS MUST FIRST BE ROUTED THROUGH THE LAW DEPARTMENT) Approved by —�4 Di ctor Originator: Paul Kuehne Phone (Originator): 5543 Date Sent: Date Required: 5�o19�iJ Return Signed Document to: Nancy Yoshitake Contract Termination Date: 12/31/20 VENDOR NAME: Date Finance Notified: Ma nan Consulting Services Inc. (only required on contracts 4/ 1 6/ 1 9 g 9 20 000 and over or on any Grant DATE OF COUNCIL APPROVAL: 4�16�19 Date Risk Manager Notified:N/A (Required on Non-City Standard Contracts/Agreements) Has this Document been Specifically Account Number: D20047 Authorized in the Budget? "• YES NO Brief Explanation of Document: The attached agreement with Magnan Consulting Services is to provide construction management, and inspection and testing services for the Green River Natural Resource Area Storm Water Force Main Project. RECEIVED KENT r All Contracts Must Be Routed Through The Law Department (This area to be completed by the Law Department) Received: Approval of Law Dept.: Law Dept. Comments: Date Forwarded to Mayor: Shaded Areas To Be Completed By Administration Staff Received: RECEIVED Recommendations and Comments: Disposition: _SL2 City of Kent l t Office of the Mayor Date Returned: :\ i Ororms\ ocument rocessing\ equest for Mayors Signature.dou KENT WAS rf iNGTOH DATE: April 16, 2019 TO: Kent City Council SUBJECT: Consultant Services Agreement with Magnan Consulting Services, Inc, for the Green River Natural Resource Area Storm Water Force Main - Authorize MOTION: Authorize the Mayor to sign a Consultant Services Agreement with Magnan Consulting Services, Inc. to provide inspection and testing services for the Green River Natural Resource Area Storm Water Force Main Project in an amount not to exceed $152,480. subject to final terms and conditions acceptable to the City Attorney and Public Works Director. SUMMARY: The Green River Natural Resc Force Main project consists of installing 2,500 Feet of 3 m ✓C conduits, air release valves, junction boxes, re-pavin� 49v ation, traffic loops, and other related works. On April 2, 1 the project to Scarsella Brothers, Inc. Magnan Consulting Services, Inc. will ianagement, construction inspection, materials inspectio testing, and quality control for the duration of the projec ent staff will oversee the consultant's work. BUDGET IMPACT: The project will be paid for using Storm Drainage Utility Funds. SUPPORTS STRATEGIC PLAN GOAL: Evolving Infrastructure ATTACHMENTS: 1. 5 - Magnan Consulting Services Agreement (PDF) 04/01/19 Public Works Committee RECOMMENDED TO COUNCIL RESULT: RECOMMENDED TO COUNCIL [UNANIMOUS] Next: 4/16/2019 7:00 PM MOVER: Brenda Fincher, Councilmember SECONDER: Toni Troutner, Councilmember AYES: Dennis Higgins, Brenda Fincher, Toni Troutner