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HomeMy WebLinkAboutCAG2019-412 - Amendment - #1 - Herrera Environmental Consultants, Inc. - Milwaukee II Levee: UPRR Ground & Levee Fill - 11/26/2019 Agreement Routing Form KEN T For Approvals, Signatures and Records Management WA54INGTON This form combines&replaces the Request for Mayor's Signature and Contract Cover Sheet forms. (Print on pink or cherry colored paper) Originator: Nancy for Chris Wadsworth Department: Public Works Date Sent: 11/27/19 Date Required: 12/4/19 w o Authorized Director or Designee Date of N/A p, to Sign: Council �a Mayor Approval. Budget D20090 Grant? Yes ❑✓ No Account Number: Type: N/A Vendor or Name: Herrera Environmental Consultants Inc. Cate 9 Y Contract c Vendor Sub-Category o Number. 34593 1W 9 y Amendment EProject E Name: Milwaukee II Levee - UPRR Grout and Levee Fill h.0 = Project +. Details: Wetland delineation. c 41 E Agreement 2 520 Basis for W Amount: Selection of Contractor: a Start Date: 11/26/19 Termination Date: 12/31/19 Notice required prior to Yes No Contract Number: � oZv/`�— `f/� disclosure. Date Received by City Attorney. Comments: o► c ;M 3 0 cc a 3 a _C Date Routed to the Mayor's Office: N dDate Routed to the City Clerk's Office: .:0 a Cr Date Sent to Originator: Visit Documents.KentWA.gov to obtain copies of all agreements adccW22373 6 19 • KENT WAS H I N G T O N AMENDMENT NO. 1 NAME OF CONSULTANT OR VENDOR: Herrera Environmental Consultants, Inc. CONTRACT NAME & PROJECT NUMBER: Milwaukee II Levee - Union Pacific Railroad Grout and Levee Fill ORIGINAL AGREEMENT DATE: September 10, 2019 This Amendment is made between the City and the above-referenced Consultant or Vendor and amends the original Agreement and all prior Amendments. All other provisions of the original Agreement or prior Amendments not inconsistent with this Amendment shall remain in full force and effect. For valuable consideration and by mutual consent of the parties, Consultant or Vendor's work is modified as follows: 1. Section I of the Agreement, entitled "Description of Work," is hereby modified to add additional work or revise existing work as follows: In addition to work required under the original Agreement and any prior Amendments, the Consultant or Vendor shall: Due to site access limitations the wetland delineation will be performed off-site from a boat in the Green River rather than on-foot access across the site. This will include rental/charter of a boat, increased staff hours and development of a health and safety plan. For a description, see the Consultant's Scope of Work which is attached as Exhibit A and incorporated by this reference. 2. The contract amount and time for performance provisions of Section II "Time of Completion," and Section III, "Compensation," are modified as follows: Original Contract Sum, $23,118 including applicable WSST Net Change by Previous Amendments $0 including applicable WSST Current Contract Amount $23,118 including all previous amendments Current Amendment Sum $2,520 Applicable WSST Tax on this $0 Amendment Revised Contract Sum $25,638 AMENDMENT - 1 OF 2 ` Original Time for Completion 12131/19 (insert date) ' Revised Time for Completion under n/a prior Amendments (insert date) Add'l Days Required (:k) for this 0 calendar days Amendment Revised Time for Completion 12/31/19 (insert date) The Consultant ur Vendor accepts all requirements of this Amendment by signing below, by its signature waives any protest or claim it may have regarding this Amendment, an acknowledges and accepts that this Amendment constitutes full payment and final settlement of all claims of any kind or nature arising from or connected with any vvodx either covered or affected by this Amendment, including, without limitation, claims related to contract time, contract acceleration, mnsite or home office overhead, or lost profits. This Amendment, unless otherwise provided, dues not relieve the Consultant or Vendor from strict compliance with the guarantee and warranty provisions of the original Agreement. All acts consistent with the authority of the Agreement, previous Amendments (ifany\/ and this Amendment, prior to the effective date of this Amendment, are hereby ratified and affirmed, and the terms of the Agreement, previous Amendments (if any), and this Amendment shall be deemed to have applied. The parties whose names appear below swear under penalty of perjury that they are authorized to enter into this Amendment, which is binding on the parties of this� contract. IN WITNESS' the parties below have executed this Amendment, which will become effective on the last date written below. CONSULTANT/VENDOR.. CITY OF KENT: By —aL(signq=t�v—re) nature) Print Name:-0Pbf-e--S- Print Name: Timot y 3. LaPorte, P.E. (title) aXe) ATTEST: APPR VEDAS TO FORM: (applicable if Mayor's signature required) Kent City Clerk Kent Law Department w"M,^ °.l."u°u^~w*W"m.°"" AMENDMENT - 2DF2 EXHIBIT A SCOPE OF WORK Critical Areas Delineation and Stormwater TIR Support for the Union Pacific Railroad Grout and Levee Fill Project DESCRIPTION OF WORK I PROJECT OBJECTIVES Herrera Environmental Consultants(Herrera)has been contacted by the City of Kent(the City)to submit a Scope of Work and Fee for stormwater and environmental services related to the Union Pacific Railroad Grout and Levee Fill Project. The City is designing levee repairs for the Milwaukee 2 Levee as required to meet current FEMA accreditation standards. The goal is to repair the levee such that it meets a 500-year flood protection level, which exceeds current FEMA levee accreditation standards. Repairs to the Milwaukee 2 Levee, which include placement of levee fill material and grout injection, will reduce flood risk impacts to surrounding areas from high water events in the Green River. Adherence to King County's Shoreline Substantial Development permitting process is a requirement to successfully completing the levee project. This process includes completion of Full Drainage Review as defined by the 2016 King County Surface Water Design Manual (SWDM), Section 1.1.2.4. Full Drainage Review requires a Storm Drainage Technical Information Report(TIR). Additional requirements include delineation of all wetlands and critical areas located within the project site,and mitigation for impacts to those critical areas if/as applicable. This scope of work includes a discussion of activities, assumptions, and deliverables associated with the following tasks: Task 1 —Project Management and Quality Control Task 2—Wetland Identification, Delineation, and Rating Task 3— Stormwater TIR Chris Wadsworth is the City's project manager and Ondrej Sklenar is Herrera's project manager for the work. LOCATION OF WORK SITE I The Milwaukee 2 Levee is located on the right bank of the Green River, along S 259th Street between the Union Pacific Railroad tracks to the west and 3rd Ave South to the east in Kent,WA.A portion of the Milwaukee 2 Levee is located outside of the Kent city limits in unincorporated King County. These portions include the Skyway Towing and Recovery property located at 7641 South 259th Street, Kent, WA 98032, and the Union Pacific Railroad right-of-way immediately to the west. DESIRED START AND END DATES Start: September 2019 Critical Areas Delineation and Stormwater TIR support for the Union Pacific Railroad Grout and Levee Fill Project Page ] of 4 End: December 2019 TASKS, ITEMS, AND WORK PRODUCTS The;Consultant shall furnish all services and labor necessary to complete the following tasks. Task 1 -Project Management and Quality Control Herrera is responsible for the management and coordination of the work. Task t represents the labor and expenses associated with scheduling, coordination, and quality control services for the work. Effort for this task is based on the duration indicated by the desired start and end dates indicated above. Herrera shall provide project management measures including: ■ Monthly project progress reports. ■ Maintenance of project files. ■ Regular communication with City of Kent representatives regarding progress and budget. Deliverables: a Monthly progress reports over the term of this project. Task 2—Wetland Identification, Delineation,and Rating Adherence to King County's Shoreline Substantial Development permitting process is a requirement to successfully completing the levee project. This process includes delineation of any wetlands and other critical areas located within the project site. Due to property access restrictions, the project site and adjacent properties are not physically accessible. Herrera shall visually assess whether there are likely wetlands present in the vegetated areas below the mapped 100-year floodplain and within 200 feet of the project limits below the mapped 100-year floodplain within unincorporated King County(See Figure 1). Due to the steep banks of the Green River,this assessment will be conducted j by boat. Herrera wi ll: • Visually assess whether wetlands are likely present below the 100-year floodplain of the Green River by boat. • Capture photos and GPS points where potential wetland are identified. * Complete an internal memo for the City's records which documents conditions observed at the site. Assumptions: Critical Areas Delineation and Stormwater TIR support for the Union Pacific Railroad Grout and Levee Fill Project Page 2 of 4 • Up to one 8-hour field day for two biologists, including travel, will be needed to complete the fieldwork. • A health and safety plan will be created for overwater/boat work. • Significant trees (deciduous trees with greater than 12-inch diameters and coniferous trees with greater than 8-inch diameters at breast height) will not be recorded. • The City will provide any requested,relevant digital files that are available (e.g., project limits). ■ The Consultant will confirm there are no wetlands present in the study area. If likely wetlands are identified, the Consultant will communicate with the City to determine the course of action. • The Consultant will collect a GPS point for the location of any photos taken using an iPad and Bad Elf GPS setup. ■ A single draft of the wetland reconnaissance memo will be prepared for City review, and then it will be finalized to address City comments. The City will provide a consolidated list of review comments and edits to the MS Word file of the draft memo. • Figure 1 provides a figure of the study area for the field work under Task 2. Deliverables: • Draft Wetland Reconnaissance Memo report in MS Word and Adobe PDF format will be submitted within eight weeks of notice to proceed. • Final Wetland Reconnaissance Memo will be provided in Adobe PDF format within two weeks of receipt of City comments on the draft. Task 3—Stormwater TIR Herrera will prepare a stormwater technical information report (TIR)per the requirements of Section 2.3.1.1 of the 2016 King County SWDM. Based on review of the King County SWDM and flow control and water quality application maps, it is anticipated that both basic water quality treatment and conservation flow control will be required for this project. Assumptions: • The City will provide links or copies to any special reports and studies that should be discussed in Section 6 of the TIR. • Budget for this task assumes up to 16 hours including travel time for one staff i person to conduct a desktop review and site visit to complete the offsite analysis. Critical Areas Delineation and Stormwater TIR support for the Union Pacific Railroad Grout and Levee Fill Project Page 3 of 4 A Level I analysis is assumed(no drainage problems identified during the initial downstream analysis). ■ The City will provide CAD files for existing drawings, including Cover sheet, General Notes, TESC plan and details, and Plan and Profile. ■ Herrera will update CAD figures with a King County title block and notes regarding flow control and water quality features. Drawing files will not be updated to King County standards. ■ No infiltration testing will be performed. ■ Flow control and water quality facility sizing calculations will be conducted per the King County SWDM, and illustrative figures of their locations on the site will be provided in the TIR. The budget for this task does not include final design, construction drawings, or specifications for water quality or flow control facilities. • The budget for this task does not include submitting any permit applications (e.g., Corps, FEMA, or local land use) for floodplain work. • The budget for this task assumes that existing drainage infrastructure will be adequate to convey water from the project area. No new outfalls or piped conveyance systems will be conceptually designed or discussed in the TIR. Deliverables: ■ Draft TIR report will be submitted in Adobe PDF format within five weeks of notice to proceed. • Final TIR report will be provided in Adobe PDF format within two weeks of receipt of City comments on the draft report. Critical Areas Delineation and Stormwater TIR support for the Union Pacific Railroad Grout and Levee Fill Project Page 4 of 4 Client#: 12725 HERRENVI ACORD,., CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DDIYYYY) 9/05/2019 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 'ELOW.THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED EPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement.A statement on this certificate does not confer any rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT Propel Insurance PHONE Elizabeth Olson FAx Arc,No,E:t:800 499-0933 AJC,No): 866 577-1326 Tacoma Commercial Insurance E-MAIL Elizabeth.olson@propeI!nsurance.com ADDRESS: @Pelinsurance.com P 1201 Pacific Ave,Suite 1000 INSURER(S)AFFORDING COVERAGE NAIC# Tacoma,WA 98402 INSURER A:Ironshore Specialty Insurance 25445 INSURED Herrera Environmental INSURER B:Ohio Security Insurance Company 24082 Consultants Inc INSURER C:Saif Corporation 36196 2200 6th Avenue#1100 INSURER D: Seattle,WA 98121 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 CONTRACTOR 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 ADD L SUB POLICY EFF POLICY EXP LTR IN R WVD POLICY NUMBER MM/DD/YYYY MM/DD/YYYY LIMITS A X1 COMMERCIAL GENERAL LIABILITY 000826909 11/24/2018 11/24/2019 EEACH�OCCURRENCE $1,000,000 CLAIMS-MADE OCCUR PREMIS ESEa occurrence $500 OOO MED EXP(Any one person) s25,000 PERSONAL 8 ADV INJURY $1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $2,000,000 X POLICY JECOT LOC PRODUCTS-COMP/OP AGG $2,000,000 OTHER: .AUTOMOBILE LIABILITY BAS1956989902 11/24/2018 11/24/201 COMBINED Ea accident SINGLE LIMIT 1,000,000 X ANY AUTO BODILY INJURY(Per person) $ OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY(Per accident) $ X AUTOS ONLY HIRED �X AUTOS ONLY PROPERTY DAMAGE $ Per accident A UMBRELLA LIAR OCCUR 000827009 11/24/2018 11/24/201 EACH OCCURRENCE s4,000,000 X EXCESS LIAB X CLAIMS-MADE Incl. Prof 8r AGGREGATE s4.000.000 DED RETENTION$ Pollution _ _ $ A WORKERS COMPENSATION 000826909 WA STG 11/24/2018 11/24/201 PER oTH- AND EMPLOYERS'LIABILITY C JER ANY PROPRIETOR/PARTNER/EXECUTIVE Y/N X 857188 OR E.L.EACH ACCIDENT $1,000,000 OFFICER/MEMBER EXCLUDED? 7 N/A Mandatory in(f yes,describe under E.L.DISEASE-EA EMPLOYEE $1,000,000 I DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $1,000,000 A Professional Liab 000826909 11/24/2018111/24/201 $1,000,000 Each Claim Pollution $2,000,000 Aggregate DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached if more space is required) RE: Herrera Project No. 19-07134-000 Milwaukie II Levee Environmental and Stormwater Support Additional Insured status applies to City of Kent per attached endorsements. CERTIFICATE HOLDER CANCELLATION City of Kent SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN 220 Fourth Avenue South ACCORDANCE WITH THE POLICY PROVISIONS. Kent,WA 98032 AUTHORIZED REPRESENTATIVE ©1988-2015 ACORD CORPORATION.All rights reserved. ACORD 25(2016/03) 1 of 1 The ACORD name and logo are registered marks of ACORD #S3787513/M3449854 FAR00 This page has been left blank intentionally. 00082690[9 'Your Salk�a 40v, Wording from EPIC for Additional Insured and Waiver of Subrogation Found on page 26, 34 and 36 of form SECTION II—WHO IS AN INSURED 1. If you are designated in the Declarations as: a. An individual, you and your spouse are insureds, but only with respect to the conduct of a business of which you are the sole owner. b. A partnership or joint venture, you are an insured. Your members, your partners, and their spouses are also insureds, but only with respect to the conduct of your business. c. A limited liability company, you are an insured. Your members are also insureds, but only with respect to the conduct of your business. Your managers are insureds, but only with respect to their duties as your managers. d. An organization other than a partnership, joint venture or limited liability company, you are an insured. Your executive officers and directors are insureds, but only with respect to their duties as your officers or directors. Your stockholders are also insureds, but only with respect to their liability as stockholders. e. A trust, you are an insured. Your trustees are also insureds, but only with respect to their duties as trustees. 2. Any subsidiary, associated, affiliated, allied or limited liability company or corporation, including subsidiaries thereof,of which you have more than 50%ownership interest at the effective date of the policy period qualify as a Named Insured. 3. Any organization you newly acquire or form, other than a partnership,joint venture or limited liability company, and over which you maintain ownership or majority interest, will qualify as a Named Insured if there is no other similar insurance available to that organization. However: a. Coverage under this provision is afforded only until the 180th day after you acquire or form the organization or the end of the policy period,whichever is earlier; b. Coverage under this policy does not apply to bodily injury, property damage or environmental damage that occurred before you acquired or formed the organization; c. Coverage under this policy does not apply to personal and advertising injury arising out of an offense committed before you acquired or formed the organization; and d. Coverage under this policy does not apply to damages arising out of any act, error or omission or professional incident that took place before you acquired or formed the organization. 4. Each of the following is also an insured: a. Your volunteer workers only while performing duties related to the conduct of your business, or your employees, other than either your executive officers (if you are an organization other than a partnership,joint venture or limited liability company) or your managers (if you are a limited liability company), but only for acts within the scope of their employment by you or while performing duties related to the conduct of your business. However, none of these employees or volunteer workers are insureds for: (1) Bodily injury or personal and advertising injury: (a) To you, to your partners or members (if you are a partnership or joint venture) or to your members(if you are a limited liability company); (b) For which there is any obligation to share damages with or repay someone else who must pay damages because of the injury described in Paragraphs(1)(a)above;or (c) Arising out of the providing or failure to provide professional health care services except incidental health care services provided by any physician, dentist, nurse, emergency medical technician or paramedic who is employed by you to provide such services and provided you are not engaged in the business of providing such services. (2) Property damage or environmental damage to property owned, occupied or used by, rented to, in the care, custody or control of, or over which physical control is being exercised for any purpose by you, any of your employees, volunteer workers, any partner or member (if you are a partnership or joint venture), or any member (if you are a limited liability company). b. Any person (other than your employee), or any organization while acting as your real estate manager. c. Any person or organization having proper temporary custody of your property if you die,but only with respect to liability arising out of the maintenance or use of that property and until your legal representative has been appointed. d. Your legal representative if you die, but only with respect to duties as such.That representative will have all your rights and duties under this policy. e. Any person or organization you agree to include as an insured in a written contract, written agreement or permit but only With ro —t to bodilly injury, property damage, environmental damage or personal and advertising injury arising out of your operations,your work,equipment or premises leased or rented by you,or your products which are distributed or sold in the regular course of a vendor's business,however: (1) A vendor is not an insured as respects bodily injury, property damage, environmental damage or personal and advertising injury: (a) For which the vendor is obligated to pay damages by reason of the assumption of liability in a contract or agreement except that which the vendor would have in the absence of the contract or agreement; (b) Arising out of any express warranty unauthorized by you; (c) Arising out of any physical or chemical change in the product made intentionally by the vendor; (d) Arising out of repackaging, except when unpacked solely for the purpose of inspection, demonstration, testing, or the substitution of parts under instructions from you, and then repackaged in the original container; (e) Arising out of any failure to make inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business,in connection with the distribution or sale of the products; (f) Arising out of demonstration, installation servicing or repair operations, except such operations performed at the vendor's location in connection with the sale of the product;or (g) Arising out of products which, after distribution or sale by you, have been labeled or relabeled or used as a container, part or ingredient of any other thing or substance by or for the vendor. a. A manager or lessor of premises, a lessor of leased equipment, or a mortgagee, assignee, or receiver is not an insured as respects bodily injury, property damage, environmental damage or personal and advertising injury: a. Arising out of any occurrence that takes place after the equipment lease expires or you cease to be a tenant;or b. Arising out of structural alterations, new construction or demolition operations performed by or on behalf of the manager or lessor of premises, or mortgagee, assignee, or receiver. a. Any person or organization that has at least a 50% controlling interest in you but only with respect to bodily injury, property damage, environmental damage or personal and advertising injury arising out of their financial control of you. Page 34 4. Otherinsurance If other valid and collectible insurance is available to the insured for a loss we cover under this policy, our obligations are limited as follows: a. a. Primary Insurance This insurance is primary except when Paragraph b. below applies. If this insurance is primary, our obligations are not affected unless any of the other insurance is also primary. Then, we will share with all that other insurance by the method described in Paragraph c. below. However, regardless of whether b. below applies, in the event that a written contract or agreement or permit requires this insurance to be primary for any person or organization you agreed to insure and such person or organization is an insured under this policy, we will not seek contributions from any such other insurance issued to such person or organization Page 36 S. Transfer Of Rights Of Recovery Against Others To Us If the insured has rights to recover all or part of any payment we have made under this policy,those rights are transferred to us. At our request, the insured will bring suit or transfer those rights to us and help us enforce them. However, if the insured has waived rights of recovery against any person or organization prior to a loss, we waive any right of recovery we may have under this policy against such person or organization. This page has been left blank intentionally. BAS1956989902 COMMERCIAL AUTO CA 88 10 01 10 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BUSINESS AUTO COVERAGE ENHANCEMENT ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM With respect to coverage afforded by this endorsement, the provisions of the policy apply unless modified by the endorsement. COVERAGEINDEX SUBJECT PROVISION NUMBER ADDITIONAL INSURED BY CONTRACT, AGREEMENT OR PERMIT 3 ACCIDENTAL AIRBAG DEPLOYMENT 12 AMENDED DUTIES IN THE EVENT OF ACCIDENT, CLAIM, SUIT OR LOSS 18 AMENDED FELLOW EMPLOYEE EXCLUSION 5 AUDIO, VISUAL AND DATA ELECTRONIC EQUIPMENT COVERAGE 13 BROAD FORM INSURED 1 BODILY INJURY REDEFINED 21 EMPLOYEES AS INSUREDS (including employee hired auto) 2 EXTENDED CANCELLATION CONDITION 22 EXTRA EXPENSE — BROADENED COVERAGE 10 GLASS REPAIR—WAIVER OF DEDUCTIBLE 15 HIRED AUTO PHYSICAL DAMAGE(including employee hired auto) 6 HIRED AUTO COVERAGE TERRITORY 20 LOAN /LEASE GAP 14 PARKED AUTO COLLISION COVERAGE (WAIVER OF DEDUCTIBLE) 16 PERSONAL EFFECTS COVERAGE 11 PHYSICAL DAMAGE—ADDITIONAL TRANSPORTATION EXPENSE COVERAGE 8 RENTAL REIMBURSEMENT 9 SUPPLEMENTARY PAYMENTS 4 TOWING AND LABOR 7 UNINTENTIONAL FAILURE TO DISCLOSE HAZARDS 17 WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US 19 SECTION II— LIABILITY COVERAGE is amended as follows: 1. BROAD FORM INSURED SECTION II —LIABILITY COVERAGE, paragraph A.1. —WHO IS AN INSURED is amended to include the following as an insured: d. Any legally incorporated entity of which you own more than 50 percent of the voting stock during the policy period. However, "insured" does not include any organization that: (1) Is a partnership orjoint venture; or (2) Is an insured under any other automobile policy; or (3) Has exhausted its Limit of Insurance under any other automobile policy. Paragraph d. (2) of this provision does not apply to a policy written to apply specifically in excess of this policy. e. Any organization you newly acquire or form, other than a partnership or joint venture, of which you own more than 50 percent of the voting stock. This automatic coverage is afforded only for 180 days from the date of acquisition or formation. However, coverage under this provision does not apply: (1) If there is similar insurance or a self-insured retention plan available to that organization; ©2010 Liberty Mutual Insurance Company.All rights reserved. CA 88 10 01 10 Includes copyrighted material of Insurance Services Office,with its permission. Page 1 of 7 (2) If the Limits of Insurance of any other insurance policy have been exhausted; or (3) To "bodily injury" or "property damage" that occurred before you acquired or formed the organization. 2. EMPLOYEES AS INSUREDS SECTION II —LIABILITY COVERAGE, paragraph A.1. —WHO IS AN INSURED is amended to include the following as an insured: f. Any"employee" of yours while using a covered "auto" you do not own, hire or borrow but only for acts within the scope of their employment by you. Insurance provided by this endorsement is excess over any other insurance available to any"employee". g. An "employee" of yours while operating an "auto" hired or borrowed under a written contract or agreement in that "employee's" name, with your permission, while performing duties related to the conduct of your business and within the scope of their employment. Insurance provided by this endorsement is excess over any other insurance available to the "employee". 3. ADDITIONAL INSURED BY CONTRACT, AGREEMENT OR PERMIT SECTION II —LIABILITY COVERAGE, paragraph A.1. —WHO IS AN INSURED is amended to include the following as an insured: h. Any person or organization with respect to the operation, maintenance or use of a covered "auto", nrnviriarl that vni i anri Qi i�h narcnn nr nrnani7ntinn hawe nnroari in a written rnntrant anraamcnt nr permit issued to you by governmental or public authority, to add such person, or organization, or governmental or public authority to this policy as an "insured". However, such person or organization is an "insured": (1) Only with respect to the operation, maintenance or use of a covered "auto"; (2) Only for"bodily injury" or"property damage" caused by an "accident"which takes place after you executed the written contract or agreement, or the permit has been issued to you; and (3) Only for the duration of that contract, agreement or permit 4. SUPPLEMENTARY PAYMENTS SECTION II — LIABILITY COVERAGE, Coverage Extensions, 2.a. Supplementary Payments, paragraphs (2) and (4) are replaced by the following: (2) Up to $3,000 for cost of bail bonds (including bonds for related traffic violations) required because of an "accident"we cover. We do not have to furnish these bonds. (4) All reasonable expenses incurred by the insured at our request, including actual loss of earnings up to $500 a day because of time off from work. 5. AMENDED FELLOW EMPLOYEE EXCLUSION In those jurisdictions where, by law, fellow employees are not entitled to the protection afforded to the employer by the workers compensation exclusivity rule, or similar protection, the following provision is added: SECTION II — LIABILITY, exclusion B.5. FELLOW EMPLOYEE does not apply if the "bodily injury" results from the use of a covered "auto"you own or hire. SECTION III— PHYSICAL DAMAGE COVERAGE is amended as follows: 6. HIRED AUTO PHYSICAL DAMAGE Paragraph A.4. Coverage Extensions of SECTION III — PHYSICAL DAMAGE COVERAGE, is amended by adding the following: If hired "autos" are covered "autos" for Liability Coverage, and if Comprehensive, Specified Causes of Loss or Collision coverage are provided under the Business Auto Coverage Form for any"auto" you own, then the Physical Damage coverages provided are extended to "autos": a. You hire, rent or borrow; or ©2010 Liberty Mutual Insurance Company. All rights reserved. CA 88 10 01 10 Includes copyrighted material of Insurance Services Office,with its permission. Page 2 of 7 b. Your "employee" hires or rents under a written contract or agreement in that "employee's" name, but only if the damage occurs while the vehicle is being used in the conduct of your business, subject to the following limit and deductible: A. The most we will pay for"loss" in any one "accident" or"loss" is the smallest of: (1) $50,000; or (2) The actual cash value of the damaged or stolen property as of the time of the"loss"; or (3) The cost of repairing or replacing the damaged or stolen property with other property of like kind and quality, minus a deductible. B. The deductible will be equal to the largest deductible applicable to any owned "auto" for that coverage. C. Subject to the limit, deductible and excess provisions described in this provision, we will provide coverage equal to the broadest coverage applicable to any covered "auto" you own. D. Subject to a maximum of $750 per "accident", we will also cover the actual loss of use of the hired "auto" if it results from an "accident", you are legally liable and the lessor incurs an actual financial loss. E. This coverage extension does not apply to: (1) Any"auto"that is hired, rented or borrowed with a driver; or (2) Any"auto"that is hired, rented or borrowed from your"employee". For the purposes of this provision, SECTION V— DEFINITIONS is amended by adding the following: "Total loss" means a "loss" in which the cost of repairs plus the salvage value exceeds the actual cash value. 7. TOWING AND LABOR SECTION III — PHYSICAL DAMAGE COVERAGE, paragraph A.2. Towing, is amended by the addition of the following: We will pay towing and labor costs incurred, up to the limits shown below, each time a covered "auto" classified and rated as a private passenger type, "light truck" or"medium truck" is disabled: a. For private passenger type vehicles, we will pay up to $50 per disablement. b. For "light trucks", we will pay up to $50 per disablement. "Light trucks" are trucks that have a gross vehicle weight(GVW)of 10,000 pounds or less. c. For"medium trucks" , we will pay up to $150 per disablement. "Medium trucks"are trucks that have a gross vehicle weight (GVW)of 10,001 —20,000 pounds. However, the labor must be performed at the place of disablement. 8. PHYSICAL DAMAGE-ADDITIONAL TRANSPORTATION EXPENSE COVERAGE Paragraph A.4.a., Coverage Extension of SECTION III — PHYSICAL DAMAGE COVERAGE, is amended to provide a limit of$50 per day and a maximum limit of$1,500 02010 Liberty Mutual Insurance Company.All rights reserved. CA 88 10 01 10 Includes copyrighted material of Insurance Services Office,with its permission. Page 3 of 7 9. RENTAL REIMBURSEMENT SECTION III — PHYSICAL DAMAGE COVERAGE, A. COVERAGE, is amended by adding the following: a. We will pay up to $75 per day for rental reimbursement expenses incurred by you for the rental of an "auto" because of "accident" or "loss", to an "auto" for which we also pay a "loss" under Comprehensive, Specified Causes of Loss or Collision Coverages. We will pay only for those expenses incurred after the first 24 hours following the "accident" or"loss"to the covered "auto." b. Rental Reimbursement will be based on the rental of a comparable vehicle, which in many cases may be substantially less than $75 per day, and will only be allowed for the period of time it should take to repair or replace the vehicle with reasonable speed and similar quality, up to a maximum of 30 days. c. We will also pay up to $500 for reasonable and necessary expenses incurred by you to remove and replace your tools and equipment from the covered "auto". d. This coverage does not apply unless you have a business necessity that other "autos" available for your use and operation cannot fill. e. If"loss" results from the total theft of a covered "auto" of the private passenger type, we will pay under this coverage only that amount of your rental reimbursement expenses which is not already provided under Paragraph 4. Coverage Extension. f. No deductible applies to this coverage. F-or the purposes of this endorsement provision, materials and equipment do not include "persona effects" as defined in provision 11. 10. EXTRA EXPENSE - BROADENED COVERAGE Under SECTION III — PHYSICAL DAMAGE COVERAGE, A. COVERAGE, we will pay for the expense of returning a stolen covered "auto"to you. The maximum amount we will pay is$1,000. 11. PERSONAL EFFECTS COVERAGE A. SECTION III — PHYSICAL DAMAGE COVERAGE, A. COVERAGE, is amended by adding the following: If you have purchased Comprehensive Coverage on this policy for an "auto" you own and that "auto" is stolen, we will pay, without application of a deductible, up to $600 for "personal effects" stolen with the "auto." The insurance provided under this provision is excess over any other collectible insurance. B. SECTION V— DEFINITIONS is amended by adding the following: For the purposes of this provision, "personal effects" mean tangible property that is worn or carried by an insured." "Personal effects" does not include tools, equipment,jewelry, money or securities. 12. ACCIDENTAL AIRBAG DEPLOYMENT SECTION III —PHYSICAL DAMAGE COVERAGE, B. EXCLUSIONS is amended by adding the following: If you have purchased Comprehensive or Collision Coverage under this policy, the exclusion for "loss" relating to mechanical breakdown does not apply to the accidental discharge of an airbag. Any insurance we provide shall be excess over any other collectible insurance or reimbursement by manufacturer's warranty. However, we agree to pay any deductible applicable to the other coverage or warranty. 13. AUDIO, VISUAL AND DATA ELECTRONIC EQUIPMENT COVERAGE SECTION III — PHYSICAL DAMAGE COVERAGE, B. EXCLUSIONS, exception paragraph a. to exclusions 4.c. and 4.d. is deleted and replaced with the following: ©2010 Liberty Mutual Insurance Company.All rights reserved. CA 88 10 01 10 Includes copyrighted material of Insurance Services Office,with its permission. Page 4 of 7 Exclusion 4.c. and 4.d. do not apply to: a. Electronic equipment that receives or transmits audio, visual or data signals, whether or not designed solely for the reproduction of sound, if the equipment is permanently installed in the covered "auto" at the time of the "loss" and such equipment is designed to be solely operated by use of the power from the "auto's" electrical system, in or upon the covered "auto" and physical damage coverages are provided for the covered "auto"; or If the "loss" occurs solely to audio, visual or data electronic equipment or accessories used with this equipment, then our obligation to pay for, repair, return or replace damaged or stolen property will be reduced by a $100 deductible. 14. LOAN /LEASE GAP COVERAGE A. Paragraph C., LIMIT OF INSURANCE of SECTION III — PHYSICAL DAMAGE COVERAGE is amended by adding the following: The most we will pay for a "total loss" to a covered "auto" owned by or leased to you in any one "accident" is the greater of the: 1. Balance due under the terms of the loan or lease to which the damaged covered "auto" is subject at the time of the "loss" less the amount of: a. Overdue payments and financial penalties associated with those payments as of the date of the "loss", b. Financial penalties imposed under a lease due to high mileage, excessive use or abnormal wear and tear, c. Costs for extended warranties, Credit Life Insurance, Health, Accident or Disability Insurance purchased with the loan or lease, d. Transfer or rollover balances from previous loans or leases, e. Final payment due under a "Balloon Loan", f. The dollar amount of any unrepaired damage which occurred prior to the "total loss" of a covered "auto", g. Security deposits not refunded by a lessor, h. All refunds payable or paid to you as a result of the early termination of a lease agreement or as a result of the early termination of any warranty or extended service agreement on a covered "auto", i. Any amount representing taxes, j. Loan or lease termination fees; or 2. The actual cash value of the damage or stolen property as of the time of the "loss". An adjustment for depreciation and physical condition will be made in determining the actual cash value at the time of the "loss". This adjustment is not applicable in Texas. B. ADDITIONAL CONDITIONS This coverage applies only to the original loan for which the covered "auto" that incurred the loss serves as collateral, or lease written on the covered "auto"that incurred the loss. C. SECTION V—DEFINTIONS is changed by adding the following: As used in this endorsement provision, the following definitions apply.- "Total loss" means a "loss" in which the cost of repairs plus the salvage value exceeds the actual cash value. A "balloon loan" is one with periodic payments that are insufficient to repay the balance over the term of the loan, thereby requiring a large final payment. CA 88 10 01 10 ©2010 Liberty Mutual Insurance Company.All rights reserved. Includes copyrighted material of Insurance Services Office,with its permission. Page 5 of 7 15. GLASS REPAIR -WAIVER OF DEDUCTIBLE Paragraph D. Deductible of SECTION III — PHYSICAL DAMAGE COVERAGE is amended by the addition of the following: No deductible applies to glass damage if the glass is repaired rather than replaced. 16. PARKED AUTO COLLISION COVERAGE (WAIVER OF DEDUCTIBLE) Paragraph D. Deductible of SECTION III — PHYSICAL DAMAGE COVERAGE is amended by the addition of the following: The deductible does not apply to "loss" caused by collision to such covered "auto" of the private passenger type or light weight truck with a gross vehicle weight of 10,000 lbs. or less as defined by the manufacturer as maximum loaded weight the "auto" is designed to carry while it is: a. In the charge of an "insured"; b. Legally parked; and c. Unoccupied. The "loss" must be reported to the police authorities within 24 hours of known damage. The total amount of the damage to the covered "auto" must exceed the deductible shown in the Declarations. This provision does not apply to any "loss" if the covered "auto" is in the charge of any person or organization engaged in the atitomnhilP husinPss, SECTION IV— BUSINESS AUTO CONDITIONS is amended as follows: 17. UNINTENTIONAL FAILURE TO DISCLOSE HAZARDS SECTION IV- BUSINESS AUTO CONDITIONS, Paragraph B.2. is amended by adding the following: If you unintentionally fail to disclose any hazards, exposures or material facts existing as of the inception date or renewal date of the Business Auto Coverage Form, the coverage afforded by this policy will not be prejudiced. However, you must report the undisclosed hazard of exposure as soon as practicable after its discovery, and we have the right to collect additional premium for any such hazard or exposure. 18. AMENDED DUTIES IN THE EVENT OF ACCIDENT, CLAIM, SUIT, OR LOSS SECTION IV — BUSINESS AUTO CONDITIONS, paragraph A.2.a. is replaced in its entirety by the following: a. In the event of"accident', claim, "suit' or"loss", you must promptly notify us when it is known to: 1. You, if you are an individual; 2. A partner, if you are a partnership; 3. Member, if you are a limited liability company; 4. An executive officer or the "employee" designated by the Named Insured to give such notice, if you are a corporation. To the extent possible, notice to us should include: (1) How, when and where the "accident' or"loss"took place; (2) The "insureds" name and address; and (3) The names and addresses of any injured persons and witnesses. 19. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US SECTION IV— BUSINESS AUTO CONDITIONS, paragraph A.5., Transfer of Rights of Recovery Against Others to Us, is amended by the addition of the following: If the person or organization has waived those rights before an "accident' or "loss", our rights are waived also. ©2010 Liberty Mutual Insurance Company.All rights reserved. CA 88 10 01 10 Includes copyrighted material of Insurance Services Office,with its permission. Page 6 of 7 20. HIRED AUTO COVERAGE TERRITORY SECTION IV — BUSINESS AUTO CONDITIONS, paragraph B.7., Policy Period, Coverage Territory, is amended by the addition of the following: f. For "autos" hired 30 days or less, the coverage territory is anywhere in the world, provided that the insured's responsibility to pay for damages is determined in a "suit", on the merits, in the United States, the territories and possessions of the United States of America, Puerto Rico or Canada or in a settlement we agree to. This extension of coverage does not apply to an "auto" hired, leased, rented or borrowed with a driver. SECTION V— DEFINITIONS is amended as follows: 21. BODILY INJURY REDEFINED Under SECTION V— DEFINTIONS, definition C. is replaced by the following: "Bodily injury" means physical injury, sickness or disease sustained by a person, including mental anguish, mental injury, shock, fright or death resulting from any of these at any time. COMMMON POLICY CONDITIONS 22. EXTENDED CANCELLATION CONDITION COMMON POLICY CONDITIONS, paragraph A.— CANCELLATION condition applies except as follows: If we cancel for any reason other than nonpayment of premium, we will mail to the first Named Insured written notice of cancellation at least 60 days before the effective date of cancellation. This provision does not apply in those states which require more than 60 days prior notice of cancellation. ©2010 Liberty Mutual Insurance company.All rights reserved. CA 88 10 01 10 Includes copyrighted material of Insurance Services Office,with its permission. Page 7 of 7 This page has been left blank intentionally.