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HomeMy WebLinkAboutCAG2020-144 - Original - Migizi Group, Inc. - Phase I Environmental Site Assessment for Signature Pointe Levee - Wagers Property Project - 05/12/2020ApprovalOriginator:Department: Date Sent:Date Required: Authorized to Sign: o Director or Designee o Mayor Date of Council Approval: Budget Account Number: Budget? o Yes o No Grant? o Yes o No Type:Review/Signatures/RoutingDate Received by City Attorney:Comments: Date Routed to the Mayor’s Office: Date Routed to the City Clerk’s Office:Agreement InformationVendor Name:Category: Vendor Number:Sub-Category: Project Name: Project Details: Agreement Amount: Start Date: Basis for Selection of Contractor: Termination Date: Local Business? o Yes o No* *If meets requirements per KCC 3.70.100, please complete “Vendor Purchase-Local Exceptions” form on Cityspace. Notice required prior to disclosure? o Yes o No Contract Number: Agreement Routing Form For Approvals, Signatures and Records Management This form combines & replaces the Request for Mayor’s Signature and Contract Cover Sheet forms. (Print on pink or cherry colored paper) Visit Documents.KentWA.gov to obtain copies of all agreementsadccW22373_1_20 CONSULTANT SERVICES AGREEMENT - 1 ($20,000 or Less) CONSULTANT SERVICES AGREEMENT between the City of Kent and Migizi Group, Inc. THIS AGREEMENT is made between the City of Kent, a Washington municipal corporation (hereinafter the "City"), and Migizi Group, Inc. organized under the laws of the State of Washington, located and doing business at 17921 Bothell Everett Highway, Suite 102, Bothell, WA 98012, Phone: (509) 939-1091, Contact: Jason Souza (hereinafter the "Consultant"). I. DESCRIPTION OF WORK. Consultant shall perform the following services for the City in accordance with the following described plans and/or specifications: The Consultant shall prepare a Phase I Environmental Site Assessment for the Signature Pointe Levee - Wagers Property Project. For a description, see the Consultant's Scope of Work which is attached as Exhibit A and incorporated by this reference. Consultant further represents that the services furnished under this Agreement will be perf ormed 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. III.COMPENSATION. A. The City shall pay the Consultant, based on time and materials, an amount not to exceed Two Thousand, Seven Hundred Fifty Dollars ($2,750), for the services described in this Agreement. This is the maximum amount to be paid under this Agreement for the work described in Section I above, and shall not be exceeded without the prior written authorization of the City in the form of a negotiated and executed amendment to this agreement. The Consultant agrees that the hourly or flat rate charged by it for its services contracted for herein shall remain locked at the negotiated rate(s) for a period of one (1) year from the effective date of this Agreement. The Consultant's billing rates shall be as delineated in Exhibit A. B. The Consultant shall submit monthly payment invoices to the City for work performed, and a final bill upon completion of all services described in this Agreement. The City shall provide payment within forty-five (45) days of receipt of an invoice. If the City objects to all or any portion of an invoice, it shall notify the Consultant and reserves the option to only pay that portion of the invoice not in dispute. In that event, the parties will immedi ately make every effort to settle the disputed portion. IV.INDEPENDENT CONTRACTOR. The parties intend that an Independent Contractor- Employer Relationship will be created by this Agreement. By their execution of this Agreement, and in accordance with Ch. 51.08 RCW, the parties make the following representations: CONSULTANT SERVICES AGREEMENT - 2 ($20,000 or Less) A. The Consultant has the ability to control and direct the performance and details of its work, the City being interested only in the results obtained under this Agreement. B. The Consultant maintains and pays for its own place of business from which Consultant’s services under this Agreement will be performed. C. The Consultant has an established and independent business that is eligible for a business deduction for federal income tax purposes that existed before the City retained Consultant’s services, or the Consultant is engaged in an independently established trade, occupation, profession, or business of the same nature as that involved under this Agreement. D. The Consultant is responsible for filing as they become due all necessary tax documents with appropriate federal and state agencies, including the Internal Revenue Service and the state Department of Revenue. E. The Consultant has registered its business and established an account with the state Department of Revenue and other state agencies as may be required by Consultant’s business, and has obtained a Unified Business Identifier (UBI) number from the State of Washington. F. The Consultant maintains a set of books dedicated to the expenses and earnings of its business. V. TERMINATION. Either party may terminate this Agreement, with or without cause, upon providing the other party thirty (30) days written notice at its address set forth on the signature block of this Agreement. After termination, the City may take possession of all records and data within the Consultant’s possession pertaining to this project, which may be used by the City without restriction. If the City’s use of Consultant’s records or data is not related to this project, it shall be without liability or legal exposure to the Consultant. VI. DISCRIMINATION. In the hiring of employees for the performance of work under this Agreement or any subcontract, the Consultant, its subcontractors, or any person acting on behalf of the Consultant or subcontractor shall not, by reason of race, religion, color, sex, age, sexual orientation, national origin, or the presence of any sensory, mental, or physical disability, discriminate against any person who is qualified and available to perform the work to which the employment rel ates. Consultant shall execute the attached City of Kent Equal Employment Opportunity Policy Declaration, Comply with City Administrative Policy 1.2, and upon completion of the contract work, file the attached Compliance Statement. VII. INDEMNIFICATION. Consultant shall defend, indemnify and hold the City, its officers, officials, employees, agents and volunteers harmless from any and all claims, injuries, damages, losses or suits, including all legal costs and attorney fees, arising out of or in connec tion with the Consultant's performance of this Agreement, except for that portion of the injuries and damages caused by the City's negligence. The City's inspection or acceptance of any of Consultant's work when completed shall not be grounds to avoid any of these covenants of indemnification. Should a court of competent jurisdiction determine that this Agreement is subject to RCW 4.24.115, then, in the event of liability for damages arising out of bodily injury to persons or damages to property caused by or resulting from the concurrent negligence of the Consultant and the City, its officers, officials, employees, agents and volunteers, the Consultant's duty to defend, indemnify, and hold the City harmless, and Consultant’s liability accruing from that obligation shall be only to the extent of the Consultant's negligence. IT IS FURTHER SPECIFICALLY AND EXPRESSLY UNDERSTOOD THAT THE INDEMNIFICATION PROVIDED HEREIN CONSTITUTES THE CONSULTANT'S WAIVER OF IMMUNITY UNDER INDUSTRIAL CONSULTANT SERVICES AGREEMENT - 3 ($20,000 or Less) INSURANCE, TITLE 51 RCW, SOLELY FOR THE PURPOSES OF THIS INDEMNIFICATION. THE PARTIES FURTHER ACKNOWLEDGE THAT THEY HAVE MUTUALLY NEGOTIATED THIS WAIVER. In the event Consultant refuses tender of defense in any suit or any claim, if that tender was made pursuant to this indemni fication clause, and if that refusal is subsequently determined by a court having jurisdiction (or other agreed tribunal) to have been a wrongful refusal on the Consultant’s part, then Consultant shall pay all the City’s costs for defense, including all re asonable expert witness fees and reasonable attorneys’ fees, plus the City’s legal costs and fees incurred because there was a wrongful refusal on the Consultant’s part. The provisions of this section shall survive the expiration or termination of this Agreement. VIII. INSURANCE. The Consultant shall procure and maintain for the duration of the Agreement, insurance of the types and in the amounts described in Exhibit B attached and incorporated by this reference. IX. EXCHANGE OF INFORMATION. The City will provide its best efforts to provide reasonable accuracy of any information supplied by it to Consultant for the purpose of completion of the work under this Agreement. X. OWNERSHIP AND USE OF RECORDS AND DOCUMENTS. Original documents, drawings, designs, reports, or any other records developed or created under this Agreement shall belong to and become the property of the City. All records submitted by the City to the Consultant will be safeguarded by the Consultant. Consultant shall make such data, documents, and files available to the City upon the City’s request. The Consultant acknowledges that the City is a public agency subject to the Public Records A ct codified in Chapter 42.56 of the Revised Code of Washington. As such, the Consultant agrees to cooperate fully with the City in satisfying the City’s duties and obligations under the Public Records Act . The City’s use or reuse of any of the documents, data, and files created by Consultant for this project by anyone other than Consultant on any other project shall be without liability or legal exposure to Consultant. XI. CITY'S RIGHT OF INSPECTION. Even though Consultant is an independent contractor with the authority to control and direct the performance and details of the work authorized under this Agreement, the work must meet the approval of the City and shall be subject to the City's general right of inspection to secure satisfactory completion. XII. WORK PERFORMED AT CONSULTANT'S RISK. Consultant shall take all necessary precautions and shall be responsible for the safety of its employees, agents, and subcontractors in the performance of the contract work and shall utilize all protection nec essary for that purpose. All work shall be done at Consultant's own risk, and Consultant shall be responsible for any loss of or damage to materials, tools, or other articles used or held for use in connection with the work. XIII. MISCELLANEOUS PROVISIONS. A. 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. 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 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 CONSULTANT SERVICES AGREEMENT - 4 ($20,000 or Less) in defending or bringing such claim or lawsuit, including all appeals, in addition to any other recovery or award provided by law; provided, however, nothing in this paragraph shall be construed to limit the City's right to indemnification under Section VII of this Agreement. D. Written Notice. All communications regarding this Agreement shall be sent to the parties at the addresses listed on the signature page of the Agreement, unless notified to the contrary. Any written notice hereunder shall become effective three (3) business days after the date of mailing by registered or certified mail, and shall be deemed sufficiently given if sent to the addressee at the add ress stated in this Agreement or such other address as may be hereafter specified in writing. E. Assignment. Any assignment of this Agreement by either party without the written consent of the non-assigning party shall be void. If the non -assigning party gives its consent to any assignment, the terms of this Agreement shall continue in full force and effect and no further assignment shall be made without additional written consent. F. Modification. No waiver, alteration, or modification of any of the p rovisions of this Agreement shall be binding unless in writing and signed by a duly authorized representative of the City and Consultant. G. Entire Agreement. The written provisions and terms of this Agreement, together with any Exhibits attached hereto, shall supersede all prior verbal statements of any officer or other representative of the City, and such statements shall not be effective or be construed as entering into or forming a part of or altering in any manner this Agreement. All of the above documents are hereby made a part of this Agreement. However, should any language in any of the Exhibits to this Agreement conflict with any language contained in this Agreement, the terms of this Agreement shall prevail. H. Compliance with Laws. The Consultant agrees to comply with all federal, state, and municipal laws, rules, and regulations that are now effective or in the future become applicable to Consultant's business, equipment, and personnel engaged in operations covered by this Agreement or accr uing 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. 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. / / / / / / / / / / / / K. counterparts and signatures by Fax or Email.. This Agreement may be executed in any number of counterparts, each of which snutt coilftiG an originar, and all 9f *li:h will together constitute this one Agreement. Further, upon executing ilis Agreement, either party ma.y deliver the signature page to the other by fax or email and that ,ign"iril ihail nave the same force and effect as if the Agreement bearing the original signature was received in person. rN wrrNEss, the parties below execute this- Agreement, wjrich 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: DATE: 't1May2a?o By (tiile) its:CEO Print Name . Jason Souza (signature) Michael Mactutis, P.E. Environmental Engineering Manager CITY OF KENT: Print Name: By: Its: DATE: NOTICES TO BE SEI{T TO: Jason Souza Migizi Group, Inc. 1792t Bothell Everett Highway, Suite 102 Bothell, WA 98012 (509) 939-1091 (telephone) (425\ 398-2333 (facsimile) CONSULTANT: NOTICES TO BE SENT TO: CITY OF KEI{T: Timothy J. LaPofte, P.E. City of Kent 220 Fourth Avenue South Kent, WA 98032 (253) 856-5500 (telephone) 233 8 mile Kent Ci Clerk p:\PubllcUdmlnrltGnon\Csb?d5\Crnt-.cts pc-p.re{t (Katht}\t.ggtzi Grwp CONSULTANT SERVICES AGREEIIENT ($2A,OOO or l-ess) EEO COMPLIANCE DOCUMENTS - 1 DECLARATION CITY OF KENT EQUAL EMPLOYMENT OPPORTUNITY POLICY The City of Kent is committed to conform to Federal and State laws regarding equal opportunity. As such all contractors, subcontractors and suppliers who perform work with relation to this Agreement shall comply with the regulations of the City’s equal employment opportunity policies. The following questions specifically identify the requirements the City deems necessary for any contractor, subcontractor or supplier on this specific Agreement to adhere to. An affirmative response is required on all of the following questions for this Agreement to be valid and binding. If any contractor, subcontractor or supplier willfully misrepresents themselves with regard to the directives outlines, it will be considered a breach of contract and it will be at the City’s sole determination regarding suspension or termination for all or part of the Agreement; The questions are as follows: 1. I have read the attached City of Kent administrative policy number 1.2. 2. During the time of this Agreement I will not discriminate in employment on the basis of sex, race, color, national origin, age, or the presence of all sensory, mental or physical disability. 3. During the time of this Agreement the prime contractor will provide a written statement to all new employees and subcontractors indicating commitment as an equal opportunity employer. 4. During the time of the Agreement I, the prime contractor, will actively consider hiring and promotion of women and minorities. 5. Before acceptance of this Agreement, an adherence statement will be signed by me, the Prime Contractor, that the Prime Contractor complied with the requirements as set forth above. By signing below, I agree to fulfill the five requirements referenced above. By: ___________________________________________ For: __________________________________________ Title: _________________________________________ Date: _________________________________________ Migizi Group, Inc. CEO / Principal Scientist 11May2020 EEO COMPLIANCE DOCUMENTS - 2 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 - 3 CITY OF KENT EQUAL EMPLOYMENT OPPORTUNITY COMPLIANCE STATEMENT This form shall be filled out AFTER COMPLETION of this project by the Contractor awarded the Agreement. I, the undersigned, a duly represented agent of Company, hereby acknowledge and declare that the before-mentioned company was the prime contractor for the Agreement known as that was entered into on the (date) between the firm I represent and the City of Kent. I declare that I complied fully with all of the requirements and obligations as outlined in the City of Kent Administrative Policy 1.2 and the Declaration City of Kent Equal Employment Opportunity Policy that was part of the before-mentioned Agreement. By: ___________________________________________ For: __________________________________________ Title: _________________________________________ Date: _________________________________________ **lMIGTZT GROU¿ rNC.17921 Bothell-Everett Hwy., Suite 102 PHONEBothell, Washington 98012 FAX(42s) 398-2300(42s) 398-2333Nf.ay 6,2020MGI Proposal81357-20Drew Holcomb, Design Engineer IICity of Kent, Public Works Department400 West Gowe, Kent WA 98032Attention: Mr. Drew HolcombSubiectProposal for Phase I Environmental Site Assessment6804251't' Kent, WAMr. Holcomb:Migizi Group, Inc. (MGI) is pleased to present this fee proposal containing the scope of workand associated costs for performing Phase I Environmental Site Assessments (Phase I ESA) atthe above referenced property addresses in Kent, Washington (Site, subject properties). MGIunderstands that the City of Kenf Public Works (Client or City) is requesting that the Phase IESA performed as a function of their prospective purchase of the property.PHASE I SCOPE OF SERVICESThe proposed Phase I surveys witl be performed in general accordance with the AmericanSociety for Testing and Materials (ASTM) Standard 81527-1,3, Støndard Practice for EnaironmentalSite Assessments: Phase I Enaironmentøl Site Assessment Process. Specifically, the proposed scope ofservices to be provided by MGI will comprise the following elements:A site teconnaissance for the purpose of assessing existing conditions and evaluatingindications of environmental concerns on the Site.A reconnaiss¿mce of the area immediately surrounding the Site to evaluate land use andexamine the potential for environmental concems to the subject property. The off-sitereconnaissance would, for the most par! be non-intrusive in nafure; that is, the adjacentproperties would be observed from the subject site or other public vantage points. Ifpotential environmental concems are identified on adjacent properties, a more detailedassessment may be required.aaMigizi Group, Inc.Page 1 of 44*Exhibit A City of Kent Public Works DepartrnentPhase I ESA - 6804 251s, Kent WAMay 6,202081357-20aAs defined in Section 8.2J1. of the ,4STM 1527-13 Standard Practice for Enr:ironment SiteAssessments: Phase I Enaironmental Site Assessment Process, a review of the following Federaland Washington State Department of Ecology (Ecology) regulatory agency databases toevaluate reported environmental concerns at the subject property and in the vicinity of thesubject site:1) Federal National Priority List (NPL) site list (1-mile radius)2) Federal Delisted NPL site list (0.5-mile radius)3) Federal Comprehensive Environmental Resource Conservation and LiabitityInformation System (CERCLIS) database (0.S-mile radius)4) Federal CERCLIS No Further Remedial Action Plan (NFRAP) site list database (0.5-mile radius)5) Federal Resource Conservation Recovery Act (RCRA) Corrective Action Sites(CORRACTS) facilities database (l-mile radius)6) Federal RCRA non-CORRACTS Treatment, Storage and Disposal (TSD) facilitiesdatabase (1-mile radius)7) Federal RCRA generators list (subject property and adjoining properties)8) Federal institutional control/engineering control registries (subject property only)9) Federal Emergency Response Notification System (ERNS) list (subject property only)10) Ecology and tribal lists of hazardous waste sites identified for investigation orremediation:- Ecology and tribal equivalent NPL (l-mile radius)- Ecology and tribal equivalent CERCLIS (O.S-mile radius)11) Ecology tribal landfill and/or solid waste disposal site lists (O.S-mile radius)12) Ecology and tribal leaking storage tank list (0.S-mile radius)13) Ecology and tribal registered storage tank list (subject property and adjoiningproperties)14) Ecology and tribal institutional control/engineering control registries (subject propertyonly)15) Ecology and tribal voluntary cleanup sites (VCP) sites (0.S-mile radius)L6) Ecology and tribal Brownfield sites (O.S-mile radius)A review of historical data such as available business directories and aerial photographs toevaluate past and present land use at the subject property and immediate vicinity. Industrialand commercial-related activities, and/or conditions which could possibly compromise theenvironmental integrity of the Site would be evaluated and documented.Procurement and review of an environmental lien and Activity Use Limitation (AUL) reportfor the subject property.A review of available local geologic and topographic maps and information concemingpublic and private drinking water sources and water wells in the project vicinity.aaaMigizi Group, Inc.Page 2 of 4*ffir City of Kent Public Works DepartmentPhase I ESA - 6804 251s, Kent WAMay 6,202081357-20aInterviews and file reviews at City and/or County departments, such as planning andbuilding departments, as well as private sources, in an effort to assess reported uses of theparcels and surrounding properties.An interview with present and/or past owners, operators or occupants of the subjectproperty to obtain information that may help identify the likelihood of recognizedenvironment conditions in connection with the subject property.User provided information: The ASTM 1527-13 requires that the User complete aquestionnaire provided by MGL The questionnaire will address User knowledge ofEnvironmental Liens, the purchase price of the subject property vs. fair market value,specialized knowledge or commonly known information about the Site and the obviousnessof contamination.The Phase I surveys will not include an evaluation of ASTM non-scope items such as radorylead in drinking water, wetlands issues or regulated/hazardous building materials (e.g.,asbestos). In additiory these Phase I surveys will not include review oï procurement of chain-of-title information. The Phase I ESA provides only a qualitative evaluation of the potential forcontamination at the Site from a regulatory database search. Procurement and/or evaluation ofregulatory files, if warranted, would be billed in excess to this proposal. Should you requirephysical documentation regarding the presence or absence of soil, groundwater, surface wateror soil vaPor contamination, coûunonly referred to as a Phase II ESA, sample collection andtesting would be billed in excess of this proposal. MGI can provide a scope of work and budgetto perform a more detailed "Phase II ESA" for the Sites, if necessary. Conclusions andrecommendations from the Phase I ESA may be used as the basis for the scope of work for aPhase II study.PHASE I ESA - REPORT PREPARATIONUpon completion of the above-described scope of worþ MGI will prepare a Phase I ESA reportfor the subject property. The report will include the following specific items:o Description of the project site and vicinity;. Summary of local soils, geology, and hydrogeology;. Summary of reports provided by govemmental agencies concerning hazardous materialshandling, activities and incidents;¡ MGI's opinion of the possibility that soil, soil vapor and groundwater contamination of thesite may exist due to previous or current on- or off-site land use activities; and,o Recommendations for further study, if warranted.aaMigizi Group, Inc.Page 3 of 4 City of Kent Public Works DepartmentPhase I ESA - 6804 251*, Kent WARespectfu lly submitted,MIGIZI GROUP, r]{C.Authorized by,City of Kent Public Works DepartmentSignature and DatePrinted Name and TitleNday 6,202081357-20PHASE I ESA. SCHEDULE AND COSTBased upon the proposed scope of services MGI will perfonn the requested Phase I ESA for alump sum fee of $2,750.00. Work will be performed in accordance with the City's ConsultantService Agreement. Upon receiving authorization to proceed, MGI can complete the Phase IESA' including the written report within seven to ten business days, of authorization toproceed.MGI reserves the righç with prior authorization from you, to adjust the proposed service feesfor changes in the level of effort that may be required to complete the designated tasks. Shouldunanticipated conditions be encountered, MGI will notify you immediately and no further workwould be performed without prior authorization.CLOSUREMGI appreciates the opportunity to submit this proposal, and we look forward to serving yourenvironmental needs. MGI is prepared to commence services on your behalf upon your expressauthorization. For your convenience, we have submitted one copy of this proposal letter. MGI'sservices can be authorized by having an appropriate representative sign and return one copyfor our files. Please be aware that the authorizing organization assumes ultimate responsibilityfor payment of services. If you have any questions regarding this proposal, please do nothesitate to call.If this scope of work and budget estimate meets with your approvaf please sign and retum acopy of this proposal or you may issue your standard purchase order as authorization toproceed. MGI appreciates the opportunity to provide these services to you. If you have anyquestions conceming this proposal, please feel free to contact the undersigned.JasonCEOÆrincipal ScientistMigizi Group, Inc.Page 4of 44* 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 and shall cover liability arising from premises, operations, independent contractors, products-completed operations, personal injury and advertising injury, and liability assumed under an insured contract. The City shall be named as an 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. 4.Professional Liability insurance appropriate to the Consultant’s profession. 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 $1,000,000 each occurrence, $2,000,000 general EXHIBIT B (Continued) aggregate and a $1,000,000 products-completed operations aggregate limit. 3.Professional Liability insurance shall be written with limits no less than $1,000,000 per claim and $1,000,000 policy aggregate limit. C. Other Insurance Provisions The insurance policies are to contain, or be endorsed to contain, the following provisions for Automobile Liability and Commercial General Liability insurance: 1.The Consultant’s insurance coverage shall be primary insurance as respect the City. Any Insurance, self-insurance, or insurance pool coverage maintained by the City shall be excess of the Consultant’s insurance and shall not contribute with it. 2.The Consultant’s insurance shall be endorsed to state that coverage shall not be cancelled by either party, except after thirty (30) days prior written notice by certified mail, return receipt requested, has been given to the City. 3.The City of Kent shall be named as an additional insured on all policies (except Professional Liability) as respects work performed by or on behalf of the Consultant and a copy of the endorsement naming the City as additional insured shall be attached to the Certificate of Insurance. The City reserves the right to receive a certified copy of all required insurance policies. The Consultant’s Commercial General Liability insurance shall also contain a clause stating that coverage shall apply separately to each insured against whom claim is made or suit is brought, except with respects to the limits of the insurer’s liability. D. Acceptability of Insurers Insurance is to be placed with insurers with a current A.M. Best rating of not less than A:VII. E. Verification of Coverage Consultant shall furnish the City with original certificates and a copy of the amendatory endorsements, including but not necessarily limited to the additional insured endorsement, evidencing the insurance requirements of the Contractor 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. ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? INSR ADDL SUBR LTR INSD WVD PRODUCER CONTACT NAME: FAXPHONE (A/C, No):(A/C, No, Ext): E-MAIL ADDRESS: INSURER A : INSURED INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : POLICY NUMBER POLICY EFF POLICY EXPTYPE OF INSURANCE LIMITS(MM/DD/YYYY)(MM/DD/YYYY) AUTOMOBILE LIABILITY UMBRELLA LIAB EXCESS LIAB WORKERS COMPENSATION AND EMPLOYERS' LIABILITY DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) AUTHORIZED REPRESENTATIVE EACH OCCURRENCE $ DAMAGE TO RENTEDCLAIMS-MADE OCCUR $PREMISES (Ea occurrence) MED EXP (Any one person)$ PERSONAL & ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER:GENERAL AGGREGATE $ PRO-POLICY LOC PRODUCTS - COMP/OP AGGJECT OTHER:$ COMBINED SINGLE LIMIT $(Ea accident) ANY AUTO BODILY INJURY (Per person)$ OWNED SCHEDULED BODILY INJURY (Per accident)$AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE $AUTOS ONLY AUTOS ONLY (Per accident) $ OCCUR EACH OCCURRENCE CLAIMS-MADE AGGREGATE $ DED RETENTION $ PER OTH- STATUTE ER E.L. EACH ACCIDENT E.L. DISEASE - EA EMPLOYEE $ If yes, describe under E.L. DISEASE - POLICY LIMITDESCRIPTION OF OPERATIONS below INSURER(S) AFFORDING COVERAGE NAIC # COMMERCIAL GENERAL LIABILITY Y / N N / A (Mandatory in NH) SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. 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. 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 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 rights to the certificate holder in lieu of such endorsement(s). COVERAGES CERTIFICATE NUMBER:REVISION NUMBER: CERTIFICATE HOLDER CANCELLATION © 1988-2015 ACORD CORPORATION. All rights reserved.ACORD 25 (2016/03) CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) $ $ $ $ $ The ACORD name and logo are registered marks of ACORD 5/12/2020 License # CA#0658748 (206) 269-0122 (206) 269-0179 26620 Migizi Group, Inc. RAM Geo Services, LLC 17921 Bothell-Everett Hwy., Suite 102 Bothell, WA 98012 24082 A 2,000,000 X EMP19001610-01 9/18/2019 9/18/2020 100,000 WA Stop Gap 10,000 $1M/$1M/$1M 2,000,000 2,000,000 2,000,000 1,000,000B BAS58755210 9/18/2019 9/18/2020 A WA Stop Gap EMP19001610-01 9/18/2019 9/18/2020 $1M/$1M/$1M City of Kent is included as an Additional Insured under General Liability as per written contract and subject to the provisions of the policy. City of Kent 220 Fourth Avenue South Kent, WA 98032 MIGIGRO-01 GANGADARCHANDRA AHT Insurance 600 University Street #1200 Seattle, WA 98101 Axis Surplus Insurance Company Ohio Security Insurance Company X X X X X X CG 20 10 07 04 Policy Number: EMP19001610-01 COMMERCIAL GENERAL LIABILITY CG 20 10 07 04 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED – OWNERS, LESSEES OR CONTRACTORS – SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s): Location(s) Of Covered Operations Any person(s) or organization(s) whom the Named Insured agrees, in a written contract, to name as an Additional insured. However, this status exists only for the project specified in that contract. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II – Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by: 1. Your acts or omissions; or 2. The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional insured(s) at the location(s) designated above. B. With respect to the insurance afforded to these additional insureds, the following additional exclusions apply: This insurance does not apply to "bodily injury" or "property damage" occurring after: 1. All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or 2. That portion of "your work" out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. PGI EL 001 0918 Page 1 of 2 AXIS Surplus Insurance Company COMMERCIAL GENERAL LIABILITY – OCCURRENCE FORM CONTRACTOR’S POLLUTION LIABILITY – OCCURRENCE FORM PROFESSIONAL LIABILITY – CLAIMS MADE FORM PLEASE READ THE ENTIRE FORM CAREFULLY COVERHOLDER:DUAL Commercial, LLC POLICY NUMBER:EMP19001610-01 RENEWAL OF:New COMPANY:AXIS Surplus Insurance Company 1. NAMED INSURED:Migizi Group Inc. MAILING ADDRESS:17921 Bothell-Everett Hwy Ste 102 Bothell, WA 98012 a. Inception Date:9/18/2019 b. Expiration Date:9/18/20202. POLICY PERIOD: at 12:01 A.M. Standard Time at your mailing address shown above. 3. LIMITS OF LIABILITY: Policy Aggregate Limit for All Claims and Damages: $3,000,000 Policy Aggregate Limit for All Claims Expenses: $3,000,000 Commercial General Liability Each Occurrence:$2,000,000 General Aggregate:$2,000,000 Products-Completed Operations Aggregate: $2,000,000 Personal and Advertising Injury:$2,000,000 Medical Expense:$10,000 Damage to Premises Rented to You:$100,000 Contractors Pollution Liability Each Claim:$2,000,000 Aggregate:$2,000,000 Each Claims Expense:$2,000,000 Aggregate Claims Expense:$2,000,000 Professional Liability Each Claim:$2,000,000 Aggregate:$3,000,000 Each Claims Expense:$2,000,000 Aggregate Claims Expense:$2,000,000 4. DEDUCTIBLE: Commercial General Liability $5,000 per Occurrence Contractors Pollution Liability $5,000 per Claim Professional Liability $5,000 per Claim PGI EL 001 0918 Page 2 of 2 5. PREMIUM:Policy Term Premium $6,587.00 Minimum Earned Premium $1,646.75 Rate per $1,000 Receipts FLAT Exposure Basis: Revenue $ 1,200,000 Policy Fee $150.00 Premium is Minimum and Deposit 6. RETROACTIVE DATE: Professional Liability - Professional Liability - Refer to Retroactive Dates Endorsement 7. NOTICE OF CLAIM TO:AXIS Insurance Attn: Claims Department 11680 Great Oaks Way, Suite 500 Alpharetta, GA 30022 Fax: 866-770-5629 Email: 'usclaimnoticebh@axiscapital.com' FORMS AND ENDORSEMENTS ATTACHED AT INCEPTION:See Schedule of Forms THESE DECLARATIONS TOGETHER WITH THE APPLICATION, FORMS AND ENDORSEMENTS ISSUED TO FORM A PART THEREOF, COMPLETE, THE ABOVE NUMBERED POLICY. 9/24/2019 (Date)(Authorized Representative) Surplus Lines Broker: CRC Insurance Services This contract is registered and delivered as a surplus line coverage under the insurance code of the state of Washington, Title 48 RCW. It is not protected by any Washington state guaranty association law. Broker Fee: $250.00 Surplus Lines Tax: $139.74 Stamping Office Fee: $6.99 AXIS 102 ASIC (04-15) Page 1 SIGNATURE PAGE IN WITNESS WHEREOF, the Insurer has caused this policy to be issued by affixing hereto the facsimile signatures of its President and Secretary. Andrew Weissert, Secretary Carlton Maner, President POLICYHOLDER NOTICE AXIS 001 0918 NOTICE TO POLICYHOLDER IMPORTANT CLAIM INFORMATION TO REPORT A CLAIM OR IF YOU HAVE ANY QUESTIONS RELATED TO A CLAIM, PLEASE REFER THESE MATTERS TO THE ADMINISTRATORS AS OUTLINED BELOW: FOR ALL LOSSES PLEASE CALL, FAX OR EMAIL: AXIS Insurance VIA Email: usclaimnoticebh@axiscapital.com VIA FAX: 1-866-770-5629 VIA MAIL: AXIS Insurance PO Box 4470 Alpharetta, GA 30022 VIA UPS/FED Ex: AXIS Insurance Attn: Claims Department 11680 Great Oaks Way, Suite 500 Alpharetta, GA 30022 AXIS W A 105 (03-16) POLICYHOLDER NOTICE WASHINGTON This contract is registered and delivered as a surplus line coverage under the insurance code of the state of Washington, Title 48RCW. It is not protected by any Washington state guaranty association law. AXIS WA 106 (04-15) SERVICE OF SUIT WASHINGTON The Company hereby designates the Superintendent, Commissioner or Director of Insurance, or his/her designee, as its true and lawful attorney upon whom may be served any lawful process in any action, suit or proceeding instituted by you or on your behalf or by any beneficiary under this Policy against the Company arising out of this Policy, provided that all lawful process received by said Superintendent, Commissioner or Director of Insurance, or his/her designee, is sent by certified or registered mail to the Company at: AXIS U.S. Insurance Attn: Claims Administrator 11680 Great Oaks Way Suite 500 Alpharetta, GA 30022 AXIS WA104 (04-15) STATE FRAUD STATEMENT WASHINGTON It is a crime to knowingly provide false, incomplete or misleading information to an insura nce company for the purpose of defrauding the company. Penalties include imprisonment, fines and denial of insurance benefits. Form Name Form Edition No Schedule of Forms Named Insured Migizi Group Inc. Policy No:EMP19001610-01 AXIS Surplus Insurance Company Declarations Page PGI EL 001 0918 Signature Page AXIS 102 ASIC Notice to Policyholder AXIS001 0918 Policyholder Notice AXIS WA 105 0316 Service of Suit AXIS WA 106 0415 State Fraud Statement AXIS WA 104 0415 Schedule of Forms PGI EL 041 0210 Commercial General Liability Coverage Form CG00011207 Financial Interest Clause PGI PL 083 0518 Designated Construction Projects CG25030397 Additional Insured - Owners, Lessees or Contractors - Scheduled Person or Organization CG20100704 Additional Insured - Owners, Lessees, or Contractors - Completed Operations CG20370704 Washington Stop Gap - Employers Liability Coverage Endorsement CG04421103 30 Days Notice of Cancellation PGI PL 079 0416 Employment - Related Practices Exclusion CG21470798 Exclusion - Exterior Insulation and Finish Systems CG21861204 Waiver of Transfer of Rights of Recovery Against Others To Us CG24041093 Exclusion - Testing or Consulting E & O CG22330798 Contractor's Pollution Liability Coverage Form – Occurrence PGI EL 004 0918 Professional Liability Coverage Form - Claims Made PGI EL 005 0918 Common Policy Conditions PGI EL 036 0210 Mold, Mildew and Fungus Deductible PGI EL 009 0210 Additional Insured Endorsement PGI EL 018 0210 Primary and Non-Contributory Wording Endorsement PGI EL 020 0210 Policy Aggregate Endorsement PGI EL 002 0210 Waiver of Subrogation Endorsement PGI EL 019 0210 Transportation of Cargo – Pollution Endorsement PGI EL 010 1017 Amendatory Endorsement PGI PL 063 0109 Designation of Surplus Lines Agent PGI PL 002 TCPA Exclusion PGI PL 074 1212 Non-Owned Disposal Site Liability Coverage Endorsement (Blanket)PGI EL 064 0118 Exclusion - All Work Performed in the State of New York PGI EL 057 0915 Deductible Liability Insurance CG03000196 Nuclear Incident Exclusion SLX-1008-01-14b Notice of Terrorism Insurance Coverage - TRIA Declined TRIA Declined Disclosure 0115 U.S. Treasury Department's Office of Foreign Assets Control (“OFAC”)DE0010 1210 PGI EL 041 0210 COMMERCIAL GENERAL LIABILITY CG 00 01 12 07 CG 00 01 12 07 © ISO Properties, Inc., 2006 Page 1 of 16 † COMMERCIAL GENERAL 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, and any other person or organization qualifying as a Named Insured under this policy. The words "we", "us" and "our" refer to the company providing this insurance. The word "insured" means any person or organization qualifying as such under Section II – Who Is An In- sured. Other words and phrases that appear in quotation marks have special meaning. Refer to Section V – Definitions. SECTION I – COVERAGES COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY 1. Insuring Agreement a. We will pay those sums that the insured be- comes legally obligated to pay as damages because of "bodily injury" or "property damage" to which this insurance applies. We will have the right and duty to defend the insured against any "suit" seeking those damages. However, we will have no duty to defend the insured against any "suit" seeking damages for "bodily injury" or "property damage" to which this in- surance does not apply. We may, at our discre- tion, investigate any "occurrence" and settle any claim or "suit" that may result. But: (1) The amount we will pay for damages is limited as described in Section III – Limits Of Insurance; and (2) Our right and duty to defend ends when we have used up the applicable limit of insur- ance in the payment of judgments or set- tlements under Coverages A or B or medi- cal expenses under Coverage C. No other obligation or liability to pay sums or perform acts or services is covered unless ex- plicitly provided for under Supplementary Pay- ments – Coverages A and B. b. This insurance applies to "bodily injury" and "property damage" only if: (1) The "bodily injury" or "property damage" is caused by an "occurrence" that takes place in the "coverage territory"; (2) The "bodily injury" or "property damage" occurs during the policy period; and (3) Prior to the policy period, no insured listed under Paragraph 1. of Section II – Who Is An Insured and no "employee" authorized by you to give or receive notice of an "oc- currence" or claim, knew that the "bodily in- jury" or "property damage" had occurred, in whole or in part. If such a listed insured or authorized "employee" knew, prior to the policy period, that the "bodily injury" or "property damage" occurred, then any con- tinuation, change or resumption of such "bodily injury" or "property damage" during or after the policy period will be deemed to have been known prior to the policy period. c. "Bodily injury" or "property damage" which occurs during the policy period and was not, prior to the policy period, known to have oc- curred by any insured listed under Paragraph 1. of Section II – Who Is An Insured or any "employee" authorized by you to give or re- ceive notice of an "occurrence" or claim, in- cludes any continuation, change or resumption of that "bodily injury" or "property damage" af- ter the end of the policy period. d. "Bodily injury" or "property damage" will be deemed to have been known to have occurred at the earliest time when any insured listed un- der Paragraph 1. of Section II – Who Is An In- sured or any "employee" authorized by you to give or receive notice of an "occurrence" or claim: (1) Reports all, or any part, of the "bodily injury" or "property damage" to us or any other in- surer; (2) Receives a written or verbal demand or claim for damages because of the "bodily injury" or "property damage"; or (3) Becomes aware by any other means that "bodily injury" or "property damage" has oc- curred or has begun to occur. Page 2 of 16 © ISO Properties, Inc., 2006 CG 00 01 12 07 † e. Damages because of "bodily injury" include damages claimed by any person or organiza- tion for care, loss of services or death resulting at any time from the "bodily injury". 2. Exclusions This insurance does not apply to: a. Expected Or Intended Injury "Bodily injury" or "property damage" expected or intended from the standpoint of the insured. This exclusion does not apply to "bodily injury" resulting from the use of reasonable force to protect persons or property. b. Contractual Liability "Bodily injury" or "property damage" for which the insured is obligated to pay damages by reason of the assumption of liability in a con- tract or agreement. This exclusion does not apply to liability for damages: (1) That the insured would have in the absence of the contract or agreement; or (2) Assumed in a contract or agreement that is an "insured contract", provided the "bodily injury" or "property damage" occurs subse- quent to the execution of the contract or agreement. Solely for the purposes of liabil- ity assumed in an "insured contract", rea- sonable attorney fees and necessary litiga- tion expenses incurred by or for a party other than an insured are deemed to be damages because of "bodily injury" or "property damage", provided: (a) Liability to such party for, or for the cost of, that party's defense has also been assumed in the same "insured contract"; and (b) Such attorney fees and litigation ex- penses are for defense of that party against a civil or alternative dispute resolution proceeding in which damages to which this insurance applies are al- leged. c. Liquor Liability "Bodily injury" or "property damage" for which any insured may be held liable by reason of: (1) Causing or contributing to the intoxication of any person; (2) The furnishing of alcoholic beverages to a person under the legal drinking age or un- der the influence of alcohol; or (3) Any statute, ordinance or regulation relating to the sale, gift, distribution or use of alco- holic beverages. This exclusion applies only if you are in the business of manufacturing, distributing, selling, serving or furnishing alcoholic beverages. d. Workers' Compensation And Similar Laws Any obligation of the insured under a workers' compensation, disability benefits or unem- ployment compensation law or any similar law. e. Employer's Liability "Bodily injury" to: (1) An "employee" of the insured arising out of and in the course of: (a) Employment by the insured; or (b) Performing duties related to the conduct of the insured's business; or (2) The spouse, child, parent, brother or sister of that "employee" as a consequence of Paragraph (1) above. This exclusion applies whether the insured may be liable as an employer or in any other capacity and to any obligation to share dam- ages with or repay someone else who must pay damages because of the injury. This exclusion does not apply to liability as- sumed by the insured under an "insured con- tract". CG 00 01 12 07 © ISO Properties, Inc., 2006 Page 3 of 16 † f. Pollution (1) "Bodily injury" or "property damage" arising out of the actual, alleged or threatened dis- charge, dispersal, seepage, migration, re- lease or escape of "pollutants": (a) At or from any premises, site or location which is or was at any time owned or occupied by, or rented or loaned to, any insured. However, this subparagraph does not apply to: (i) "Bodily injury" if sustained within a building and caused by smoke, fumes, vapor or soot produced by or originating from equipment that is used to heat, cool or dehumidify the building, or equipment that is used to heat water for personal use, by the building's occupants or their guests; (ii) "Bodily injury" or "property damage" for which you may be held liable, if you are a contractor and the owner or lessee of such premises, site or location has been added to your pol- icy as an additional insured with re- spect to your ongoing operations performed for that additional insured at that premises, site or location and such premises, site or location is not and never was owned or occupied by, or rented or loaned to, any in- sured, other than that additional in- sured; or (iii) "Bodily injury" or "property damage" arising out of heat, smoke or fumes from a "hostile fire"; (b) At or from any premises, site or location which is or was at any time used by or for any insured or others for the han- dling, storage, disposal, processing or treatment of waste; (c) Which are or were at any time trans- ported, handled, stored, treated, dis- posed of, or processed as waste by or for: (i) Any insured; or (ii) Any person or organization for whom you may be legally responsible; or (d) At or from any premises, site or location on which any insured or any contractors or subcontractors working directly or in- directly on any insured's behalf are per- forming operations if the "pollutants" are brought on or to the premises, site or lo- cation in connection with such opera- tions by such insured, contractor or sub- contractor. However, this subparagraph does not apply to: (i) "Bodily injury" or "property damage" arising out of the escape of fuels, lu- bricants or other operating fluids which are needed to perform the normal electrical, hydraulic or me- chanical functions necessary for the operation of "mobile equipment" or its parts, if such fuels, lubricants or other operating fluids escape from a vehicle part designed to hold, store or receive them. This exception does not apply if the "bodily injury" or "property damage" arises out of the intentional discharge, dispersal or re- lease of the fuels, lubricants or other operating fluids, or if such fuels, lu- bricants or other operating fluids are brought on or to the premises, site or location with the intent that they be discharged, dispersed or released as part of the operations being per- formed by such insured, contractor or subcontractor; (ii) "Bodily injury" or "property damage" sustained within a building and caused by the release of gases, fumes or vapors from materials brought into that building in connec- tion with operations being performed by you or on your behalf by a con- tractor or subcontractor; or (iii) "Bodily injury" or "property damage" arising out of heat, smoke or fumes from a "hostile fire". (e) At or from any premises, site or location on which any insured or any contractors or subcontractors working directly or in- directly on any insured's behalf are per- forming operations if the operations are to test for, monitor, clean up, remove, contain, treat, detoxify or neutralize, or in any way respond to, or assess the ef- fects of, "pollutants". Page 4 of 16 © ISO Properties, Inc., 2006 CG 00 01 12 07 † (2) Any loss, cost or expense arising out of any: (a) Request, demand, order or statutory or regulatory requirement that any insured or others test for, monitor, clean up, re- move, contain, treat, detoxify or neutral- ize, or in any way respond to, or assess the effects of, "pollutants"; or (b) Claim or "suit" by or on behalf of a gov- ernmental authority for damages be- cause of testing for, monitoring, cleaning up, removing, containing, treating, de- toxifying or neutralizing, or in any way responding to, or assessing the effects of, "pollutants". However, this paragraph does not apply to liability for damages because of "property damage" that the insured would have in the absence of such request, demand, order or statutory or regulatory requirement, or such claim or "suit" by or on behalf of a govern- mental authority. g. Aircraft, Auto Or Watercraft "Bodily injury" or "property damage" arising out of the ownership, maintenance, use or en- trustment to others of any aircraft, "auto" or wa- tercraft owned or operated by or rented or loaned to any insured. Use includes operation and "loading or unloading". This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employ- ment, training or monitoring of others by that insured, if the "occurrence" which caused the "bodily injury" or "property damage" involved the ownership, maintenance, use or entrust- ment to others of any aircraft, "auto" or water- craft that is owned or operated by or rented or loaned to any insured. This exclusion does not apply to: (1) A watercraft while ashore on premises you own or rent; (2) A watercraft you do not own that is: (a) Less than 26 feet long; and (b) Not being used to carry persons or property for a charge; (3) Parking an "auto" on, or on the ways next to, premises you own or rent, provided the "auto" is not owned by or rented or loaned to you or the insured; (4) Liability assumed under any "insured con- tract" for the ownership, maintenance or use of aircraft or watercraft; or (5) "Bodily injury" or "property damage" arising out of: (a) The operation of machinery or equip- ment that is attached to, or part of, a land vehicle that would qualify under the definition of "mobile equipment" if it were not subject to a compulsory or financial responsibility law or other motor vehicle insurance law in the state where it is li- censed or principally garaged; or (b) the operation of any of the machinery or equipment listed in Paragraph f.(2) or f.(3) of the definition of "mobile equip- ment". h. Mobile Equipment "Bodily injury" or "property damage" arising out of: (1) The transportation of "mobile equipment" by an "auto" owned or operated by or rented or loaned to any insured; or (2) The use of "mobile equipment" in, or while in practice for, or while being prepared for, any prearranged racing, speed, demolition, or stunting activity. i. War "Bodily injury" or "property damage", however caused, arising, directly or indirectly, out of: (1) War, including undeclared or civil war; (2) Warlike action by a military force, including action in hindering or defending against an actual or expected attack, by any govern- ment, sovereign or other authority using military personnel or other agents; or (3) Insurrection, rebellion, revolution, usurped power, or action taken by governmental au- thority in hindering or defending against any of these. j. Damage To Property "Property damage" to: (1) Property you own, rent, or occupy, including any costs or expenses incurred by you, or any other person, organization or entity, for repair, replacement, enhancement, restora- tion or maintenance of such property for any reason, including prevention of injury to a person or damage to another's property; (2) Premises you sell, give away or abandon, if the "property damage" arises out of any part of those premises; (3) Property loaned to you; (4) Personal property in the care, custody or control of the insured; CG 00 01 12 07 © ISO Properties, Inc., 2006 Page 5 of 16 † (5) That particular part of real property on which you or any contractors or subcontrac- tors working directly or indirectly on your behalf are performing operations, if the "property damage" arises out of those op- erations; or (6) That particular part of any property that must be restored, repaired or replaced be- cause "your work" was incorrectly per- formed on it. Paragraphs (1), (3) and (4) of this exclusion do not apply to "property damage" (other than damage by fire) to premises, including the con- tents of such premises, rented to you for a pe- riod of 7 or fewer consecutive days. A separate limit of insurance applies to Damage To Prem- ises Rented To You as described in Section III – Limits Of Insurance. Paragraph (2) of this exclusion does not apply if the premises are "your work" and were never occupied, rented or held for rental by you. Paragraphs (3), (4), (5) and (6) of this exclu- sion do not apply to liability assumed under a sidetrack agreement. Paragraph (6) of this exclusion does not apply to "property damage" included in the "products- completed operations hazard". k. Damage To Your Product "Property damage" to "your product" arising out of it or any part of it. l. Damage To Your Work "Property damage" to "your work" arising out of it or any part of it and included in the "products- completed operations hazard". This exclusion does not apply if the damaged work or the work out of which the damage arises was performed on your behalf by a sub- contractor. m. Damage To Impaired Property Or Property Not Physically Injured "Property damage" to "impaired property" or property that has not been physically injured, arising out of: (1) A defect, deficiency, inadequacy or danger- ous condition in "your product" or "your work"; or (2) A delay or failure by you or anyone acting on your behalf to perform a contract or agreement in accordance with its terms. This exclusion does not apply to the loss of use of other property arising out of sudden and ac- cidental physical injury to "your product" or "your work" after it has been put to its intended use. n. Recall Of Products, Work Or Impaired Property Damages claimed for any loss, cost or ex- pense incurred by you or others for the loss of use, withdrawal, recall, inspection, repair, re- placement, adjustment, removal or disposal of: (1) "Your product"; (2) "Your work"; or (3) "Impaired property"; if such product, work, or property is withdrawn or recalled from the market or from use by any person or organization because of a known or suspected defect, deficiency, inadequacy or dangerous condition in it. o. Personal And Advertising Injury "Bodily injury" arising out of "personal and ad- vertising injury". p. Electronic Data Damages arising out of the loss of, loss of use of, damage to, corruption of, inability to access, or inability to manipulate electronic data. As used in this exclusion, electronic data means information, facts or programs stored as or on, created or used on, or transmitted to or from computer software, including systems and applications software, hard or floppy disks, CD- ROMS, tapes, drives, cells, data processing devices or any other media which are used with electronically controlled equipment. q. Distribution Of Material In Violation Of Statutes "Bodily injury" or "property damage" arising di- rectly or indirectly out of any action or omission that violates or is alleged to violate: (1) The Telephone Consumer Protection Act (TCPA), including any amendment of or addition to such law; or (2) The CAN-SPAM Act of 2003, including any amendment of or addition to such law; or (3) Any statute, ordinance or regulation, other than the TCPA or CAN-SPAM Act of 2003, that prohibits or limits the sending, transmit- ting, communicating or distribution of mate- rial or information. Page 6 of 16 © ISO Properties, Inc., 2006 CG 00 01 12 07 † Exclusions c. through n. do not apply to damage by fire to premises while rented to you or tempo- rarily occupied by you with permission of the owner. A separate limit of insurance applies to this coverage as described in Section III – Limits Of Insurance. COVERAGE B PERSONAL AND ADVERTISING INJURY LIABILITY 1. Insuring Agreement a. We will pay those sums that the insured be- comes legally obligated to pay as damages because of "personal and advertising injury" to which this insurance applies. We will have the right and duty to defend the insured against any "suit" seeking those damages. However, we will have no duty to defend the insured against any "suit" seeking damages for "per- sonal and advertising injury" to which this in- surance does not apply. We may, at our discre- tion, investigate any offense and settle any claim or "suit" that may result. But: (1) The amount we will pay for damages is limited as described in Section III – Limits Of Insurance; and (2) Our right and duty to defend end when we have used up the applicable limit of insur- ance in the payment of judgments or set- tlements under Coverages A or B or medi- cal expenses under Coverage C. No other obligation or liability to pay sums or perform acts or services is covered unless ex- plicitly provided for under Supplementary Pay- ments – Coverages A and B. b. This insurance applies to "personal and adver- tising injury" caused by an offense arising out of your business but only if the offense was committed in the "coverage territory" during the policy period. 2. Exclusions This insurance does not apply to: a. Knowing Violation Of Rights Of Another "Personal and advertising injury" caused by or at the direction of the insured with the knowl- edge that the act would violate the rights of an- other and would inflict "personal and advertis- ing injury". b. Material Published With Knowledge Of Falsity "Personal and advertising injury" arising out of oral or written publication of material, if done by or at the direction of the insured with knowl- edge of its falsity. c. Material Published Prior To Policy Period "Personal and advertising injury" arising out of oral or written publication of material whose first publication took place before the beginning of the policy period. d. Criminal Acts "Personal and advertising injury" arising out of a criminal act committed by or at the direction of the insured. e. Contractual Liability "Personal and advertising injury" for which the insured has assumed liability in a contract or agreement. This exclusion does not apply to li- ability for damages that the insured would have in the absence of the contract or agreement. f. Breach Of Contract "Personal and advertising injury" arising out of a breach of contract, except an implied con- tract to use another's advertising idea in your "advertisement". g. Quality Or Performance Of Goods – Failure To Conform To Statements "Personal and advertising injury" arising out of the failure of goods, products or services to conform with any statement of quality or per- formance made in your "advertisement". h. Wrong Description Of Prices "Personal and advertising injury" arising out of the wrong description of the price of goods, products or services stated in your "advertise- ment". i. Infringement Of Copyright, Patent, Trademark Or Trade Secret "Personal and advertising injury" arising out of the infringement of copyright, patent, trade- mark, trade secret or other intellectual property rights. Under this exclusion, such other intellec- tual property rights do not include the use of another's advertising idea in your "advertise- ment". However, this exclusion does not apply to in- fringement, in your "advertisement", of copy- right, trade dress or slogan. j. Insureds In Media And Internet Type Businesses "Personal and advertising injury" committed by an insured whose business is: (1) Advertising, broadcasting, publishing or telecasting; (2) Designing or determining content of web- sites for others; or CG 00 01 12 07 © ISO Properties, Inc., 2006 Page 7 of 16 † (3) An Internet search, access, content or service provider. However, this exclusion does not apply to Paragraphs 14.a., b. and c. of "personal and advertising injury" under the Definitions Sec- tion. For the purposes of this exclusion, the placing of frames, borders or links, or advertising, for you or others anywhere on the Internet, is not by itself, considered the business of advertis- ing, broadcasting, publishing or telecasting. k. Electronic Chatrooms Or Bulletin Boards "Personal and advertising injury" arising out of an electronic chatroom or bulletin board the in- sured hosts, owns, or over which the insured exercises control. l. Unauthorized Use Of Another's Name Or Product "Personal and advertising injury" arising out of the unauthorized use of another's name or product in your e-mail address, domain name or metatag, or any other similar tactics to mis- lead another's potential customers. m. Pollution "Personal and advertising injury" arising out of the actual, alleged or threatened discharge, dispersal, seepage, migration, release or es- cape of "pollutants" at any time. n. Pollution-Related Any loss, cost or expense arising out of any: (1) Request, demand, order or statutory or regulatory requirement that any insured or others test for, monitor, clean up, remove, contain, treat, detoxify or neutralize, or in any way respond to, or assess the effects of, "pollutants"; or (2) Claim or suit by or on behalf of a govern- mental authority for damages because of testing for, monitoring, cleaning up, remov- ing, containing, treating, detoxifying or neu- tralizing, or in any way responding to, or assessing the effects of, "pollutants". o. War "Personal and advertising injury", however caused, arising, directly or indirectly, out of: (1) War, including undeclared or civil war; (2) Warlike action by a military force, including action in hindering or defending against an actual or expected attack, by any govern- ment, sovereign or other authority using military personnel or other agents; or (3) Insurrection, rebellion, revolution, usurped power, or action taken by governmental au- thority in hindering or defending against any of these. p. Distribution Of Material In Violation Of Statutes "Personal and advertising injury" arising di- rectly or indirectly out of any action or omission that violates or is alleged to violate: (1) The Telephone Consumer Protection Act (TCPA), including any amendment of or addition to such law; or (2) The CAN-SPAM Act of 2003, including any amendment of or addition to such law; or (3) Any statute, ordinance or regulation, other than the TCPA or CAN-SPAM Act of 2003, that prohibits or limits the sending, transmit- ting, communicating or distribution of mate- rial or information. COVERAGE C MEDICAL PAYMENTS 1. Insuring Agreement a. We will pay medical expenses as described below for "bodily injury" caused by an accident: (1) On premises you own or rent; (2) On ways next to premises you own or rent; or (3) Because of your operations; provided that: (a) The accident takes place in the "cover- age territory" and during the policy pe- riod; (b) The expenses are incurred and reported to us within one year of the date of the accident; and (c) The injured person submits to examina- tion, at our expense, by physicians of our choice as often as we reasonably require. b. We will make these payments regardless of fault. These payments will not exceed the ap- plicable limit of insurance. We will pay reason- able expenses for: (1) First aid administered at the time of an accident; (2) Necessary medical, surgical, x-ray and dental services, including prosthetic de- vices; and (3) Necessary ambulance, hospital, profes- sional nursing and funeral services. Page 8 of 16 © ISO Properties, Inc., 2006 CG 00 01 12 07 † 2. Exclusions We will not pay expenses for "bodily injury": a. Any Insured To any insured, except "volunteer workers". b. Hired Person To a person hired to do work for or on behalf of any insured or a tenant of any insured. c. Injury On Normally Occupied Premises To a person injured on that part of premises you own or rent that the person normally occu- pies. d. Workers Compensation And Similar Laws To a person, whether or not an "employee" of any insured, if benefits for the "bodily injury" are payable or must be provided under a work- ers' compensation or disability benefits law or a similar law. e. Athletics Activities To a person injured while practicing, instructing or participating in any physical exercises or games, sports, or athletic contests. f. Products-Completed Operations Hazard Included within the "products-completed opera- tions hazard". g. Coverage A Exclusions Excluded under Coverage A. SUPPLEMENTARY PAYMENTS – COVERAGES A AND B 1. We will pay, with respect to any claim we investi- gate or settle, or any "suit" against an insured we defend: a. All expenses we incur. b. Up to $250 for cost of bail bonds required because of accidents or traffic law violations arising out of the use of any vehicle to which the Bodily Injury Liability Coverage applies. We do not have to furnish these bonds. c. The cost of bonds to release attachments, but only for bond amounts within the applicable limit of insurance. We do not have to furnish these bonds. d. All reasonable expenses incurred by the in- sured at our request to assist us in the investi- gation or defense of the claim or "suit", includ- ing actual loss of earnings up to $250 a day because of time off from work. e. All court costs taxed against the insured in the "suit". However, these payments do not include attorneys' fees or attorneys' expenses taxed against the insured. f. Prejudgment interest awarded against the insured on that part of the judgment we pay. If we make an offer to pay the applicable limit of insurance, we will not pay any prejudgment in- terest based on that period of time after the of- fer. g. All interest on the full amount of any judgment that accrues after entry of the judgment and before we have paid, offered to pay, or depos- ited in court the part of the judgment that is within the applicable limit of insurance. These payments will not reduce the limits of insur- ance. 2. If we defend an insured against a "suit" and an indemnitee of the insured is also named as a party to the "suit", we will defend that indemnitee if all of the following conditions are met: a. The "suit" against the indemnitee seeks dam- ages for which the insured has assumed the li- ability of the indemnitee in a contract or agree- ment that is an "insured contract"; b. This insurance applies to such liability as- sumed by the insured; c. The obligation to defend, or the cost of the defense of, that indemnitee, has also been as- sumed by the insured in the same "insured contract"; d. The allegations in the "suit" and the information we know about the "occurrence" are such that no conflict appears to exist between the inter- ests of the insured and the interests of the in- demnitee; e. The indemnitee and the insured ask us to conduct and control the defense of that indem- nitee against such "suit" and agree that we can assign the same counsel to defend the insured and the indemnitee; and f. The indemnitee: (1) Agrees in writing to: (a) Cooperate with us in the investigation, settlement or defense of the "suit"; (b) Immediately send us copies of any demands, notices, summonses or legal papers received in connection with the "suit"; (c) Notify any other insurer whose coverage is available to the indemnitee; and (d) Cooperate with us with respect to coor- dinating other applicable insurance available to the indemnitee; and (2) Provides us with written authorization to: (a) Obtain records and other information related to the "suit"; and CG 00 01 12 07 © ISO Properties, Inc., 2006 Page 9 of 16 † (b) Conduct and control the defense of the indemnitee in such "suit". So long as the above conditions are met, attor- neys' fees incurred by us in the defense of that in- demnitee, necessary litigation expenses incurred by us and necessary litigation expenses incurred by the indemnitee at our request will be paid as Supplementary Payments. Notwithstanding the provisions of Paragraph 2.b.(2) of Section I – Cov- erage A – Bodily Injury And Property Damage Li- ability, such payments will not be deemed to be damages for "bodily injury" and "property damage" and will not reduce the limits of insurance. Our obligation to defend an insured's indemnitee and to pay for attorneys' fees and necessary litiga- tion expenses as Supplementary Payments ends when we have used up the applicable limit of in- surance in the payment of judgments or settle- ments or the conditions set forth above, or the terms of the agreement described in Paragraph f. above, are no longer met. SECTION II – WHO IS AN INSURED 1. If you are designated in the Declarations as: a. An individual, you and your spouse are insur- eds, 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 in- sured. Your members, your partners, and their spouses are also insureds, but only with re- spect 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 du- ties as your officers or directors. Your stock- holders 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 du- ties as trustees. 2. 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 "em- ployees" 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), to your members (if you are a limited li- ability company), to a co-"employee" while in the course of his or her em- ployment or performing duties related to the conduct of your business, or to your other "volunteer workers" while perform- ing duties related to the conduct of your business; (b) To the spouse, child, parent, brother or sister of that co-"employee" or "volun- teer worker" as a consequence of Para- graph (1)(a) above; (c) 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) or (b) above; or (d) Arising out of his or her providing or failing to provide professional health care services. (2) "Property damage" to property: (a) Owned, occupied or used by, (b) Rented to, in the care, custody or con- trol 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 mem- ber (if you are a limited liability company). Page 10 of 16 © ISO Properties, Inc., 2006 CG 00 01 12 07 † b. Any person (other than your "employee" or "volunteer worker"), 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: (1) With respect to liability arising out of the maintenance or use of that property; and (2) Until your legal representative has been appointed. d. Your legal representative if you die, but only with respect to duties as such. That represen- tative will have all your rights and duties under this Coverage Part. 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 In- sured if there is no other similar insurance avail- able to that organization. However: a. Coverage under this provision is afforded only until the 90th day after you acquire or form the organization or the end of the policy period, whichever is earlier; b. Coverage A does not apply to "bodily injury" or "property damage" that occurred before you acquired or formed the organization; and c. Coverage B does not apply to "personal and advertising injury" arising out of an offense committed before you acquired or formed the organization. No person or organization is an insured with respect to the conduct of any current or past partnership, joint venture or limited liability company that is not shown as a Named Insured in the Declarations. SECTION III – LIMITS OF INSURANCE 1. The Limits of Insurance shown in the Declarations and the rules below fix the most we will pay re- gardless of the number of: a. Insureds; b. Claims made or "suits" brought; or c. Persons or organizations making claims or bringing "suits". 2. The General Aggregate Limit is the most we will pay for the sum of: a. Medical expenses under Coverage C; b. Damages under Coverage A, except damages because of "bodily injury" or "property damage" included in the "products-completed operations hazard"; and c. Damages under Coverage B. 3. The Products-Completed Operations Aggregate Limit is the most we will pay under Coverage A for damages because of "bodily injury" and "property damage" included in the "products-completed op- erations hazard". 4. Subject to Paragraph 2. above, the Personal and Advertising Injury Limit is the most we will pay un- der Coverage B for the sum of all damages be- cause of all "personal and advertising injury" sus- tained by any one person or organization. 5. Subject to Paragraph 2. or 3. above, whichever applies, the Each Occurrence Limit is the most we will pay for the sum of: a. Damages under Coverage A; and b. Medical expenses under Coverage C because of all "bodily injury" and "property dam- age" arising out of any one "occurrence". 6. Subject to Paragraph 5. above, the Damage To Premises Rented To You Limit is the most we will pay under Coverage A for damages because of "property damage" to any one premises, while rented to you, or in the case of damage by fire, while rented to you or temporarily occupied by you with permission of the owner. 7. Subject to Paragraph 5. above, the Medical Ex- pense Limit is the most we will pay under Cover- age C for all medical expenses because of "bodily injury" sustained by any one person. The Limits of Insurance of this Coverage Part apply separately to each consecutive annual period and to any remaining period of less than 12 months, starting with the beginning of the policy period shown in the Declarations, unless the policy period is extended after issuance for an additional period of less than 12 months. In that case, the additional period will be deemed part of the last preceding period for purposes of determining the Limits of Insurance. SECTION IV – COMMERCIAL GENERAL LIABILITY CONDITIONS 1. Bankruptcy Bankruptcy or insolvency of the insured or of the insured's estate will not relieve us of our obliga- tions under this Coverage Part. 2. Duties In The Event Of Occurrence, Offense, Claim Or Suit a. You must see to it that we are notified as soon as practicable of an "occurrence" or an offense which may result in a claim. To the extent pos- sible, notice should include: (1) How, when and where the "occurrence" or offense took place; (2) The names and addresses of any injured persons and witnesses; and CG 00 01 12 07 © ISO Properties, Inc., 2006 Page 11 of 16 † (3) The nature and location of any injury or damage arising out of the "occurrence" or offense. b. If a claim is made or "suit" is brought against any insured, you must: (1) Immediately record the specifics of the claim or "suit" and the date received; and (2) Notify us as soon as practicable. You must see to it that we receive written no- tice of the claim or "suit" as soon as practica- ble. c. You and any other involved insured must: (1) Immediately send us copies of any de- mands, notices, summonses or legal pa- pers received in connection with the claim or "suit"; (2) Authorize us to obtain records and other information; (3) Cooperate with us in the investigation or settlement of the claim or defense against the "suit"; and (4) Assist us, upon our request, in the en- forcement of any right against any person or organization which may be liable to the insured because of injury or damage to which this insurance may also apply. d. No insured will, except at that insured's own cost, voluntarily make a payment, assume any obligation, or incur any expense, other than for first aid, without our consent. 3. Legal Action Against Us No person or organization has a right under this Coverage Part: a. To join us as a party or otherwise bring us into a "suit" asking for damages from an insured; or b. To sue us on this Coverage Part unless all of its terms have been fully complied with. A person or organization may sue us to recover on an agreed settlement or on a final judgment against an insured; but we will not be liable for damages that are not payable under the terms of this Coverage Part or that are in excess of the ap- plicable limit of insurance. An agreed settlement means a settlement and release of liability signed by us, the insured and the claimant or the claim- ant's legal representative. 4. Other Insurance If other valid and collectible insurance is available to the insured for a loss we cover under Cover- ages A or B of this Coverage Part, our obligations are limited as follows: a. Primary Insurance This insurance is primary except when Para- graph b. below applies. If this insurance is pri- mary, our obligations are not affected unless any of the other insurance is also primary. Then, we will share with all that other insur- ance by the method described in Paragraph c. below. b. Excess Insurance (1) This insurance is excess over: (a) Any of the other insurance, whether primary, excess, contingent or on any other basis: (i) That is Fire, Extended Coverage, Builder's Risk, Installation Risk or similar coverage for "your work"; (ii) That is Fire insurance for premises rented to you or temporarily occu- pied by you with permission of the owner; (iii) That is insurance purchased by you to cover your liability as a tenant for "property damage" to premises rented to you or temporarily occu- pied by you with permission of the owner; or (iv) If the loss arises out of the mainte- nance or use of aircraft, "autos" or watercraft to the extent not subject to Exclusion g. of Section I – Coverage A – Bodily Injury And Property Dam- age Liability. (b) Any other primary insurance available to you covering liability for damages aris- ing out of the premises or operations, or the products and completed operations, for which you have been added as an additional insured by attachment of an endorsement. (2) When this insurance is excess, we will have no duty under Coverages A or B to defend the insured against any "suit" if any other insurer has a duty to defend the insured against that "suit". If no other insurer de- fends, we will undertake to do so, but we will be entitled to the insured's rights against all those other insurers. Page 12 of 16 © ISO Properties, Inc., 2006 CG 00 01 12 07 † (3) When this insurance is excess over other insurance, we will pay only our share of the amount of the loss, if any, that exceeds the sum of: (a) The total amount that all such other insurance would pay for the loss in the absence of this insurance; and (b) The total of all deductible and self- insured amounts under all that other in- surance. (4) We will share the remaining loss, if any, with any other insurance that is not de- scribed in this Excess Insurance provision and was not bought specifically to apply in excess of the Limits of Insurance shown in the Declarations of this Coverage Part. c. Method Of Sharing If all of the other insurance permits contribution by equal shares, we will follow this method also. Under this approach each insurer con- tributes equal amounts until it has paid its ap- plicable limit of insurance or none of the loss remains, whichever comes first. If any of the other insurance does not permit contribution by equal shares, we will contribute by limits. Under this method, each insurer's share is based on the ratio of its applicable limit of insurance to the total applicable limits of insurance of all insurers. 5. Premium Audit a. We will compute all premiums for this Cover- age Part in accordance with our rules and rates. b. Premium shown in this Coverage Part as ad- vance premium is a deposit premium only. At the close of each audit period we will compute the earned premium for that period and send notice to the first Named Insured. The due date for audit and retrospective premiums is the date shown as the due date on the bill. If the sum of the advance and audit premiums paid for the policy period is greater than the earned premium, we will return the excess to the first Named Insured. c. The first Named Insured must keep records of the information we need for premium computa- tion, and send us copies at such times as we may request. 6. Representations By accepting this policy, you agree: a. The statements in the Declarations are accu- rate and complete; b. Those statements are based upon representa- tions you made to us; and c. We have issued this policy in reliance upon your representations. 7. Separation Of Insureds Except with respect to the Limits of Insurance, and any rights or duties specifically assigned in this Coverage Part to the first Named Insured, this in- surance applies: a. As if each Named Insured were the only Named Insured; and b. Separately to each insured against whom claim is made or "suit" is brought. 8. 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 Coverage Part, those rights are transferred to us. The in- sured must do nothing after loss to impair them. At our request, the insured will bring "suit" or transfer those rights to us and help us enforce them. 9. When We Do Not Renew If we decide not to renew this Coverage Part, we will mail or deliver to the first Named Insured shown in the Declarations written notice of the nonrenewal not less than 30 days before the expi- ration date. If notice is mailed, proof of mailing will be sufficient proof of notice. SECTION V – DEFINITIONS 1. "Advertisement" means a notice that is broadcast or published to the general public or specific mar- ket segments about your goods, products or ser- vices for the purpose of attracting customers or supporters. For the purposes of this definition: a. Notices that are published include material placed on the Internet or on similar electronic means of communication; and b. Regarding web-sites, only that part of a web- site that is about your goods, products or ser- vices for the purposes of attracting customers or supporters is considered an advertisement. 2. "Auto" means: a. A land motor vehicle, trailer or semitrailer de- signed for travel on public roads, including any attached machinery or equipment; or b. Any other land vehicle that is subject to a com- pulsory or financial responsibility law or other motor vehicle insurance law in the state where it is licensed or principally garaged. However, "auto" does not include "mobile equip- ment". CG 00 01 12 07 © ISO Properties, Inc., 2006 Page 13 of 16 † 3. "Bodily injury" means bodily injury, sickness or disease sustained by a person, including death re- sulting from any of these at any time. 4. "Coverage territory" means: a. The United States of America (including its territories and possessions), Puerto Rico and Canada; b. International waters or airspace, but only if the injury or damage occurs in the course of travel or transportation between any places included in Paragraph a. above; or c. All other parts of the world if the injury or dam- age arises out of: (1) Goods or products made or sold by you in the territory described in Paragraph a. above; (2) The activities of a person whose home is in the territory described in Paragraph a. above, but is away for a short time on your business; or (3) "Personal and advertising injury" offenses that take place through the Internet or simi- lar electronic means of communication provided the insured's responsibility to pay dam- ages is determined in a "suit" on the merits, in the territory described in Paragraph a. above or in a settlement we agree to. 5. "Employee" includes a "leased worker". "Em- ployee" does not include a "temporary worker". 6. "Executive officer" means a person holding any of the officer positions created by your charter, con- stitution, by-laws or any other similar governing document. 7. "Hostile fire" means one which becomes uncon- trollable or breaks out from where it was intended to be. 8. "Impaired property" means tangible property, other than "your product" or "your work", that cannot be used or is less useful because: a. It incorporates "your product" or "your work" that is known or thought to be defective, defi- cient, inadequate or dangerous; or b. You have failed to fulfill the terms of a contract or agreement; if such property can be restored to use by the re- pair, replacement, adjustment or removal of "your product" or "your work" or your fulfilling the terms of the contract or agreement. 9. "Insured contract" means: a. A contract for a lease of premises. However, that portion of the contract for a lease of prem- ises that indemnifies any person or organiza- tion for damage by fire to premises while rented to you or temporarily occupied by you with permission of the owner is not an "insured contract"; b. A sidetrack agreement; c. Any easement or license agreement, except in connection with construction or demolition op- erations on or within 50 feet of a railroad; d. An obligation, as required by ordinance, to indemnify a municipality, except in connection with work for a municipality; e. An elevator maintenance agreement; f. That part of any other contract or agreement pertaining to your business (including an in- demnification of a municipality in connection with work performed for a municipality) under which you assume the tort liability of another party to pay for "bodily injury" or "property dam- age" to a third person or organization. Tort li- ability means a liability that would be imposed by law in the absence of any contract or agreement. Paragraph f. does not include that part of any contract or agreement: (1) That indemnifies a railroad for "bodily injury" or "property damage" arising out of con- struction or demolition operations, within 50 feet of any railroad property and affecting any railroad bridge or trestle, tracks, road- beds, tunnel, underpass or crossing; (2) That indemnifies an architect, engineer or surveyor for injury or damage arising out of: (a) Preparing, approving, or failing to pre- pare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifi- cations; or (b) Giving directions or instructions, or failing to give them, if that is the primary cause of the injury or damage; or (3) Under which the insured, if an architect, engineer or surveyor, assumes liability for an injury or damage arising out of the in- sured's rendering or failure to render pro- fessional services, including those listed in (2) above and supervisory, inspection, ar- chitectural or engineering activities. Page 14 of 16 © ISO Properties, Inc., 2006 CG 00 01 12 07 † 10. "Leased worker" means a person leased to you by a labor leasing firm under an agreement between you and the labor leasing firm, to perform duties related to the conduct of your business. "Leased worker" does not include a "temporary worker". 11. "Loading or unloading" means the handling of property: a. After it is moved from the place where it is accepted for movement into or onto an aircraft, watercraft or "auto"; b. While it is in or on an aircraft, watercraft or "auto"; or c. While it is being moved from an aircraft, water- craft or "auto" to the place where it is finally de- livered; but "loading or unloading" does not include the movement of property by means of a mechanical device, other than a hand truck, that is not at- tached to the aircraft, watercraft or "auto". 12. "Mobile equipment" means any of the following types of land vehicles, including any attached ma- chinery or equipment: a. Bulldozers, farm machinery, forklifts and other vehicles designed for use principally off public roads; b. Vehicles maintained for use solely on or next to premises you own or rent; c. Vehicles that travel on crawler treads; d. Vehicles, whether self-propelled or not, main- tained primarily to provide mobility to perma- nently mounted: (1) Power cranes, shovels, loaders, diggers or drills; or (2) Road construction or resurfacing equipment such as graders, scrapers or rollers; e. Vehicles not described in Paragraph a., b., c. or d. above that are not self-propelled and are maintained primarily to provide mobility to per- manently attached equipment of the following types: (1) Air compressors, pumps and generators, including spraying, welding, building clean- ing, geophysical exploration, lighting and well servicing equipment; or (2) Cherry pickers and similar devices used to raise or lower workers; f. Vehicles not described in Paragraph a., b., c. or d. above maintained primarily for purposes other than the transportation of persons or cargo. However, self-propelled vehicles with the fol- lowing types of permanently attached equip- ment are not "mobile equipment" but will be considered "autos": (1) Equipment designed primarily for: (a) Snow removal; (b) Road maintenance, but not construction or resurfacing; or (c) Street cleaning; (2) Cherry pickers and similar devices mounted on automobile or truck chassis and used to raise or lower workers; and (3) Air compressors, pumps and generators, including spraying, welding, building clean- ing, geophysical exploration, lighting and well servicing equipment. However, "mobile equipment" does not include any land vehicles that are subject to a compulsory or financial responsibility law or other motor vehi- cle insurance law in the state where it is licensed or principally garaged. Land vehicles subject to a compulsory or financial responsibility law or other motor vehicle insurance law are considered "autos". 13. "Occurrence" means an accident, including con- tinuous or repeated exposure to substantially the same general harmful conditions. 14. "Personal and advertising injury" means injury, including consequential "bodily injury", arising out of one or more of the following offenses: a. False arrest, detention or imprisonment; b. Malicious prosecution; c. The wrongful eviction from, wrongful entry into, or invasion of the right of private occupancy of a room, dwelling or premises that a person oc- cupies, committed by or on behalf of its owner, landlord or lessor; d. Oral or written publication, in any manner, of material that slanders or libels a person or or- ganization or disparages a person's or organi- zation's goods, products or services; e. Oral or written publication, in any manner, of material that violates a person's right of pri- vacy; f. The use of another's advertising idea in your "advertisement"; or g. Infringing upon another's copyright, trade dress or slogan in your "advertisement". CG 00 01 12 07 © ISO Properties, Inc., 2006 Page 15 of 16 † 15. "Pollutants" mean any solid, liquid, gaseous or thermal irritant or contaminant, including smoke, vapor, soot, fumes, acids, alkalis, chemicals and waste. Waste includes materials to be recycled, reconditioned or reclaimed. 16. "Products-completed operations hazard": a. Includes all "bodily injury" and "property dam- age" occurring away from premises you own or rent and arising out of "your product" or "your work" except: (1) Products that are still in your physical pos- session; or (2) Work that has not yet been completed or abandoned. However, "your work" will be deemed completed at the earliest of the fol- lowing times: (a) When all of the work called for in your contract has been completed. (b) When all of the work to be done at the job site has been completed if your con- tract calls for work at more than one job site. (c) When that part of the work done at a job site has been put to its intended use by any person or organization other than another contractor or subcontractor working on the same project. Work that may need service, maintenance, correction, repair or replacement, but which is otherwise complete, will be treated as completed. b. Does not include "bodily injury" or "property damage" arising out of: (1) The transportation of property, unless the injury or damage arises out of a condition in or on a vehicle not owned or operated by you, and that condition was created by the "loading or unloading" of that vehicle by any insured; (2) The existence of tools, uninstalled equip- ment or abandoned or unused materials; or (3) Products or operations for which the classi- fication, listed in the Declarations or in a policy schedule, states that products- completed operations are subject to the General Aggregate Limit. 17. "Property damage" means: a. Physical injury to tangible property, including all resulting loss of use of that property. All such loss of use shall be deemed to occur at the time of the physical injury that caused it; or b. Loss of use of tangible property that is not physically injured. All such loss of use shall be deemed to occur at the time of the "occur- rence" that caused it. For the purposes of this insurance, electronic data is not tangible property. As used in this definition, electronic data means information, facts or programs stored as or on, created or used on, or transmitted to or from com- puter software, including systems and applications software, hard or floppy disks, CD-ROMS, tapes, drives, cells, data processing devices or any other media which are used with electronically controlled equipment. 18. "Suit" means a civil proceeding in which damages because of "bodily injury", "property damage" or "personal and advertising injury" to which this in- surance applies are alleged. "Suit" includes: a. An arbitration proceeding in which such dam- ages are claimed and to which the insured must submit or does submit with our consent; or b. Any other alternative dispute resolution pro- ceeding in which such damages are claimed and to which the insured submits with our con- sent. 19. "Temporary worker" means a person who is fur- nished to you to substitute for a permanent "em- ployee" on leave or to meet seasonal or short-term workload conditions. 20. "Volunteer worker" means a person who is not your "employee", and who donates his or her work and acts at the direction of and within the scope of duties determined by you, and is not paid a fee, salary or other compensation by you or anyone else for their work performed for you. 21. "Your product": a. Means: (1) Any goods or products, other than real property, manufactured, sold, handled, dis- tributed or disposed of by: (a) You; (b) Others trading under your name; or (c) A person or organization whose busi- ness or assets you have acquired; and (2) Containers (other than vehicles), materials, parts or equipment furnished in connection with such goods or products. b. Includes: (1) Warranties or representations made at any time with respect to the fitness, quality, du- rability, performance or use of "your prod- uct"; and Page 16 of 16 © ISO Properties, Inc., 2006 CG 00 01 12 07 † (2) The providing of or failure to provide warn- ings or instructions. c. Does not include vending machines or other property rented to or located for the use of oth- ers but not sold. 22. "Your work": a. Means: (1) Work or operations performed by you or on your behalf; and (2) Materials, parts or equipment furnished in connection with such work or operations. b. Includes: (1) Warranties or representations made at any time with respect to the fitness, quality, du- rability, performance or use of "your work", and (2) The providing of or failure to provide warn- ings or instructions. PGI PL 083 0518 FINANCIAL INTEREST CLAUSE In consideration of the premium charged and subject to the terms, conditions, limitations and exceptions of this Policy, the Insurer shall provide coverage to the First Named Insured for its financial interest in any specific entity which would otherwise be covered under this Policy but which is located in a jurisdiction where: (i) applicable law or regulation do not, to the best of the Insurer’s good faith knowledge, allow it to provide coverage; or (ii) the First Named Insured has elected that the Policy will not cover such specific entity directly but will cover the First Named Insured’s own financial interest in such entity. The Insurer and First Named Insured agree that: (iii) the First Named Insured has a financial interest in the specific Entity because it benefits financially from the continued operation of the specific Entity and/or would be prejudiced by loss to, or damage to, or liability incurred by the specific Entity in the operation of its business; and (iv) the Insurer shall indemnify the First Named Insured in respect of any loss to its financial interest, in the amount which would have been payable to the specific Entity if a policy with the same terms and conditions as this Policy had been issued to such specific entity, save that no indemnity shall be provided in respect of any insuring clause which would have covered any individual person. The Policy will not provide any coverage to the specific entity. Where the First Named Insured is indemnified under this Policy for a loss to its financi al interest, the Insurer shall be subrogated to all rights and remedies of the First Named Insured . If requested by the Insurer, the First Named Insured shall: (v) report fully and fairly on any causes of action which the specific Entity may have against any third party arising out of the facts and circumstances which gave rise to the loss; and (vi) arrange to be assigned the benefit of any cause of action the specific entity may have against any such third party (including any insurer issuing a policy to the Uncovered Entity) and that the specific Entity shall cooperate with the Insurer in pursuing such cause of action. Any sanctions exclusion in the Policy will take precedence over this financial interest clause. All other terms, conditions and limitations of the Policy shall remain unchanged. COMMERCIAL GENERAL LIABILITY CG 25 03 03 97 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED CONSTRUCTION PROJECT(S) GENERAL AGGREGATE LIMIT This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Designated Construction Projects: Any project when the Named Insured agrees, in a written contract, to provide a separate Designated Construction Project General Aggregate Limit. However, this status exists only for the project specified in that contract. In no event shall the Aggregate Limit of Insurance provided by this endorsement exceed $5,000,000 in total. (If no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to this endorsement.) A. For all sums which the insured becomes legally obligated to pay as damages caused by “occurrences” under COVERAGE A (SECTION I), and for all medical expenses caused by acci- dents under COVERAGE C (SECTION I), which can be attributed only to ongoing operations at a single designated construction project shown in the Schedule above: 1. A separate Designated Construction Project General Aggregate Limit applies to each designated construction project, and that limit is equal to the amount of the General Aggre- gate Limit shown in the Declarations. 2. The Designated Construction Project General Aggregate Limit is the most we will pay for the sum of all damages under COVERAGE A, except damages because of “bodily injury” or “property damage” included in the “products-completed operations hazard”, and for medical expenses under COVERAGE C regardless of the number of: a. Insureds; b. Claims made or “suits” brought; or c. Persons or organizations making claims or bringing “suits”. 3. Any payments made under COVERAGE A for damages or under COVERAGE C for medical expenses shall reduce the Desig- nated Construction Project General Aggre- gate Limit for that designated construction project. Such payments shall not reduce the General Aggregate Limit shown in the Decla- rations nor shall they reduce any other Des- ignated Construction Project General Aggre- gate Limit for any other designated construc- tion project shown in the Schedule above. 4. The limits shown in the Declarations for Each Occurrence, Fire Damage and Medical Ex- pense continue to apply. However, instead of being subject to the General Aggregate Limit shown in the Declarations, such limits will be subject to the applicable Designated Con- struction Project General Aggregate Limit. B. For all sums which the insured becomes legally obligated to pay as damages caused by “occurrences” under COVERAGE A (SECTION I), and for all medical expenses caused by acci- dents under COVERAGE C (SECTION I), which cannot be attributed only to ongoing operations at a single designated construction project shown in the Schedule above: 1. Any payments made under COVERAGE A for damages or under COVERAGE C for medical expenses shall reduce the amount available under the General Aggregate Limit or the Products-Completed Operations Ag- gregate Limit, whichever is applicable; and 2. Such payments shall not reduce any Desig- nated Construction Project General Aggre- gate Limit. C. When coverage for liability arising out of the “products-completed operations hazard” is pro- vided, any payments for damages because of “bodily injury” or “property damage” included in the “products-completed operations hazard” will reduce the Products-Completed Operations Ag- gregate Limit, and not reduce the General Ag- gregate Limit nor the Designated Construction Project General Aggregate Limit. CG 25 03 03 97 Copyright, Insurance Services Office, Inc., 1996 Page 1 of 2 D. If the applicable designated construction project has been abandoned, delayed, or abandoned and then restarted, or if the authorized contract- ing parties deviate from plans, blueprints, de- signs, specifications or timetables, the project will still be deemed to be the same construction project. E. The provisions of Limits Of Insurance (SECTION III) not otherwise modified by this endorsement shall continue to apply as stipulated. Page 2 of 2 Copyright, Insurance Services Office, Inc., 1996 CG 25 03 03 97 CG 20 10 07 04 Policy Number: EMP19001610-01 COMMERCIAL GENERAL LIABILITY CG 20 10 07 04 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED – OWNERS, LESSEES OR CONTRACTORS – SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s): Location(s) Of Covered Operations Any person(s) or organization(s) whom the Named Insured agrees, in a written contract, to name as an Additional insured. However, this status exists only for the project specified in that contract. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II – Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by: 1. Your acts or omissions; or 2. The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional insured(s) at the location(s) designated above. B. With respect to the insurance afforded to these additional insureds, the following additional exclusions apply: This insurance does not apply to "bodily injury" or "property damage" occurring after: 1. All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or 2. That portion of "your work" out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. Policy number: EMP19001610-01 COMMERCIAL GENERAL LIABILITY CG 20 37 07 04 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED – OWNERS, LESSEES OR CONTRACTORS – COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s): Location And Description Of Completed Operations Any person(s) or organization(s) whom the Named Insured agrees, in a written contract, to name as an additional insured. However, this status exists only for the project specified in that contract. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. Section II – Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury" or "property damage" caused, in whole or in part, by "your work" at the location designated and described in the schedule of this endorsement performed for that additional insured and included in the "products- completed operations hazard". CG 20 37 07 04 © ISO Properties, Inc., 2004 CG 04 42 11 03 COMMERCIAL GENERAL LIABILITY CG 04 42 11 03 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. STOP GAP – EMPLOYERS LIABILITY COVERAGE ENDORSEMENT – WASHINGTON This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE FORM SCHEDULE Limits Of Insurance Bodily Injury By Accident $1,000,000 Each Accident Bodily Injury By Disease $1,000,000 Aggregate Limit Bodily Injury By Disease $1,000,000 Each Employee (If no entry appears above, the information required to complete this endorsement will be shown in the Declarations as applicable to this endorsement.) A. The following is added to Section I – Coverages: COVERAGE – STOP GAP – EMPLOYERS LIABILITY 1. Insuring Agreement a. We will pay those sums that the insured becomes legally obligated by Washington Law to pay as damages because of "bodily injury by accident" or "bodily injury by disease" to your "employee" to which this insurance applies. We will have the right and duty to defend the insured against any "suit" seeking those damages. However, we will have no duty to defend the insured against any "suit" seeking damages to which this insurance does not apply. We may, at our discretion, investigate any accident and settle any claim or "suit" that may result. But: (1) The amount we will pay for damages is limited as described in Section III – Limits Of Insurance; and (2) Our right and duty to defend end when we have used up the applicable limit of insurance in the payment of judgments or settlements under this coverage. No other obligation or liability to pay sums or perform acts or services is covered unless explicitly provided for under Supplementary Payments. b. This insurance applies to "bodily injury by accident" or "bodily injury by disease" only if: (1) The: (a) "Bodily injury by accident" or "bodily injury by disease" takes place in the "coverage territory"; (b) "Bodily injury by accident" or "bodily injury by disease" arises out of and in the course of the injured "employee's" employment by you; and (c) "Employee", at the time of the injury, was covered under a worker's compensation policy and subject to a "workers compensation law" of Washington; and (2) The: (a) "Bodily injury by accident" is caused by an accident that occurs during the policy period; or CG 04 42 11 03 (b) "Bodily injury by disease" is caused by or aggravated by conditions of employment by you and the injured "employee's" last day of last exposure to the conditions causing or aggravating such "bodily injury by disease" occurs during the policy period. c. The damages we will pay, where recovery is permitted by law, include damages: (1) For: (a) Which you are liable to a third party by reason of a claim or "suit" against you by that third party to recover the damages claimed against such third party as a result of injury to your "employee"; (b) Care and loss of services; and (c) Consequential "bodily injury by accident" or "bodily injury by disease" to a spouse, child, parent, brother or sister of the injured "employee"; provided that these damages are the direct consequence of "bodily injury by accident" or "bodily injury by disease" that arises out of and in the course of the injured "employee's" employment by you; and (2) Because of "bodily injury by accident" or "bodily injury by disease" to your "employee" that arises out of and in the course of employment, claimed against you in a capacity other than as employer. 2. Exclusions This insurance does not apply to: a. Intentional Injury "Bodily injury by accident" or "bodily injury by disease" intentionally caused or aggravated by you, or "bodily injury by accident" or "bodily injury by disease" resulting from an act which is determined to have been committed by you if it was reasonable to believe that an injury is substantially certain to occur. b. Fines Or Penalties Any assessment, penalty, or fine levied by any regulatory inspection agency or authority. c. Statutory Obligations Any obligation of the insured under a workers' compensation, disability benefits or unemployment compensation law or any similar law. d. Contractual Liability Liability assumed by you under any contract or agreement. e. Violation Of Law "Bodily injury by accident" or "bodily injury by disease" suffered or caused by any employee while employed in violation of law with your actual knowledge or the actual knowledge of any of your "executive officers". f. Termination, Coercion Or Discrimination Damages arising out of coercion, criticism, demotion, evaluation, reassignment, discipline, defamation, harassment, humiliation, discrimination against or termination of any "employee", or arising out of other employment or personnel decisions concerning the insured. g. Failure To Comply With "Workers Compensation Law" "Bodily injury by accident" or "bodily injury by disease" to an "employee" when you are: (1) Deprived of common law defenses; or CG 04 42 11 03 (2) Otherwise subject to penalty; because of your failure to secure your obligations or other failure to comply with any "workers compensation law". h. Violation Of Age Laws Or Employment Of Minors "Bodily injury by accident" or "bodily injury by disease" suffered or caused by any person: (1) Knowingly employed by you in violation of any law as to age; or (2) Under the age of 14 years, regardless of any such law. i. Federal Laws Any premium, assessment, penalty, fine, benefit, liability or other obligation imposed by or granted pursuant to: (1) The Federal Employer's Liability Act (45 USC Section 51-60); (2) The Non-appropriated Fund Instrumentalities Act (5 USC Sections 8171-8173); (3) The Longshore and Harbor Workers' Compensation Act (33 USC Sections 910- 950); (4) The Outer Continental Shelf Lands Act (43 USC Section 1331-1356); (5) The Defense Base Act (42 USC Sections 1651-1654); (6) The Federal Coal Mine Health and Safety Act of 1969 (30 USC Sections 901- 942); (7) The Migrant and Seasonal Agricultural Worker Protection Act (29 USC Sections 1801-1872); (8) Any other workers compensation, unemployment compensation or disability laws or any similar law; or (9) Any subsequent amendments to the laws listed above. j. Punitive Damages Multiple, exemplary or punitive damages. k. Crew Members "Bodily injury by accident" or "bodily injury by disease" to a master or member of the crew of any vessel or any member of the flying crew of an aircraft. B. The Supplementary Payments provisions apply to Coverage – Stop Gap Employers Liability as well as to Coverages A and B. C. For the purposes of this endorsement, Section II – Who Is An Insured, is replaced by the following: If you are designated in the Declarations as: 1. 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. 2. 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. 3. 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. 4. 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. CG 04 42 11 03 No person or organization is an insured with respect to the conduct of any current or past partnership, joint venture or limited liability company that is not shown as a Named Insured in the Declarations. D. For the purposes of this endorsement, Section III – Limits Of Insurance, is replaced by the following: 1. The Limits of Insurance shown in the Schedule of this endorsement and the rules below fix the most we will pay regardless of the number of: a. Insureds; b. Claims made or "suits" brought; or c. Persons or organizations making claims or bringing "suits". 2. The "Bodily Injury By Accident" – Each Accident Limit shown in the Schedule of this endorsement is the most we will pay for all damages covered by this insurance because of "bodily injury by accident" to one or more "employees" in any one accident. 3. The "Bodily Injury By Disease" – Aggregate Limit shown in the Schedule of this endorsement is the most we will pay for all damages covered by this insurance and arising out of "bodily injury by disease", regardless of the number of "employees" who sustain "bodily injury by disease". 4. Subject to Paragraph D.3. of this endorsement, the "Bodily Injury By Disease" – Each "Employee" Limit shown in the Schedule of this endorsement is the most we will pay for all damages because of "bodily injury by disease" to any one "employee". The limits of the coverage apply separately to each consecutive annual period and to any remaining period of less than 12 months, starting with the beginning of the policy period shown in the Declarations, unless the policy period is extended after issuance for an additional period of less than 12 months. In that case, the additional period will be deemed part of the last preceding period for purposes of determining the Limits of Insurance. E. For the purposes of this endorsement, Condition 2. – Duties In The Event Of Occurrence, Claim Or Suit of the Conditions Section IV is deleted and replaced by the following: 2. Duties In The Event Of Injury, Claim Or Suit a. You must see to it that we or our agent are notified as soon as practicable of a "bodily injury by accident" or "bodily injury by disease" which may result in a claim. To the extent possible, notice should include: (1) How, when and where the "bodily injury by accident" or "bodily injury by disease" took place; (2) The names and addresses of any injured persons and witnesses; and (3) The nature and location of any injury. b. If a claim is made or "suit" is brought against any insured, you must: (1) Immediately record the specifics of the claim or "suit" and the date received; and (2) Notify us as soon as practicable. You must see to it that we receive written notice of the claim or "suit" as soon as practicable. c. You and any other involved insured must: (1) Immediately send us copies of any demands, notices, summonses or legal papers received in connection with the injury, claim, proceeding or "suit"; (2) Authorize us to obtain records and other information; CG 04 42 11 03 (3) Cooperate with us and assist us, as we may request, in the investigation or settlement of the claim or defense against the "suit"; (4) Assist us, upon our request, in the enforcement of any right against any person or organization which may be liable to the insured because of injury to which this insurance may also apply; and (5) Do nothing after an injury occurs that would interfere with our right to recover from others. d. No insured will, except at that insured's own cost, voluntarily make a payment, assume any obligation, or incur any expense, other than for first aid, without our consent. F. For the purposes of this endorsement, Paragraph 4.of the Definitions Section is replaced by the following: 4. "Coverage territory" means: a. The United States of America (including its territories and possessions), Puerto Rico and Canada; b. International waters or airspace, but only if the injury or damage occurs in the course of travel or transportation between any places included in a. above; or c. All other parts of the world if the injury or damage arises out of the activities of a person whose home is in the territory described in a. above, but who is away for a short time on your business; provided the insured's responsibility to pay damages is determined in the United States (including its territories and possessions), Puerto Rico, or Canada, in a suit on the merits according to the substantive law in such territory, or in a settlement we agree to. G. The following are added to the Definitions Section: 1. "Workers Compensation Law" means the Workers Compensation Law and any Occupational Disease Law of Washington. This does not include provisions of any law providing non-occupational disability benefits. 2. "Bodily injury by accident" means bodily injury, sickness or disease sustained by a person, including death, resulting from an accident. A disease is not "bodily injury by accident" unless it results directly from "bodily injury by accident". 3. "Bodily injury by disease" means a disease sustained by a person, including death. "Bodily injury by disease" does not include a disease that results directly from an accident. H. For the purposes of this endorsement, the definition of "bodily injury" does not apply. POLICY NUMBER: EMP19001610-01 PGI PL 079 0416 Page 1 of 1 30 DAYS NOTICE OF CANCELLATION This endorsement changes the Policy. Please read it carefully. If this policy is cancelled prior to the expiration date, we will mail thirty (30) days written notice to: Condon-Johnson & Associates, Inc. 9012 South 208th Street Kent, WA 98031 If this policy is cancelled for non-payment of premium, we will mail ten (10) days written notice. Failure to do so shall impose no obligation or liability of any kind upon the insurer, its agents or representatives. All other policy terms and conditions remain unchanged COMMERCIAL GENERAL LIABILITY CG 21 47 07 98 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CG 21 47 07 98 Copyright, Insurance Services Office, Inc., 1997 Page 1 of 1 oo EMPLOYMENT-RELATED PRACTICES EXCLUSION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART A.The following exclusion is added to Paragraph 2., Exclusions of Section I – Coverage A – Bodily Injury And Property Damage Liability: This insurance does not apply to: "Bodily injury" to: (1)A person arising out of any: (a)Refusal to employ that person; (b)Termination of that person's employ- ment; or (c)Employment-related practices, policies, acts or omissions, such as coercion, demotion, evaluation, reassignment, discipline, defamation, harassment, humiliation or discrimination directed at that person; or (2)The spouse, child, parent, brother or sister of that person as a consequence of "bodily injury" to that person at whom any of the employment-related practices described in Paragraphs (a), (b), or (c) above is di- rected. This exclusion applies: (1)Whether the insured may be liable as an employer or in any other capacity; and (2)To any obligation to share damages with or repay someone else who must pay dam- ages because of the injury. B.The following exclusion is added to Paragraph 2., Exclusions of Section I – Coverage B – Per- sonal And Advertising Injury Liability: This insurance does not apply to: "Personal and advertising injury" to: (1)A person arising out of any: (a)Refusal to employ that person; (b)Termination of that person's employ- ment; or (c)Employment-related practices, policies, acts or omissions, such as coercion, demotion, evaluation, reassignment, discipline, defamation, harassment, humiliation or discrimination directed at that person; or (2)The spouse, child, parent, brother or sister of that person as a consequence of "personal and advertising injury" to that person at whom any of the employment- related practices described in Paragraphs (a), (b), or (c) above is directed. This exclusion applies: (1)Whether the insured may be liable as an employer or in any other capacity; and (2)To any obligation to share damages with or repay someone else who must pay dam- ages because of the injury. COMMERCIAL GENERAL LIABILITY CG 21 86 12 04 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CG 21 86 12 04 ' ISO Properties, Inc., 2003 Page 1 of 1 EXCLUSION EXTERIOR INSULATION AND FINISH SYSTEMS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART A. This insurance does not apply to "bodily injury", "property damage" or "personal and advertising in- jury" arising out of, caused by, or attributable to, whether in whole or in part, the following: 1. The design, manufacture, construction, fabrica- tion, preparation, distribution and sale, installa- tion, application, maintenance or repair, includ- ing remodeling, service, correction or replacement, of any "exterior insulation and fin- ish system" or any part thereof, or any substan- tially similar system or any part thereof, includ- ing the application or use of conditioners, primers, accessories, flashings, coatings, caulking or sealants in connection with such a system; or 2. "Your product" or "your work" with respect to any exterior component, fixture or feature of any structure if an "exterior insulation and finish system", or any substantially similar system, is used on the part of that structure containing that component, fixture or feature. B. The following definition is added to the Definitions Section: "Exterior insulation and finish system" means a non-load bearing exterior cladding or finish sys- tem, and all component parts therein, used on any part of any structure, and consisting of: 1. A rigid or semi-rigid insulation board made of expanded polystyrene and other materials; 2. The adhesive and/or mechanical fasteners used to attach the insulation board to the sub- strate; 3. A reinforced or unreinforced base coat; 4. A finish coat providing surface texture to which color may be added; and 5. Any flashing, caulking or sealant used with the system for any purpose. POLICY NUMBER: EMP19001610-01 CG 24 04 10 93 Insurance Services Office, Inc., 1992 COMMERCIAL GENERAL LIABILITY CG 24 04 10 93 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name of Person or Organization: Any person(s) or organization(s) whom the Named Insured agrees, in a written contract, to provide a waiver of subrogation. However, this status exists only for the project specified in that contract. (If no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to this endorsement). The TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US Condition (Section IV – COMMERCIAL GENERAL LIABILITY CONDITIONS) is amended by the addition of the following: We waive any right of recovery we may have against the person or organization shown in the Schedule above because of payments we make for injury or damage arising out of your ongoing operations or "your work" done under a contract with that person or organization and included in the "products-completed operations hazard". This waiver applies only to the person or organization shown in the Schedule above. COMMERCIAL GENERAL LIABILITY CG 22 33 07 98 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CG 22 33 07 98 Copyright, Insurance Services Office, Inc., 1997 Page 1 of 1 oo EXCLUSION – TESTING OR CONSULTING ERRORS AND OMISSIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART The following exclusion is added to Paragraph 2., Exclusions of Section I – Coverage A – Bodily Injury And Property Damage Liability and Para- graph 2., Exclusions of Section I – Coverage B – Personal And Advertising Injury Liability: This insurance does not apply to "bodily injury", "property damage" or "personal and advertising in- jury" arising out of: 1.An error, omission, defect or deficiency in: a.Any test performed; or b.An evaluation, a consultation or advice given, by or on behalf of any insured; 2.The reporting of or reliance upon any such test, evaluation, consultation or advice; or 3.An error, omission, defect or deficiency in experi- mental data or the insured’s interpretation of that data. PGI EL 004 0918 Page 1 of 11 Contractors Pollution Liability PLEASE READ THE ENTIRE POLICY CAREFULLY. VARIOUS PROVISIONS OF THE POLICY RESTRICT OR EXCLUDE COVERAGE. Various provisions in this policy restrict coverage. Read the entire policy carefully to determine YOUR 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 and any other INSURED under this policy. The word INSURED(S) means any person(s) or organization(s) qualifying as such under SECTION II. The words WE, US, and OUR refer to the Company providing this insurance. In addition to the above, words and phrases that appear in capital letters have special meanings and are defined in SECTION II - DEFINITIONS. Words and phrases that appear in capital letters have special meanings and are defined in SECTION II - DEFINITIONS. In consideration of the premium charged, the undertaking of the NAMED INSURED to pay the Deductible, and in reliance upon the statements in the application, and subject to the Limits of Liability of this insurance as set forth in the Declarations, and the Exclusions, Conditions and other terms of this Policy, WE agree with YOU as follows: I. INSURING AGREEMENT We will pay on YOUR behalf all sums in excess of the Deductible that YOU are legally obligated to pay as a result of a CLAIM for BODILY INJURY or PROPERTY DAMAGE caused by a POLLUTION EVENT resulting from COVERED OPERATIONS, provided that: (1) Such BODILY INJURY or PROPERTY DAMAGE occurs during the POLICY PERIOD; (2) Progressive, indivisible BODILY INJURY or PROPERTY DAMAGE over a period of days, weeks, months or longer caused by the same, continuous, repeated, or related POLLUTION EVENT shall be deemed to have occurred only on the date of first exposure to such POLLUTION EVENT; (3) If the date of the first exposure is before the inception date of the first Contractors Pollution Liability Policy issued to YOU by US, or the date of the first exposure cannot be determined, but the progressive, indivisible BODILY INJURY or PROPERTY DAMAGE continues to exist during the POLICY PERIOD, it will be deemed to have occurred only on the inception date of the first Contractors Pollution Liability Policy issued to YOU by US which is applicable to the COVERED OPERATIONS from which such POLLUTION EVENT resulted. WE shall have the right and duty to assume the adjustment, defense and settlement of any CLAIM to which this insurance applies. Our duty to adjust, defend and settle all CLAIMS to which this insurance applies ends when the applicable Limits of Liability have been tendered into court or exhausted by payment of LOSSES or CLAIM EXPENSES. PGI EL 004 0918 Page 2 of 11 II. DEFINITIONS A. AUTOMOBILE means a land motor vehicle, trailer or semi-trailer designed for travel on public roads, including any machinery or apparatus attached thereto. B. BODILY INJURY means physical injury, sickness, or disease, sustained by any person including death resulting therefrom and including mental anguish or emotional distress when accompanied by physical injury. C. CLAIM or CLAIMS means any demand received by YOU alleging liability or responsibility on YOUR part for LOSSES because of a POLLUTION EVENT resulting from COVERED OPERATIONS. D. CLAIM EXPENSES means: 1. fees charged by an attorney designated by US, or by YOU with OUR written consent, and 2. all other fees, costs and expenses resulting from the investigation, adjustment, defense of a CLAIM, and the premiums for appeal, attachment or similar bonds; and 3. interest on the full amount of any judgment that accrues after entry of the judgment and before WE have paid, offered to pay, or deposited in court the amount available for the judgment under this policy; 4. allowable expenses of $500 per day but no more than $5,000 in total for the compensation to YOUR principals, directors, officers or employees for personally attending any legal proceeding at OUR request. These allowable expenses shall not be applied towards reducing the applicable Deductible amount and are in addition to the Limits of Liability. CLAIM EXPENSES do not include salaries or expenses of OUR regular employees or fees and expenses of independent adjusters retained by US. E. CLEANUP COSTS means the necessary expenses incurred in the investigation, removal and remediation (including the associated monitoring, neutralization, immobilization or disposal) of contaminated soil, surface water, groundwater, or other contamination. F. COVERED OPERATIONS means those activities performed by YOU or any entity for whom you are legally responsible at a job site. G. INSURED means: 1. the NAMED INSURED; 2. YOUR current or former principals, partners, executive officers, directors, stockholders or trustees while acting on YOUR behalf and within the scope of their duties as such; PGI EL 004 0918 Page 3 of 11 3. YOUR current or former employees including leased personnel under YOUR supervision, but only for acts within the scope of their employment or lease agreement; 4. YOUR heirs, executors, administrators, assigns and legal representatives in the event of death, incapacity or bankruptcy, but solely with respect to the liability insured herein; 5. a retired principal, partner, officer, director or employee while acting within their duties as a consultant for YOU; 6. a client for whom the NAMED INSURED performs or performed COVERED OPERATIONS, provided that a written contract or agreement is in effect between the NAMED INSURED and the client. However, such clients are covered solely with respect to LOSS arising from COVERED OPERATIONS and are not covered for any LOSS arising from the client’s own liability. Clients of the NAMED INSURED are covered only for Limits of Liability up to and not exceeding the amount required by the written contract with the NAMED INSURED and subject to the Limits of Liability of this Policy. H. INSURED CONTRACT means any written contract or agreement under which YOU assume the tort liability of another party to pay for BODILY INJURY or PROPERTY DAMAGE. Tort liability means a liability that would have existed by law in the absence of any contract or agreement. INSURED CONTRACT includes any obligation, as required by ordinance, to indemnify a municipality, except in connection with work for a municipality. I. LOSS means: 1. monetary judgments, awards or settlements of compensatory damages arising from BODILY INJURY and PROPERTY DAMAGE; 2. related CLAIM EXPENSES. However, LOSS does not include fines or penalties assessed against YOU; or exemplary damages including but not limited to punitive, multiple or treble damages. J. MEDIATION means formal non-binding intervention by a neutral third party. K. NAMED INSURED means the person or entity designated in the Declarations. L. NATURAL RESOURCE DAMAGES means the sum of: 1. reasonable direct costs, including costs of assessment, associated with action necessary to restore (including replacement) the natural resource to its baseline condition prior to the POLLUTION EVENT, and 2. the USE VALUE of injury to or destruction of natural resources, including the land, surface water, groundwater, subsurface strata, air, fish, wildlife, or biota PGI EL 004 0918 Page 4 of 11 between the time of a POLLUTION EVENT and restoration of the natural resources injured by the POLLUTION EVENT. M. POLICY PERIOD means the period set forth in the Declarations, or any shorter period resulting from a termination of this policy. N. POLLUTION EVENT means the discharge, dispersal, migration, seepage, release, or escape of any solid, liquid, gaseous or thermal irritant, contaminant or pollutant including smoke, vapor, soot, fumes, acids, alkalis, chemicals and waste, provided such conditions are not naturally present in the environment in the concentration or amounts discovered. O. PROPERTY DAMAGE means: 1. physical injury to or destruction of tangible property including the resulting loss of use thereof; 2. loss of use of tangible property that has not been physically injured or destroyed; 3. CLEANUP COSTS; and 4. NATURAL RESOURCE DAMAGE. P. USE VALUE means the value of the natural resources to the public attributable to the direct use of the services provided by the natural resources. III. EXCLUSIONS This policy does not apply to any CLAIMS, CLAIM EXPENSES or LOSSES resulting from or arising out of: A. a CLAIM made by any INSURED against any other INSURED. However, this exclusion shall not apply to a CLAIM by any INSURED who is a client for whom the INSURED or any entity for whom YOU are legally liable is performing or has performed COVERED OPERATIONS; B. a CLAIM by any individual or business enterprise or its subrogees or assignees; (1) that wholly or partially owns, operates or manages YOU; or (2) in which YOU have an ownership interest in excess of 25 percent; or (3) that is controlled, operated or managed by YOU; C. any obligation for which YOU or any carrier as YOUR Insurer may be liable under any workers' compensation, unemployment compensation, employers liability, disability benefits law or under any similar law; D. liability assumed by YOU under any oral or written contract or agreement except that this exclusion shall not apply to : 1. any CLAIM where legal liability exists in the absence of such contract or agreement. PGI EL 004 0918 Page 5 of 11 2. liability for LOSS assumed in a contract or agreement that is an INSURED CONTRACT, provided that the POLLUTION EVENT resulting from COVERED OPERATIONS occurs subsequent to the execution of such contract; E. the cost to repair or replace faulty construction workmanship YOU perform on any construction, erection, fabrication, installation, assembly or manufacturing process, including materials, parts or equipment furnished in connection therewith; F. a POLLUTION EVENT existing prior to the inception date of the policy known to YOU or any of YOUR principals, partners, directors, or officers, or any of YOUR employees with responsibility for environmental affairs, legal affairs or risk management, and which could reasonably be expected to give rise to a CLAIM; G. any dishonest, fraudulent, or malicious act, error or omission, or those of a knowingly wrongful nature or the intentional, willful or deliberate non-compliance with any statute, regulation, ordinance, administrative complaint, notice of violation, notice letter, executive order, or instruction of any governmental agency or body by or at YOUR direction except that this exclusion will not apply to any INSURED who did not commit, participate in, or have knowledge of any of the acts described; H. the ownership, entrustment, maintenance, use, operation, loading or unloading of any AUTOMOBILE, aircraft, vessel or rolling stock beyond the boundaries of the site at which the COVERED OPERATIONS are being conducted unless endorsed onto this policy; I. waste, contaminants, pollutants, or materials transported via AUTOMOBILE, aircraft, vessel, watercraft or railroad rolling stock beyond the boundaries of the site at which YOU are performing COVERED OPERATIONS for YOUR client; J. real property, facilities or personal property owned, leased, or rented by YOU; L. a claim resulting from or arising out of professional services rendered or that should have been rendered by YOU or any entity for whom YOU are legally responsible, including but not limited to recommendations, opinions, and strategies rendered for architectural, consulting, design and engineering services, such as drawings, maps, reports, surveys, change orders, plan specifications, assessment services, remedy selections, or inspection service. IV. LIMITS OF LIABILITY AND DEDUCTIBLE A. Each Claim Limit of Liability OUR liability for LOSS for each CLAIM arising from the same, continuous, repeated or related POLLUTION EVENT shall not exceed the amount stated in the Declarations as the Each CLAIM Limit of Liability. B. Aggregate Limit of Liability Each Policy Period OUR liability as a result of all CLAIMS for LOSSES shall not exceed the amount stated in the Declarations as Aggregate Limit of Liability Each POLICY PERIOD. PGI EL 004 0918 Page 6 of 11 C. Each Claim Expense Limit of Liability OUR liability for CLAIM EXPENSES for each CLAIM arising from the same, continuous, repeated or related POLLUTION EVENT shall not exceed the amount stated in the Declarations as the Each CLAIM EXPENSE Limit of Liability. D. Aggregate Claims Expense Limit of Liability Each Policy Period OUR liability as a result of all CLAIM EXPENSES shall not exceed the amount stated in the Declarations as Aggregate CLAIM EXPENSES Limit of Liability Each POLICY PERIOD. E. Deductible As a condition precedent to OUR liability under this Policy, the Deductible amount as stated in the Declarations shall be paid by YOU and shall be applicable to each CLAIM and shall include all LOSSES and CLAIM EXPENSES up to the Deductible amount for each CLAIM. YOUR total Deductible payments, in respect to each CLAIM shall not exceed the Deductible amount stated in the Declarations. WE may from time to time advance payments for LOSSES and CLAIM EXPENSES within the Deductible. Any amounts first paid by US within the Deductible shall, upon written demand by US, be paid by YOU to US within thirty (30) days. D. Multiple Insureds, Claims and Claimants The Limits of Liability shown in the Declarations and described herein are the most WE will pay, regardless of the number of INSUREDS, CLAIMS, or individuals or entities making CLAIMS. One or more CLAIMS arising out of a single POLLUTION EVENT or out of a series of related POLLUTION EVENTS shall be treated as a single CLAIM, and shall be subject to the Each CLAIM Limit of Liability and only one Deductible. If the same, continuous, repeated or related POLLUTION EVENT results in BODILY INJURY or PROPERTY DAMAGE which occurs during POLICY PERIODS of different Contractors Pollution Liability Policies issued to YOU by US, all such BODILY INJURY or PROPERTY DAMAGE shall be deemed to have occurred only during the POLICY PERIOD of the first Contractors Pollution Liability Policy in which any BODILY INJURY or PROPERTY DAMAGE occurred. E. MEDIATION If WE and YOU agree to use MEDIATION to resolve a CLAIM brought against YOU and if such CLAIM is resolved thereby, the Deductible stated in the Declarations shall be reduced by 50% for such CLAIM subject to a maximum reduction of $25,000. V. CLAIM PROVISIONS A. Notice of CLAIM PGI EL 004 0918 Page 7 of 11 In the event of a CLAIM, YOU shall provide to US prompt written notice containing particulars sufficient to identify YOU or any INSURED involved and reasonably obtainable information with respect to time, place and circumstances, and the names and addresses of any injured parties and of available witnesses. YOU further agree to send US copies of all demands or legal documents as soon as possible. YOUR knowledge of CLAIM shall be deemed to have occurred when a principal, partner, director, or executive officer first learned of the CLAIM. All CLAIMS are to be reported to: See Notice to Policyholder AXIS 001 0918 B. No costs, charges or related CLAIM EXPENSES shall be incurred without OUR written consent which shall not be unreasonably withheld. WE shall have the right and the duty to designate legal counsel for the investigation, defense or settlement of a CLAIM. WE will not settle or compromise any CLAIM without YOUR consent. YOU shall do nothing to prejudice OUR rights under this policy nor shall YOU admit liability or settle any CLAIM without OUR written consent. If YOU refuse to consent to any settlement or compromise recommended by US involving any part of OUR limits of liability and acceptable to the claimant, and YOU elect to contest the CLAIM, suit or proceeding, then OUR liability shall not exceed the amount which WE would have paid for LOSSES and CLAIM EXPENSES at the time the CLAIM or suit or proceeding could have been settled or compromised. C. YOU shall assist and cooperate with US in the investigation, settlement and defense of all CLAIMS made against YOU and upon OUR request shall authorize the release of records and other information, secure and give evidence, attend hearings and trials and obtain the location of and cooperation of witnesses. Any expenses YOU incur resulting from such cooperation are not considered CLAIMS EXPENSES, and are thus not recoverable under this policy or chargeable against YOUR Deductible. D. In the event that YOU are entitled by law to select independent counsel to defend YOU at the Company's expense and YOU elect to select such counsel, the attorney's fees and all other litigation expenses WE must pay to that counsel are limited to the rates WE actually pay to counsel WE retain in the ordinary course of business in the defense of similar CLAIMS in the community where the CLAIM arose or is being defended. Additionally, WE may exercise the right to require that such counsel have certain minimum qualifications with respect to their legal competency including experience in defending CLAIMS similar to the one pending against YOU and to require such counsel PGI EL 004 0918 Page 8 of 11 to have errors and omissions insurance coverage. As respects any such counsel, YOU agree to require YOUR counsel to, in a timely manner, provide US with information regarding the CLAIM and to respond to OUR request for information regarding the CLAIM. YOU may at anytime, by YOUR signed consent, freely and fully waive YOUR right to select independent counsel. VI. CONDITIONS A. Action Against US No action shall lie against US unless, as a condition precedent thereto, there shall have been full compliance with all of the terms and conditions of this policy, and both YOUR liability and the amount of YOUR obligations to pay has been finally determined either by judgment against YOU after an actual trial or by YOUR written agreement with the claimant or the claimant's legal representative with OUR approval. Any person or organization or the legal representative thereof who has secured such judgment or written agreement shall thereafter be entitled to recover under this policy to the extent of the insurance afforded by this policy. No person or organization shall have any right under this policy to join US as a party to any action against YOU to determine YOUR liability, nor shall WE be impleaded by YOU or YOUR legal representative. B. Assignment Assignment of interest under this policy shall not bind US without OUR express written consent. C. Audit And Inspection Solely for OUR benefit, WE shall be permitted but not obligated to inspect, sample and monitor on a continuing basis the INSURED’s property or operations at any time. OUR audit or inspection of YOU shall not constitute an undertaking on behalf of the INSURED or others to determine or warrant that property or operations are safe or conform to acceptable engineering practice or are in compliance with any law, rule, or regulation. D. Bankruptcy or Insolvency YOUR bankruptcy or insolvency shall not relieve US of OUR obligations under this policy. E. Cancellation and Nonrenewal 1. Cancellation by YOU YOU may cancel this policy by surrender thereof to US or any of OUR authorized representatives or by mailing to US written notice stating when thereafter such cancellation shall be effective. PGI EL 004 0918 Page 9 of 11 If YOU cancel this policy, WE shall retain the customary short rate proportion of the premium. 2. Cancellation by US a. If this policy has been in effect less than sixty (60) days and is not a renewal of a policy issued by US, WE may cancel this policy for any reason. b. If this policy has been in effect for sixty (60) days or more or is a renewal of a policy issued by US, this policy may not be canceled except for one or more of the following reasons: (1) Nonpayment of premium or Deductible when due; (2) Fraud or material misrepresentation affecting the policy; (3) Violation of any of the terms or conditions of the policy; (4) Loss of reinsurance; or (5) Material change in the risk. c. Written notice of cancellation shall be mailed or delivered by US to YOU at least: (1) Fifteen (15) days prior to the effective date of cancellation, if this policy is canceled for nonpayment of premium; or (2) Sixty (60) days prior to the effective date of cancellation, if this policy is canceled for any other reason. d. Delivery shall be considered to be equivalent to mailing. Proof of mailing shall be considered to be proof of notice. e. If this policy is canceled by US, the earned premium shall be computed pro rata. 3. Nonrenewal If WE elect not to renew this policy WE will mail a written notice at least sixty (60) days prior to expiration, unless the reason for nonrenewal is nonpayment of premium or YOUR deductible obligations or if YOU failed to comply with any other term or condition. Proof of mailing shall be considered to be proof of notice. F. Changes The terms and conditions of this policy may only be altered by an endorsement issued by US. PGI EL 004 0918 Page 10 of 11 G. Choice of Law and Jurisdiction If a dispute arises over the meaning, interpretation or operation of any term, condition, definition or provision of this policy, YOU and WE agree that the substantive law of the State of New York shall apply regardless of the choice of law or conflicts of law principles. In the event that YOU and WE agree to resolve the dispute by arbitration, the Commercial Arbitration rules of the American Arbitration Association shall apply. H. Other Insurance 1. The insurance afforded by this policy is primary insurance, except when stated to apply in excess of or contingent upon the absence of other insurance. When this insurance is primary and YOU have other insurance which is stated to be applicable to the loss on an excess basis, the amount of OUR liability under this policy shall not be reduced by the existence of such insurance. 2. When both this insurance and other insurance apply to the loss on the same basis, whether primary, excess, or contingent, WE shall not be liable under this policy for a greater proportion of the loss than that stated in the Declarations or the following contribution provision; whichever is lower: Contribution by Equal Shares - If all of such other valid and collectible insurance provides for contribution by equal shares, WE will follow this method also. Under this approach each insurer contributes equal amounts until it has paid its applicable limit of insurance or none of the loss remains, whichever comes first. Contribution by Limits - If any of the other insurance does not permit contribution by equal shares, WE will contribute by limits. Under this method, each insurer's share is based on the ratio of its applicable limit of insurance to the total applicable limits of insurance of all insurers. I. Representations By acceptance of this policy, YOU agree that the statements in the application and its attachments are YOUR agreements and representations, that this policy is issued in reliance upon the truth of such representations, and that this policy, its Declarations and endorsements embody all agreements existing between YOU and US relating to this insurance. J. Separation of Insureds Except with respect to the Limits of Liability, and any rights or duties specifically assigned to YOU, this insurance applies: As if each Named INSURED were the only Named INSURED; and Separately to each INSURED against whom a CLAIM is made. PGI EL 004 0918 Page 11 of 11 Misrepresentation, concealment, breach of contract or violation of any duty under this policy by one INSURED shall not prejudice the interest of coverage of another INSURED under this policy. K. Sole Agent The first NAMED INSURED shall act on behalf of all INSUREDS for all purposes, including but not limited to the payment or return of premium, receipt and acceptance of any endorsement issued to form a part of this policy, complying with all applicable CLAIMS provision, giving and receiving notice of cancellation or nonrenewal, and reimbursement to US of any Deductible advanced. L. Subrogation In the event of any payment under this policy, WE shall be subrogated to all YOUR rights of recovery against any person or organization and YOU shall execute and deliver instruments and papers and do whatever else is necessary to secure such rights. YOU shall do nothing to prejudice such rights. WE shall not exercise any such right against any persons, firms or corporations included in the definition of an INSURED or against YOUR clients if prior to the CLAIM, a waiver of subrogation was so required and accepted under a specific contractual undertaking by YOU. All recoveries obtained through subrogation shall be applied equally towards YOUR Deductible and OUR costs with any remaining balance payable to US. M. Policy Territory The insurance afforded by this policy applies worldwide. Where suits are brought or CLAIMS are made outside of the United States of America and its territories and possessions, Puerto Rico, or Canada, the following additional provisions apply: 1. WE shall have the right but not the duty to investigate, defend or settle any such CLAIMS brought against an INSURED; 2. If WE elect not to investigate, defend or settle any such CLAIM, the INSURED shall, under OUR supervision, arrange for such investigation and defense thereof as is reasonably necessary and subject to OUR prior authorization, shall effect such settlement thereof as WE and an INSURED deem expedient; 3. WE will reimburse the INSURED for the reasonable cost of such investigation and defense and the amount of any settlement or judgment in excess of the Deductible amount stated in the Declarations, all subject to and within the Limits of Liability stated in the Declarations; and 4. Such reimbursement shall be made in United States currency at the rate of exchange prevailing on the date the judgment is rendered or the date that the amount of the settlement is agreed upon or the date expenditure is made. PGI EL 005 0918 Page 1 of 11 Professional Liability Policy THIS POLICY PROVIDES CLAIMS-MADE AND REPORTED COVERAGE CLAIMS MUST FIRST BE MADE AGAINST THE INSURED AND REPORTED TO THE COMPANY DURING THE POLICY PERIOD UNLESS AN EXTENDED REPORTING PERIOD APPLIES. THE PAYMENT OF CLAIM EXPENSES REDUCES THE LIMITS OF INSURANCE. PLEASE READ THE ENTIRE POLICY CAREFULLY Various provisions in this policy restrict coverage. Read the entire policy carefully to determine YOUR 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 and any other INSURED under this policy. The words WE, US, and OUR refer to the Company providing this insurance. The word INSUREDS means any persons or organizations qualifying as such under SECTION II. Words and phrases that appear in capital letters have special meanings and are defined in SECTION II - DEFINITIONS. In consideration of the premium charged, the undertaking of the NAMED INSURED to pay the Deductible, and in reliance upon the statements in the application, and subject to the Limits of Liability of this insurance as set forth in the Declarations, and the Exclusions, Conditions and other terms of this Policy, WE agree with YOU as follows: I. INSURING AGREEMENTS WE will pay on YOUR behalf all DAMAGES that YOU are legally obligated to pay as a result of CLAIMS provided that: (1) the CLAIM was first made against YOU during the POLICY PERIOD and reported to US during the POLICY PERIOD or the Extended CLAIMS Reporting Period, if applicable; (2) the CLAIM arises out of an actual or alleged WRONGFUL ACT with respect to PROFESSIONAL SERVICES rendered or that should have been rendered by YOU or any entity for whom YOU are legally liable, including your interest in joint ventures; (3) the WRONGFUL ACT took place during the POLICY PERIOD or on or after the Retroactive Date and before the expiration of the POLICY PERIOD. WE shall have the right and duty to assume the adjustment, defense and settlement of any CLAIM to which this insurance applies. Our duty to adjust, defend and settle all CLAIMS to which this insurance applies ends when the applicable Limits of Liability have been tendered into court or exhausted by payment of CLAIM EXPENSES or DAMAGES. Notwithstanding the above, this insurance does not apply to CLAIMS, CLAIMS EXPENSES, or PGI EL 005 0918 Page 2 of 11 DAMAGES covered, in whole or in part, under any valid insurance policy in force prior to this policy. II. DEFINITIONS A. AUTOMOBILE means a land motor vehicle, trailer or semi-trailer designed for travel on public roads, including any machinery or apparatus attached thereto. B. CLAIM or CLAIMS means any demand received by YOU alleging liability or responsibility on YOUR part for DAMAGES arising from PROFESSIONAL SERVICES. C. CLAIM EXPENSES means: 1. fees charged by an attorney designated by US, or by YOU with OUR written consent, and 2. all other fees, costs and expenses resulting from the investigation, adjustment, defense of a CLAIM, and the premiums for appeal, attachment or similar bonds; and 3. interest on the full amount of any judgment that accrues after entry of the judgment and before WE have paid, offered to pay, or deposited in court the amount available for the judgment under this policy; 4. allowable expenses of $500 per day but no more than $5,000 in total for the compensation to YOUR principals, directors, officers or employees for personally attending any legal proceeding at OUR request. These allowable expenses shall not be applied towards reducing the applicable Deductible amount and are in addition to the Limits of Liability. CLAIM EXPENSES do not include salaries or expenses of OUR regular employees or fees and expenses of independent adjusters retained by US. D. DAMAGES means the monetary amounts for which YOU may be held liable, including sums paid as judgments, award, or settlements but does not include: 1. the restitution, return, withdrawal or reduction of fees, profits or charges for services rendered or offered by YOU or any other consideration or expenses paid to YOU for services or goods; or 2. judgments or awards deemed uninsurable by law; or 3. fines and penalties assessed against YOU; or exemplary damages including but not limited to punitive, multiple or treble damages. E. INSURED means; 1. the NAMED INSURED; 2. YOUR current or former principals, partners, executive officers, directors, stockholders or trustees while acting on YOUR behalf and within the scope of their duties as such; 3. YOUR current or former employees including leased personnel under YOUR supervision, but only for acts within the scope of their employment or lease agreement; PGI EL 005 0918 Page 3 of 11 4. YOUR heirs, executors, administrators, assigns and legal representatives in the event of death, incapacity or bankruptcy, but solely with respect to the liability insured herein; 5. a retired principal, partner, officer, director or employee while acting within their duties as a consultant for YOU; F. MEDIATION means any non-binding intervention by a neutral third party. G. NAMED INSURED means the person or entity designated in the Declarations. H. POLICY PERIOD means the period set forth in the Declarations, or any shorter period arising as a result of termination or cancellation of the policy. I. PROFESSIONAL SERVICES means those architectural, engineering, consulting, project management, or construction management services that you perform for others for a fee. J. RETROACTIVE DATE means the date on or after which any WRONGFUL ACT must have taken place in order to be considered for coverage under this policy, as stated in the Declarations. If none is shown, the RETROACTIVE DATE will be the effective date of the first policy issued by US to YOU. K. WRONGFUL ACT means any act, error or omission committed by YOU in the performance of YOUR PROFESSIONAL SERVICES. III. EXCLUSIONS This insurance does not apply to CLAIMS, CLAIM EXPENSES, or DAMAGES based upon or arising out of: A. any dishonest, fraudulent, or malicious act, error or omission, or those of a knowingly wrongful nature or the intentional, willful or deliberate non-compliance with any statute, regulation, ordinance, administrative complaint, notice of violation, notice letter, executive order, or instruction of any governmental agency or body by or at YOUR direction except that this exclusion will not apply to an INSURED who did not commit, participate in, or have knowledge of any of the acts described; B. a CLAIM made by an INSURED against any other INSURED; C. a CLAIM by any individual or business enterprise or its subrogees or assignees; (1) that wholly or partially owns, operates or manages YOU; or (2) in which YOU have an ownership interest in excess of 25 percent; or (3) that is controlled, operated or managed by YOU; D. actual or alleged wrongful termination or discrimination on any basis by YOU against any past or present employee, officer, or applicant for employment; PGI EL 005 0918 Page 4 of 11 E. any obligation for which YOU or any carrier as YOUR Insurer may be liable under any workers' compensation, unemployment compensation, employers liability, disability benefits law or under any similar law; F. conduct by an individual, corporation, or partnership of which YOU are a partner, director, officer, member or employee, that is not designated in the Declarations or by Endorsement as a NAMED INSURED; G. the advising, requiring, obtaining or maintaining of any form of insurance, suretyship or bond, or the failure to do so; H. any express warranty or guarantee, except that this exclusion shall not apply to a CLAIM where legal liability exists in the absence of such warranty or guarantee and arises from YOUR WRONGFUL ACT or the WRONGFUL ACT of YOUR subconsultants in the rendering of or failure to render PROFESSIONAL SERVICES; I. liability of others assumed by YOU under any oral or written contract or agreement, including but not limited to hold harmless and indemnity agreements, agreements to defend others, and liquidated damages clauses, except that this exclusion shall not apply to a CLAIM where legal liability exists in the absence of such contract or agreement and arises from YOUR WRONGFUL ACT or the WRONGFUL ACT of YOUR subconsultants in the rendering of or failure to render PROFESSIONAL SERVICES; J. any project that is or has been insured under a project specific insurance policy whether or not such policy remains in force, except that this exclusion shall not apply where excess coverage has been specifically endorsed onto this policy for such project and YOUR liability is found to be excess of the limits of liability available under the project specific policy; K. an actual or alleged WRONGFUL ACT with respect to PROFESSIONAL SERVICES which occurred prior to the inception date of the policy known to any INSURED’S principal, partner, director, officer, agent or employee with responsibility for environmental affairs, legal affairs or risk management and which could reasonably be expected to give rise to a CLAIM. IV. LIMITS OF LIABILITY AND DEDUCTIBLE A. EACH CLAIM LIMIT OF LIABILITY Our liability for Each Claim for DAMAGES shall not exceed the amount stated in the Declarations as the Each Claim Limit of Liability. B. AGGREGATE LIMIT OF LIABILITY OUR liability as a result of all CLAIMS for DAMAGES shall not exceed the amount stated in the Declarations as the Aggregate Limit of Liability Each POLICY PERIOD and Optional Extended CLAIMS Reporting Period, if purchased. PGI EL 005 0918 Page 5 of 11 C. EACH CLAIM EXPENSE LIMIT OF LIABILITY Our liability for Each Claim for CLAIM EXPENSES shall not exceed the amount stated in the Declarations as the Each Claim Expense Limit of Liability. D. AGGREGATE CLAIMS EXPENSE LIMIT OF LIABILITY OUR liability as a result of all CLAIM EXPENSES shall not exceed the amount stated in the Declarations as the Aggregate Claims Expense Limit of Liability Each POLICY PERIOD and Optional Extended CLAIMS Reporting Period, if purchased. E. DEDUCTIBLE As a condition to OUR liability under this policy, the Deductible amount stated in the Declarations shall be paid by YOU and shall be applicable to each CLAIM and shall include all DAMAGES and CLAIM EXPENSES up to the Deductible amount for each CLAIM. YOUR total Deductible payments, in respect to each CLAIM, shall not exceed the Deductible amount stated in the Declarations. We may from time to time advance payments for DAMAGES, LOSSES or CLAIM EXPENSES within the Deductible. ANY amounts first paid by US with the Deductible shall, upon written demand by US, be paid by YOU to US within thirty (30) days. F. MULTIPLE INSUREDS, CLAIMS AND CLAIMANTS The Limits of Liability stated in the Declarations and described herein are the most WE will pay, regardless of the number of INSUREDS, CLAIMS, or individuals or entities making CLAIMS. One or more CLAIMS arising out of a single WRONGFUL ACT or out of a series of related WRONGFUL ACTS shall be treated as a single CLAIM, and shall be subject to the Each CLAIM Limit of Liability and only one Deductible. All such CLAIMS, whenever made, shall be considered first made on the date on which the earliest CLAIM was first made. G. MEDIATION If YOU agree with US to use MEDIATION to resolve a CLAIM brought against YOU and if such CLAIM is resolved thereby, the Deductible stated in the Declarations shall be reduced by 50% for such CLAIM subject to a maximum reduction of $25,000. V. CLAIM PROVISIONS A. Notice of CLAIM In the event of a CLAIM, YOU shall provide to US prompt written notice containing particulars sufficient to identify YOU or any INSURED involved and reasonably obtainable information with respect to time, place and circumstances, and the names and addresses of any injured parties and of available witnesses. YOU further agree to send US copies of all demands or legal documents as soon as possible. Written notice must be provided to US no later than 60 days after the expiration or termination of the PGI EL 005 0918 Page 6 of 11 policy. YOUR knowledge of CLAIM shall be deemed to have occurred when a principal, partner, director, or executive officer first learned of the CLAIM. All CLAIMS are to be reported to: AXIS Insurance Attn: Claims Department 11680 Great Oaks Way, Suite 500 Alpharetta, GA 30022 Fax: 866-770-5629 Email: ‘usclaimnoticebh@axiscapital.com’ B. No costs, charges or related CLAIM EXPENSES shall be incurred without OUR written consent which shall not be unreasonably withheld. WE shall have the right and the duty to designate legal counsel for the investigation, defense or settlement of a CLAIM. WE will not settle or compromise any CLAIM without YOUR consent. YOU shall do nothing to prejudice OUR rights under this policy nor shall YOU admit liability or settle any CLAIM without OUR written consent. If YOU refuse to consent to any settlement or compromise recommended by US involving any part of OUR limits of liability and acceptable to the claimant, and YOU elect to contest the CLAIM, suit or proceeding, then OUR liability shall not exceed the amount which WE would have paid for LOSSES and CLAIM EXPENSES at the time the CLAIM or suit or proceeding could have been settled or compromised. C. YOU shall assist and cooperate with US in the investigation, settlement and defense of all CLAIMS made against YOU and upon OUR request shall authorize the release of records and other information, secure and give evidence, attend hearings and trials and obtain the location of and cooperation of witnesses. Any expenses YOU incur resulting from such cooperation are not considered CLAIMS EXPENSES, and are thus not recoverable under this policy or chargeable against YOUR Deductible. D. In the event that YOU are entitled by law to select independent counsel to defend YOU at the Company's expense and YOU elect to select such counsel, the attorney's fees and all other litigation expenses WE must pay to that counsel are limited to the rates WE actually pay to counsel WE retain in the ordinary course of business in the defense of similar CLAIMS in the community where the CLAIM arose or is being defended. Additionally, WE may exercise the right to require that such counsel have certain minimum qualifications with respect to their legal competency including experience in defending CLAIMS similar to the one pending against YOU and to require such counsel to have errors and omissions insurance coverage. As respects any such counsel, YOU agree to require YOUR counsel to, in a timely manner, provide US with information regarding the CLAIM and to respond to OUR request for information regarding the PGI EL 005 0918 Page 7 of 11 CLAIM. YOU may at anytime, by YOUR signed consent, freely and fully waive YOUR right to select independent counsel. VI. NOTICE OF CIRCUMSTANCE If during the POLICY PERIOD YOU become aware of a circumstance from which a CLAIM is reasonably anticipated, and if during the POLICY PERIOD YOU give notice to US of: 1. the alleged or actual WRONGFUL ACT; 2. how and when YOU first became aware of such WRONGFUL; then any CLAIM, for which coverage is provided by this policy, that may be made against YOU arising out of such WRONGFUL ACT shall be deemed for the purposes of this insurance to have been made on the date on which the notice was given to US. WE may elect to investigate any circumstance that is reported to US. Any costs associated with the investigation of a circumstance prior to a CLAIM being made will not be considered CLAIM EXPENSES. These costs shall not be applied towards reducing the applicable Deductible and are in addition to the Limits of Liability and shall be borne by US. VII. EXTENDED REPORTING PERIOD A. Automatic Extended CLAIMS Reporting Period If WE or YOU terminate or non-renew this insurance for any reason other than nonpayment of premium or Deductible, YOUR failure to comply with any term and condition, or fraud or material misrepresentation, YOU shall be entitled to a period of sixty (60) days from the date of policy termination to report CLAIMS which are made against YOU prior to such termination that took place on or after the RETROACTIVE DATE and before the expiration of the POLICY PERIOD. This Automatic Extended CLAIMS Reporting Period may not be canceled by US and does not require the payment of an additional premium. This automatic Extended CLAIMS Reporting Period does not increase or reinstate the Limits of Liability applicable under the policy and shall be included within the Optional Extended CLAIMS Reporting Period if such is purchased. B. Optional Extended CLAIMS Reporting Period If YOU do not renew or replace this insurance, or if WE cancel or refuse to renew this policy for reasons other than the nonpayment of premium or Deductible, noncompliance with the terms and conditions of this policy or fraud or material misrepresentation, upon the payment of an additional premium, YOU shall have the option to extend the period by which a CLAIM can be made against YOU and reported to US. This Optional Extended CLAIMS Reporting Period shall apply only to CLAIMS that took place on or after the RETROACTIVE DATE and before the expiration of the POLICY PERIOD. This Optional Extended CLAIMS Reporting Period does not increase or reinstate the Limits of Liability applicable under the policy. The premium for the Optional Extended CLAIMS Reporting Period shall be determined PGI EL 005 0918 Page 8 of 11 by charging (1) 100% of the annual premium for twelve (12) months, (2) 150% for twenty-four (24) months, or (3) 200% for thirty-six (36) months. The purchase of an Optional Extended CLAIMS Reporting Period shall be endorsed herein. YOUR right to purchase the Optional Extended CLAIMS Reporting Period must be exercised by notice in writing not later than thirty (30) days after the cancellation or termination date of this policy. Effective notice must indicate the total Optional Extended CLAIMS Reporting Period desired AND MUST INCLUDE PAYMENT OF PREMIUM FOR SUCH PERIOD. If such notice and the premium are not mailed to US within thirty (30) days, then YOU shall not at a later date be entitled to purchase an Optional Extended CLAIMS Reporting Period. At the commencement of any Optional Extended CLAIMS Reporting Period, the entire premium therefore shall be deemed earned, and in the event YOU terminate the Optional Extended CLAIMS Reporting Period before its term for any reason, WE shall not be obligated to return to YOU any portion of the premium. VIII. CONDITIONS A. Action Against US No action shall lie against US unless, as a condition precedent thereto, there shall have been full compliance with all of the terms and conditions of this policy, and both YOUR liability and the amount of YOUR obligations to pay has been finally determined either by judgment against YOU after an actual trial or by YOUR written agreement with the claimant or the claimant's legal representative with OUR approval. Any person or organization or the legal representative thereof who has secured such judgment or written agreement shall thereafter be entitled to recover under this policy to the extent of the insurance afforded by this policy. No person or organization shall have any right under this policy to join US as a party to any action against YOU to determine YOUR liability, nor shall WE be impleaded by YOU or YOUR legal representative. B. Assignment Assignment of interest under this policy shall not bind US without OUR express written consent. C. Audit And Inspection Solely for OUR benefit, WE may audit or inspect YOUR books, records and operations at any time during the POLICY PERIOD or within three years after the termination of this policy, as far as they relate to the subject matter of this policy. D. Bankruptcy or Insolvency YOUR bankruptcy or insolvency shall not relie ve US of OUR obligations under this policy. PGI EL 005 0918 Page 9 of 11 E. Cancellation and Nonrenewal 1. Cancellation by YOU a. YOU may cancel this policy by surrender thereof to US or any of OUR authorized representatives or by mailing to US written notice stating when thereafter such cancellation shall be effective. b. If YOU cancel this policy, WE shall retain the customary short rate proportion of the premium. 2. Cancellation by US a. If this policy has been in effect less than sixty (60) days and is not a renewal of a policy issued by US, WE may cancel this policy for any reason. b. If this policy has been in effect for sixty (60) days or more or is a renewal of a policy issued by US, this policy may not be canceled except for one or more of the following reasons: (1) Nonpayment of premium or Deductible when due; (2) Fraud or material misrepresentation affecting the policy; (3) Violation of any of the terms or conditions of the policy; (4) Loss of reinsurance; or (5) Material change in the risk. c. Written notice of cancellation shall be mailed or delivered by US to YOU at least: (1) Fifteen (15) days prior to the effective date of cancellation, if this policy is canceled for nonpayment of premium; or (2) Sixty (60) days prior to the effective date of cancellation, if this policy is canceled for any other reason. d. Delivery shall be considered to be equivalent to mailing. Proof of mailing shall be considered to be proof of notice. e. If this policy is canceled by US, the earned premium shall be computed pro rata. 3. Nonrenewal If WE elect not to renew this policy WE will mail a written notice at least sixty (60) days prior to expiration, unless the reason for nonrenewal is nonpayment of premium or YOUR deductible obligations or if YOU failed to comply with any other term or condition. Proof of mailing shall be considered to be proof of notice. F. Changes The terms and conditions of this policy may only be altered by an endorsement issued by US. G. Choice of Law and Jurisdiction If a dispute arises over the meaning, interpretation or operation of any term, condition, definition or provision of this policy, YOU and WE agree that the substantive law of the PGI EL 005 0918 Page 10 of 11 State of New York shall apply regardless of the choice of law or conflicts of law principles. In the event that YOU and WE agree to resolve the dispute by arbitration, the Commercial Arbitration rules of the American Arbitration Association shall apply. H. Other Insurance 1. The insurance afforded by this policy is primary insurance, except when stated to apply in excess of or contingent upon the absence of other insurance. When this insurance is primary and YOU have other insurance which is stated to be applicable to the loss on an excess basis, the amount of OUR liability under this policy shall not be reduced by the existence of such insurance. 2. When both this insurance and other insurance apply to the loss on the same basis, whether primary, excess, or contingent, WE shall not be liable under this policy for a greater proportion of the loss than that stated in the Declarations or the following contribution provision; whichever is lower: a. Contribution by Equal Shares - If all of such other valid and collectible insurance provides for contribution by equal shares, WE will follow this method also. Under this approach each insurer contributes equal amounts until it has paid its applicable limit of insurance or none of the loss remains, whichever comes first. b. Contribution by Limits - If any of the other insurance does not permit contribution by equal shares, WE will contribute by limits. Under this method, each insurer's share is based on the ratio of its applicable limit of insurance to the total applicable limits of insurance of all insurers. I. Representations By acceptance of this policy, YOU agree that the statements in the application and its attachments are YOUR agreements and representations, that this policy is issued in reliance upon the truth of such representations, and that this policy, its Declarations and endorsements embody all agreements existing between YOU and US relating to this insurance. J. Separation of Insureds Except with respect to the Limits of Liability, and any rights or duties specifically assigned to YOU, this insurance applies: 1. As if each Named INSURED were the only Named INSURED; and 2. Separately to each INSURED against whom a CLAIM is made. Misrepresentation, concealment, breach of contract or violation of any duty under this policy by one INSURED shall not prejudice the interest of coverage of another INSURED under this policy. K. Sole Agent PGI EL 005 0918 Page 11 of 11 The first Named INSURED shall act on behalf of all INSUREDS for all purposes, including but not limited to the payment or return of premium, receipt and acceptance of any endorsement issued to form a part of this policy, complying with all applicable CLAIMS provision, giving and receiving notice of cancellation or nonrenewal, reimbursement to US of any Deductible advanced and the exercise of the rights provided in the Extended CLAIMS Reporting Period or Paragraph L. below. L. Subrogation In the event of any payment under this policy, WE shall be subrogated to all YOUR rights of recovery against any person or organization and YOU shall execute and deliver instruments and papers and do whatever else is necessary to secure such rights. YOU shall do nothing to prejudice such rights. WE shall not exercise any such right against any persons, firms or corporations included in the definition of an INSURED or against YOUR clients if prior to the CLAIM, a waiver of subrogation was so required and accepted under a specific contractual undertaking by YOU. All recoveries obtained through subrogation shall be applied equally towards YOUR Deductible and OUR costs with any remaining balance payable to US. M. Policy Territory The insurance afforded by this policy applies worldwide. Where suits are brought or CLAIMS are made outside of the United States of America and its territories and possessions, Puerto Rico, or Canada, the following additional provisions apply: 1. WE shall have the right but not the duty to investigate, defend or settle any such CLAIMS brought against an INSURED; 2. If WE elect not to investigate, defend or settle any such CLAIM, the INSURED shall, under OUR supervision, arrange for such investigation and defense thereof as is reasonably necessary and subject to OUR prior authorization, shall effect such settlement thereof as WE and an INSURED deem expedient; 3. WE will reimburse the INSURED for the reasonable cost of such investigation and defense and the amount of any settlement or judgment in excess of the Deductible amount stated in the Declarations, all subject to and within the Limits of Liability stated in the Declarations; and 4. Such reimbursement shall be made in United States currency at the rate of exchange prevailing on the date the judgment is rendered or the date that the amount of the settlement is agreed upon or the date expenditure is made. PGI EL 036 0210 Page 1 of 3 COMMON POLICY CONDITIONS ENDORSEMENT This endorsement changes the Policy. Please read it carefully. In consideration of the premium charged, and notwithstanding anything contained in this policy to the contrary, it is hereby agreed that all coverage parts included in this policy are subject to the following conditions: A.CANCELLATION The named insured may cancel this policy by mailing to the Company written notice stating when thereafter such cancellation shall become effective. The Company may cancel this policy by mailing to the named insured, at the mailing address specified the Declarations, written notice stating when not less than thirty (30) days thereafter such cancellation shall become effective, except in the event of the named insured's nonpayment of premium, not less than ten (10) days advance notice of cancellation shall be given. The mailing of notice as aforesaid, shall be sufficient proof of either party's intent to cancel. The effective date of cancellation specified in such notice shall terminate this policy period. Delivery of such notice shall be equivalent to mailing. If the named insured cancels, the earned premium shall be computed in accordance with the customary short rate table. If the Company cancels, the earned premium shall be computed pro rata. The Company will tender any return premium subject to retaining a minimum earned premium equal to 25% of the amount specified in the Declarations. Premium adjustment may be made either at the time cancellation is effective or as soon as practicable thereafter, but tender of the unearned premium or return of this policy, shall not be conditions precedent to cancellation hereunder. B.CHANGES No provision of this policy may be amended, waived or otherwise changed, except by endorsement hereto. C.EXAMINATION OF YOUR BOOKS AND RECORDS We may examine and audit your books and records as they relate to this policy at any time during the policy period and up to three (3) years afterward. D.INSPECTIONS AND SURVEYS We have the right, but are not obliged to: 1.Make inspections and surveys at any time; and PGI EL 036 0210 Page 2 of 3 2.Give you reports on the conditions we find; and 3.Recommend changes. Any inspections, surveys, reports or recommendations relate only to insurability and the premiums to be charged. We do not make safety inspections. We do not undertake to perform the duty of any person or organization to provide for the health or safety of workers or the public. We do not warrant that conditions: 1.Are safe or healthful; or 2.Comply with laws, regulations, codes or standards. This condition applies not only to us, but also to any rating, advisory, rate service, engineering firm or similar organization which makes insurance inspections, surveys, reports or recommendations. E.NAMED INSURED AS AGENT The named insured specified in the Declarations shall be deemed agent of each insured with respect to all matters involving this policy, however, the Company shall have the right to seek indemnification from any insured or any other person who may be legally liable for the debts of the named insured. F.PREMIUMS The first Named Insured shown in the Declarations: 1.Is responsible for the payment of all premiums; and 2.Will be the payee for any return premiums we pay; and 3.Is responsible for the payment of all deductibles and self-insured retention amounts under this policy. G.ADDITIONAL PREMIUMS If, during this policy period, an increase in the risk or hazards covered hereunder occurs, the Company shall have the right to charge the appropriate additional premium. H.TRANSFER OF YOUR RIGHTS AND DUTIES UNDER THIS POLICY Your rights and duties under this policy may not be transferred without our written consent except in the case of death of an individual Named Insured. If you die, your rights and duties will be transferred to your legal representative but only while acting within the scope of duties as your legal representative. Until your legal representative is appointed, anyone having proper temporary custody of your property will have your rights and duties but only with respect to that property. PGI EL 036 0210 Page 3 of 3 I.BANKRUPTCY Bankruptcy or insolvency of the insured or of the insured’s estate will not relieve us of our obligations under this Coverage Part. PGI EL 009 0210 Page 1 of 1 MOLD, MILDEW AND FUNGUS DEDUCTIBLE ENDORSEMENT This endorsement changes the Policy. Please read it carefully. Deductible $ 5,000 In consideration of the premium charged, and notwithstanding anything contained in this policy to the contrary, it is hereby agreed that such coverage as is afforded by this policy shall be subject to a Deductible shown above applicable to each CLAIM arising directly or indirectly out of, or in concurrence with actual, alleged or threatened existence, growth, spread, proliferation, discharge, dispersal, seepage, release or escape of any form of fungus, including mold or mildew, and any mycotoxins, spores, scents or byproducts produced or released by fungi. POLICY NUMBER: EMP19001610-01 PGI EL 018 0210 Page 1 of 1 ADDITIONAL INSURED ENDORSEMENT This endorsement changes the Policy. Please read it carefully. This endorsement modifies insurance provided under the following: CONTRACTORS POLLUTION LIABILITY COVERAGE Name of Person or Organization: Any person(s) or organization(s) whom the Named Insured agrees, in a written contract, to name as an additional insured. However, this status exists only for the project specified in that contract. The person or organization shown in this Schedule is included as an insured, but only with respect to that person’s or organization’s liability arising out of COVERED OPERATIONS performed for that insured. PGI EL 020 0210 Page 1 of 1 PRIMARY AND NON-CONTRIBUTORY ENDORSEMENT This endorsement changes the Policy. Please read it carefully. SCHEDULE Name of Person or Organization: Any person(s) or organization(s) whom the Named Insured agrees, in a written contract, to provide Primary and/or Non-contributory status of this insurance. However, this status exists only for the project specified in that contract. In consideration of the premium charged, it is hereby agreed that this policy shall be considered primary to any similar insurance held by third parties in respect to work performed by you under any written contractual agreement with such third party. It is further agreed that any other insurance which the person(s) or organization(s) named in the schedule may have is excess and non-contributory to this insurance. PGI EL 002 0210 Page 1 of 1 POLICY AGGREGATE LIMIT ENDORSEMENT This endorsement changes the Policy. Please read it carefully. In consideration of the premium charged, and notwithstanding anything contained in this policy to the contrary, it is hereby agreed that all coverage parts included in this policy are subject to the following: As specified in the Declarations: 1. The “Policy Aggregate Limit for All Claims and Damages” amount shown in the declarations is the maximum amount WE will pay under all Coverage Parts combined that form a part of this policy, for all CLAIMS AND DAMAGES arising from covered CLAIMS. 2. The “Policy Aggregate Limit for All Claims Expenses” amount shown in the declarations is the maximum amount WE will pay under all Coverage Parts combined that form a part of this policy, not including the Commercial General Liability coverage parts, if applicable, for all CLAIMS EXPENSES arising from covered CLAIMS. POLICY: EMP19001610-01 PGI EL 019 0210 Page 1 of 1 WAIVER OF SUBROGATION ENDORSEMENT This endorsement changes the Policy. Please read it carefully. This endorsement modifies insurance provided under the following: PROFESSIONAL LIABILITY COVERAGE CONTRACTORS POLLUTION LIABILITY COVERAGE SCHEDULE Name of Person or Organization: Any person(s) or organization(s) to whom the Named Insured agrees, in a written contract, to provide a waiver of subrogation. However, this status exists only for the project specified in that contract. The Company waives any right of recovery it may have against the person or organization shown in the above Schedule because of payments the Company makes for injury or damage arising out of the insured’s work done under a contract with that person or organization. The waiver applies only to the person or organization in the above Schedule. Under no circumstances shall this endorsement act to extend the policy period, change the scope of coverage or increase the Aggregate Limits of Insurance shown in the Declarations. PGI EL 010 1017 Page 1 of 2 TRANSPORTATION OF CARGO – POLLUTION ENDORSEMENT This endorsement, effective attaches to and forms a part of the Policy. This endorsement changes the Policy. Please read it carefully. This endorsement modifies insurance provided under the following: CONTRACTORS POLLUTION LIABILITY COVERAGE In consideration of an additional premium in the amount of $INCLUDED it is hereby agreed that Exclusion H. is deleted and replaced with the following: A CLAIM related to POLLUTION CONDITIONS which result from the use, ownership, operation, maintenance or entrustment to others of any AUTO, aircraft, watercraft or rolling stock or operated by, or leased, rented or loaned to any Insured. The exclusion shall not apply to POLLUTION CONDITIONS which: i)resulting from the release from a COVERED AUTO and emanating from the TRANSPORTED CARGO. ii)occur during loading or unloading operations or; iii)commence during the transportation of YOUR PRODUCT or wastes by a CARRIER; and iv)result in BODILY INJURY, PROPERTY DAMAGE, or CLEANUP COSTS during the transportation of YOUR PRODUCT or wastes; and v)commence on or after the inception of this policy. No coverage is provided for the WRONGFUL DELIVERY of any liquid product by AUTO, aircraft, watercraft or rolling stock. The following definitions are added to this policy: II. DEFINITIONS A.COVERED AUTO means the following provided they are indicated with an “X”. Specifically described AUTO listed below in the Schedule of AUTO. X Owned AUTO only. Only those AUTOS the INSURED owns (and any trailers the INSURED does not own while connected to a power unit the INSURED owns). This includes those AUTOS the INSURED acquires ownership of after the policy begins. PGI EL 010 1017 Page 2 of 2 X Hired AUTO only. Only those AUTOS the INSURED leases, hires, rents or borrows. This does not include any private passenger type AUTO the INSURED leases, hires, rents or borrows from the INSURED, any of its employees, partners or agents. X Non-owned AUTO only. Only those AUTOS the INSURED does not own lease, hire, rent or borrow that are used in connection with the INSURED(S) business. This includes AUTOS owned by employees or partners or members of their households but only while used in the INSURED(S) business. B.CARGO means goods, products or wastes carried for delivery on or within a COVERED AUTOM that is properly licensed to transport such goods, products or wastes. C.CARRIER means a person or entity, other than the INSURED or any subsidiary or affiliated company of the INSURED, engaged in the business of transporting property for hire by AUTO, rolling stock, aircraft or watercraft. D.TRANSPORTED CARGO means CARGO after it is moved from the place where it is accepted for movement into or on to the COVERED AUTO, until the CARGO is moved from the COVERED AUTO to the place where it is finally delivered. TRANSPORTED CARGO also includes CARGO during the loading and unloading to or from a COVERED AUTO, provided that the loading or unloading is performed by the INSURED. TRANSPORTED CARGO does not include CARGO at rest for a period of longer than seventy-two (72) hours, after it has been accepted for movement into or onto a COVERED AUTO but before it reaches the place of final delivery. E.WRONGFUL DELIVERY means the delivery of any CARGO into the wrong receptacle or to the wrong address, or the delivery of one type of CARGO in error for another. SCHEDULE OF AUTOS Retroactive Dates Endorsement Professional Liability November 2, 2012 as respects the following Limits of Liability: Each Claim $1,000,000 Aggregate $2,000,000 Each Claims Expense $1,000,000 Aggregate Claims Expense $2,000,000 November 24, 2015 as respects the difference between: Each Claim $1,000,000 Aggregate $2,000,000 Each Claims Expense $1,000,000 Aggregate Claims Expense $2,000,000 And: Each Claim $2,000,000 Aggregate $2,000,000 Each Claims Expense $2,000,000 Aggregate Claims Expense $2,000,000 August 15, 2017 as respects the difference between: Each Claim $2,000,000 Aggregate $2,000,000 Each Claims Expense $2,000,000 Aggregate Claims Expense $2,000,000 And: Each Claim $2,000,000 Aggregate $3,000,000 Each Claims Expense $2,000,000 Aggregate Claims Expense $3,000,000 Site Pollution Liability - September 18, 2016 All other policy terms and conditions remain unchanged. 45 DAYS NOTICE OF CANCELLATION This endorsement changes the Policy. Please read it carefully. If this policy is cancelled prior to the expiration date, we will mail 45 (fortyfive) days written notice to: Northwest Construction, Inc. 2353 130th Ave NE, Suite 100 Bellevue, WA 98005 If this policy is cancelled for non-payment of premium, we will mail 10 (ten) days written notice. Failure to do so shall impose no obligation or liability of any kind upon the insurer, its agents or representatives. All other policy terms and conditions remain unchanged. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. PGI PL 002 0109 Page 1 of 1 DESIGNATION OF SURPLUS LINES AGENT It is agreed that the Surplus Lines Agent with respect to this policy is as follows: Surplus Lines Agency CRC Insurance Services - Seattle, W A PGI PL 074 1212 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. AMENDATORY ENDORSEMENT TCPA EXCLUSION In consideration of the premium charged, it is hereby understood and agreed that the insurance provided by this Policy does not apply to any Claim based upon or arising directly, or indirectly, out of any actual or alleged violation of the following: 1. The Telephone Consumer Protection Act (TCPA), including any amendment or addition to such law; 2. The Controlling the Assault of Non-Solicited Pornography and Marketing Act of 2003 (CAN-SPAM Act), including any amendment or addition to such law; 3. The Fair Credit Reporting Act (FCRA), including any amendment or addition to such law, including the Fair and Accurate Credit Transaction Act (FACTA); 4. Any federal, state or local statute, ordinance or regulation, other than the TCPA, CAN-SPAM Act of 2003 or FCRA and their amendments and additions, that addresses, prohibits, or limits the printing, dissemination, disposal, collecting, recording, sending, transmitting, communicating, or distribution of material or information; or 5. Any other law, ordinance, regulation or statute relating to any communication, distribution, publication, sending or transmission via telephone, telephone facsimile machine, computer or other telephonic or electronic devices. In addition, this insurance does not apply to Claims asserted under the common law which are alleged to arise out of the distribution, publication, sending or transmission of material or information via telephone, telephone facsimile machine, computer or other telephonic or electronic devices. All other policy Terms and Conditions remain unchanged. PGI EL 064 0118 Page 1 of 4 NON-OWNED DISPOSAL SITE LIABILITY COVERAGE ENDORSEMENT (BLANKET) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement modifies insurance provided under the following: CONTRACTORS POLLUTION LIABILITY COVERAGE FORM THIS IS A CLAIMS-MADE ENDORSEMENT AND APPLIES ONLY TO CLAIMS FIRST MADE AGAINST AN INSURED AND REPORTED, DURING THE POLICY PERIOD. SCHEDULE Limit of Liability:$2,000,000 Each POLLUTION EVENT Limit of Liability $2,000,000 Aggregate Limit of Liability Deductible:$5,000 Each POLLUTION EVENT Retroactive Date:09/18/2016 In consideration of the premium paid, it is hereby understood and agreed that the Contractors Pollution Liability Coverage Form is amended as follows: 1.Section I. INSURING AGREEMENT, is amended to include the following Insuring Agreement: WE will pay on YOUR behalf all sums in excess of the Deductible that YOU are legally obligated to pay as a result of a CLAIM for BODILY INJURY or PROPERTY DAMAGE that result from a POLLUTION EVENT arising from YOUR liability as a result of YOUR disposal of wastes or waste materials at the SCHEDULED NON-OWNED DISPOSAL SITE, provided that: a. The POLLUTION EVENT commence after the Retroactive Date shown below, if any, and before the end of the POLICY PERIOD; and b. The CLAIM is first made against YOU and reported to US during the POLICY PERIOD or any Extended Reporting Period. A CLAIM by a person or organization seeking damages will be deemed to have been made at the earlier of the following: a) When written notice of such CLAIM is received by YOU or b) When WE settle a CLAIM in accordance with the paragraph below. WE will have the right and duty to assume the adjustment, defense and settlement of any CLAIM to which this insurance applies. However, WE will have no duty to defend YOU against PGI EL 064 0118 Page 2 of 4 any suit seeking damages for BODILY INJURY or PROPERTY DAMAGE that result from a POLLUTION EVENT at, on, under or migrating from locations to which this insurance does not apply. WE may, at OUR discretion, investigate any POLLUTION EVENT and settle any CLAIM or suit that may result. But: a) The amount WE will pay for damages applicable to this endorsement is limited as described in LIMITS OF LIABILITY AND DEDUCTIBLE (below); and b) OUR right and duty to defend end when WE have exhausted the applicable limit of liability by the payment of judgments, settlements, or expenses under all Insuring Agreements or by the payment of any CLAIMS EXPENSES which reduce the limits of liability. All CLAIMS for damages to the same person, including damages claimed by any person or organization for care, loss of services or death resulting at any time, will be deemed to have been made at the time the first of those CLAIMS is made against YOU. 2.For the purpose of this Endorsement, Contractors Pollution Liability Coverage Part II DEFINITIONS, is amended to include the following additional DEFINITION: SCHEDULED NON-OWNED DISPOSAL SITE means any waste disposal facility not owned or operated by the INSURED which at the time the waste, products or materials were delivered to the site: 1) was licensed in the state where they operate; 2) was in compliance with the requirements of Title 40 of the United States Code of Federal Regulations and any similar or comparable State regulations; or 3) was not listed on the National Priorities List ("NPL") or any similar or comparable state list. 3.For the purpose of this Endorsement, the following Extended Reporting Periods are added: Upon cancellation or nonrenewal of this policy or coverage provided by this endorsement is deleted, YOU will be entitled to an Automatic Extended Reporting Period, and with certain exceptions as described in paragraph B. below, YOU will also be entitled to purchase an Optional Extended Reporting Period, applicable only to coverage provided by this endorsement. Any Extended Reporting Period provided hereunder will only apply to a CLAIM arising from a POLLUTION EVENT that commenced prior to the end of the POLICY PERIOD and which are otherwise covered by this endorsement. Neither the Automatic nor the Optional Extended Reporting Period will operate to reinstate or increase the Limits of Liability stated in the Declarations or below. Any CLAIMS first made and reported within either the Automatic or the Optional Extended Reporting Period will be treated as if it had been made during the POLICY PERIOD. The Automatic Extended Reporting Period will not be applicable if YOU exercise the option to purchase the Optional Extended Reporting Period. Neither Extended Reporting Period shall not be available to the INSURED in the event of nonpayment of premium. PGI EL 064 0118 Page 3 of 4 A.Automatic Extended Reporting Period: Upon cancellation or nonrenewal of this policy or coverage provided by this endorsement is deleted, YOU will be entitled to an Automatic Extended Reporting Period which will be in effect for the period of sixty (60) days after cancellation or nonrenewal of this policy or coverage provided by this endorsement is deleted or until the effective date of any insurance purchased by YOU to replace this insurance, whichever is earlier. B.Optional Extended Reporting Period: Upon cancellation or nonrenewal of this policy or coverage provided by this endorsement is deleted, YOU will be entitled to purchase an Optional Extended Reporting Period. WE will issue an endorsement providing an Extended Reporting Period of up to twelve (12)months from cancellation or nonrenewal of this policy or coverage provided by this endorsement is deleted hereunder applicable to any insured property, provided that YOU: 1) make a written request for such endorsement which WE receive within thirty (30) days after cancellation or nonrenewal of this policy or coverage provided by this endorsement is deleted; and 2) pays US an additional premium charge determined by US within thirty (30) days of cancellation or nonrenewal of this policy or coverage provided by this endorsement is deleted. Such additional premium charge may not exceed 100% of the policy premium stated in the Declarations, as the same may have been adjusted from time to time. If the additional premium is paid when due, the Extended Reporting Period may not thereafter be cancelled, provided that all other terms and conditions of the policy are met. 4.For the purpose of this Endorsement, Contractors Pollution Liability Coverage Part IV. LIMITS OF LIABILITY AND DEDUCTIBE is deleted in its entirety and replaced with the following: LIMITS OF LIABILITY AND DEDUCTIBLE OUR obligations under this endorsement are subject to the following, regardless of the number of CLAIMS, claimants, POLLUTION EVENTS, or INSUREDS under this policy: A. Aggregate Limit: OUR maximum liability under this endorsement for all CLAIMS, BODILY INJURY, PROPERTY DAMAGE, and CLAIMS EXPENSES will not exceed the Aggregate Limit of Liability set forth in the SCHEDULE above. B. Each POLLUTION EVENT Limit: PGI EL 064 0118 Page 4 of 4 Subject to and included in the limit of liability described in A. above, the Each POLLUTION CONDITION Limit set forth in the SCHEDULE above is the maximum amount WE will pay for all CLAIMS, BODILY INJURY, PROPERTY DAMAGE, and CLAIMS EXPENSE arising from the same, continuous or related POLLUTION EVENT S. Related POLLUTION EVENT : If a CLAIM is made against YOU and reported to US pursuant to Section V, all CLAIMS arising from the same, continuous or related POLLUTION EVENT made against YOU and reported under a subsequent policy or policies issued by US or an affiliate thereof providing coverage substantially the same as the coverage afforded under this policy will be treated as if they were first made and reported during this POLICY PERIOD. There will be no coverage under this policy for such CLAIMS, however, unless at the time such CLAIMS are subsequently made and reported the NAMED INSURED has maintained with US or an affiliate thereof coverage substantially the same as the coverage afforded under this policy on a continuous, uninterrupted basis since the first such CLAIM was made and reported to US. All of OUR liability for BODILY INJURY, PROPERTY DAMAGE, and CLAIMS EXPENSE arising from such CLAIMS will be subject to the Each POLLUTION EVENT Limit applicable when the first of such CLAIMS was made and reported. C. Deductible: Subject to A and B above, this endorsement will pay the amount of covered damages resulting from CLAIMS for BODILY INJURY or PROPERTY DAMAGE, and CLAIMS EXPENSE that exceeds the deductible amount set forth in the SCHEDULE above, up to but not exceeding the Each POLLUTION EVENT Limit set forth in the SCHEDULE above. A single deductible amount will apply to all CLAIMS, BODILY INJURY, PROPERTY DAMAGE, and CLAIMS EXPENSE arising from the same, continuous or related POLLUTION EVENT . WE have the right, but not the obligation, to make any payments associated with CLAIMS, BODILY INJURY, PROPERTY DAMAGE, or CLAIMS EXPENSE within the amount of the applicable deductible if WE, in OUR discretion, deems it advisable to do so. If WE exercise this right, YOU must promptly, but in no event later than thirty (30) days, reimburse US for any payments made by US within the amount of the applicable deductible. All other terms and conditions remain unchanged. PGI EL 057 0915 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. EXCLUSION – ALL WORK PERFORMED IN THE STATE OF NEW YORK This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE: Description of your work: All work performed in the State of New York. (If no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to this endorsement.) This insurance does not apply to "bodily injury" or "property damage" included in the "products- completed operations hazard" and arising out of "your work" shown in the Schedule. POLICY NUMBER: EMP19001610-01 COMMERCIAL GENERAL LIABILITY CG 03 00 01 96 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CG 03 00 01 96 Copyright, Insurance Services Office, Inc., 1994 Page 1 of 2  DEDUCTIBLE LIABILITY INSURANCE This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Coverage Amount and Basis of Deductible PER CLAIM or PER OCCURRENCE Bodily Injury Liability $$ OR Property Damage Liability $$ OR Bodily Injury Liability and/or Property Damage Liability Combined $ $ 5,000 (If no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to this endorsement.) APPLICATION OF ENDORSEMENT (Enter below any limitations on the application of this endorsement. If no limitation is entered, the deductibles apply to damages for all "bodily injury" and "property damage", however caused): A.Our obligation under the Bodily Injury Liability and Property Damage Liability Coverages to pay damages on your behalf applies only to the amount of damages in excess of any deductible amounts stated in the Schedule above as applicable to such coverages. B.You may select a deductible amount on either a per claim or a per "occurrence" basis. Your selected deductible applies to the coverage option and to the basis of the deductible indicated by the placement of the deductible amount in the Schedule above. The deductible amount stated in the Schedule above applies as follows: 1.PER CLAIM BASIS. If the deductible amount indicated in the Schedule above is on a per claim basis, that deductible applies as follows: a.Under Bodily Injury Liability Coverage, to all damages sustained by any one person because of "bodily injury"; b.Under Property Damage Liability Coverage, to all damages sustained by any one person because of "property damage"; or c.Under Bodily Injury Liability and/or Property Damage Liability Coverage Combined, to all damages sustained by any one person because of: (1)"Bodily injury"; (2)"Property damage"; or (3)"Bodily injury" and "property damage" combined as the result of any one "occurrence". If damages are claimed for care, loss of services or death resulting at any time from "bodily injury", a separate deductible amount will be applied to each person making a claim for such damages. With respect to "property damage", person includes an organization. Page 2 of 2 Copyright, Insurance Services Office, Inc., 1994 CG 03 00 01 96  2.PER OCCURRENCE BASIS. If the deductible amount indicated in the Schedule above is on a "per occurrence" basis, that deductible amount applies as follows: a.Under Bodily Injury Liability Coverage, to all damages because of "bodily injury"; b.Under Property Damage Liability Coverage, to all damages because of "property damage"; or c.Under Bodily Injury Liability and/or Property Damage Liability Coverage Combined, to all damages because of: (1)"Bodily injury"; (2)"Property damage"; or (3)"Bodily injury" and "property damage" combined as the result of any one "occurrence", regardless of the number of persons or organizations who sustain damages because of that "occurrence". C.The terms of this insurance, including those with respect to: 1.Our right and duty to defend the insured against any "suits" seeking those damages; and 2.Your duties in the event of an "occurrence", claim, or "suit" apply irrespective of the application of the deductible amount. D.We may pay any part or all of the deductible amount to effect settlement of any claim or "suit" and, upon notification of the action taken, you shall promptly reimburse us for such part of the deductible amount as has been paid by us. SLX-1008-01-14b PAGE 1 OF 3 NUCLEAR INCIDENT EXCLUSION This exclusion applies to all coverages provided by this policy including any and all endorsements. We do not provide coverage for loss, damage, injury, liability, cost or expense, due to or as a consequence of, whether controlled or uncontrolled or however caused by: 1. Any liability or damage: a. With respect to which an insured under this policy is also an insured under a nuclear energy liability policy issued by the Nuclear Energy Liability Insurance Association, Mutual Atomic Energy Liability Underwriters, or the Nuclear Insurance Association of Canada, or would be an insured under such policy but for its termination upon exhaustion of it limits of insurance; or b. Resulting from the "hazardous properties" of "nuclear material" with respect to which (a) any person or organization is required to maintain financial protection pursuant to the Atomic Energy Act of 1954, or any law amendatory thereof, or (b) the insured is, or had its policy not been issued, would be, entitled to indemnity from the United States of America, or any agency thereof, under any agreement entered into by the United States of America, or any agency thereof, with any person or organization. c. Resulting from nuclear exposure, reaction or explosion including resulting fire, smoke, radiation or contamination whether direct or indirect; and/or biological or chemical attack or exposure to biological or chemical agents, or combination of such agents, including resulting contamination or pollution. 2. Any liability or damage resulting from the "hazardous properties" of "nuclear material", if: a. The "nuclear material": (1) is at any "nuclear facility" owned by, or operated by or on behalf of, any insured, or (2) has been discharged or dispersed there from; b. The "nuclear material" is contained in "spent fuel" or "waste" at any time processed, handled, used, processed, stored, transported, or disposed of by or on behalf of an insured; or SLX-1008-01-14b PAGE 2 OF 3 c. The injury, sickness, disease, death, destruction or loss arising out of the furnishing by an insured of services, materials, parts or equipment in connection with the planning, construction, maintenance, operation or use of any "nuclear facility", but if such facility is located within the United States of America, its territories or possessions or Canada, this Subparagraph c. applies only to injury to or destruction of or loss of property at such "nuclear facility". As used in this exclusion: 1. "Hazardous properties" includes radioactive, toxic or explosive properties; 2. "Nuclear facility" means: a. any "nuclear reactor"; b. any equipment or device designed or used for: (1) separating the isotopes of uranium or plutonium, (2) processing or utilizing "spent fuel", or (3) handling, processing, or packaging "waste". c. any equipment or device used for processing, fabricating, or alloying of "special nuclear material" if at any time the total amount of such material in the custody of the insured at the premises where such equipment or device is located consists of or contains more than 25 grams of plutonium or uranium 233 or any combination thereof, or more than 250 grams of uranium 235; or d. any structure, basin, excavation, premises, place prepared or used for the storage or disposal of "waste"; and includes the site on which any of the foregoing is located, all operations conducted on site and all premises used for such operations; 3. "Nuclear material" means "source material", "special nuclear material" or "by-product material". "Source material", "special nuclear material", and "by-product material" have the meanings given them in the Atomic Energy Act of 1954 or in any law amendatory thereof; 4. "Nuclear reactor" means any apparatus designed or used to sustain nuclear fission self- supporting chain reaction or to contain critical mass of fissionable material; 5. "Spent fuel" means any fuel element or fuel component, solid or liquid, which has been used or exposed to radiation in a "nuclear reactor"; 6. "Waste" means any waste material: SLX-1008-01-14b PAGE 3 OF 3 (1) containing by-product material, and (2) resulting from the operation by any person or organization of any "nuclear facility" included within the definition of "nuclear facility". With respect to injury to or destruction of or loss of property, the word "injury" or "destruction" or "loss" includes all forms of radioactive contamination of property. All other terms and conditions of this policy remain unchanged. TRIA DECLINED DISCLOSURE 01 15 Page 1 of 1 POLICYHOLDER DISCLOSURE NOTICE OF TERRORISM INSURANCE COVERAGE – TRIA DECLINED This Notice is issued in accordance with the terms and conditions of the Terrorism Risk Insurance Act, as amended (the “Act”). You are hereby notified that coverage for “insured losses” directly resulting from an "act of terrorism" as defined in the Ac t, as explained in the Policyholder Disclosure notice, (1) was made available to you; and (2) you declined or failed to confirm the purchase of such coverage. Therefore, this insurance does not provide coverage for losses directly resulting from any “act of terrorism” as defined by the Act except to the extent, if any, otherwise provided by this Policy. INSTRUCTION TO BROKER You are instructed to deliver a copy of this notice to our insured. Includes copyrighted material 2015 National Association of Insurance Commissioners DE 0010 (Ed. 12 10) Page 1 of 1 IMPORTANT NOTICE CONCERNING U.S. TREASURY DEPARTMENT’S OFFICE OF FOREIGN ASSETS CONTROL (“OFAC”) No coverage is provided by this Policyholder Notice nor can it be construed to replace any provisions of the Policy. You should read the Policy and review the Declarations page for complete information on the coverages provided. This Notice provides information concerning possible impact on the insurance coverage due to directives issued by OFAC. Please read this Notice carefully. OFAC administers and enforces sanctions policy, based on Presidential declarations of “national emergency”. On an ongoing basis OFAC identifies and lists numerous individuals, entities and sanctions with respect to a particular country, including, but not limited to: • Foreign agents; • Front organizations; • Terrorists; • Terrorist organizations; and • Narcotics traffickers; as “Specially Designated Nationals and Blocked Persons”. This list can be located on the United States Treasury’s web site – http://www.treasury.gov/offices/enforcement/ofac/. In accordance with OFAC regulations, if it is determined that an Insured or any pe rson or entity claiming the benefits of this insurance has violated U.S. sanctions laws or regulations or is a Specially Designated National and Blocked Person, as identified by OFAC, this insurance will be considered a blocked or frozen contract and all p rovisions of this insurance are immediately subject to the laws and regulations administered and enforced by OFAC. When an insurance policy is considered to be a blocked or frozen contract, no payments or premium refunds may be made without authorization from OFAC. Other limitations on the premiums and payments may also apply. 1   DUAL COMMERCIAL LLC  APPLICATION FOR ENVIRONMENTAL  CONSULTANTS AND CONTRACTORS      1. NAME OF APPLICANT: __Migizi Group, Inc._________________________________________________________                  2. MAILING ADDRESS:  17921 Bothell‐Everett Hwy., Suite 102                                        Phone No._(425) 402‐9737   _                   CITY, STATE & ZIP CODE:___Bothell, WA   98012____________________________________________________                  3. DATE ESTABLISHED   14AUG2012    Corporation           Yes       Partnership                          Individual____________                  4. During the past five years has the name of the firm been changed or has any other business been purchased or  any merger of consolidation taken place?  Yes            No     X       If yes, please give full details: _______________                  ___________________________________________________________________________________________                               ___________________________________________________________________________________________    5. Is the firm engaged in, owned by, associated with or controlled by any other business: If yes, give details__No_  ___________________________________________________________________________________________    6. Coverages requested:    Commercial General Liability Yes     X              No                X  Contractors Pollution Liability Yes    X               No                X   Professional Liability Yes    X               No           X                                                                                                                                     Limits of Liability requested         $2M/$2M Aggregate                                            Deductible ___$5,000.00______    7. Gross Revenues (Past three years): $1.19M (2016), $1.25M (2017), 1.58M (2018)   Estimated for the next twelve (12) months:      $1.2M                           Prior twelve (12) months: $711K (2019 gross revenue as of 19JUN2019)  Twelve (12) months prior: I don’t know what this is asking        8. TOTAL PERSONNEL: ______Eight (8)________________________________________________     a. Number of Principals         2            x  b. Number of Engineers         2                c. Number of Field Personnel        3   _  X           d. Number of Supervisors                                      e. Number of Architects                                      f. Other (Describe)__1 (Admin)_____    9. Have any of those listed in item 8 ever been the subject of disciplinary action by authorities as a result of their                   professional activities?   Yes                   No        X         If yes, please give details:____________________________  ___________________________________________________________________________________________     2 10. Services Provided:    Contracting Services  % Gross Revenues Consulting Services  % Gross Revenues Emergency Response  Remedial Investigations 10  Underground Storage Tank  Installation   Remedial Design 5  Underground Storage Tank  Removal   Remediation Oversight 5  Groundwater Remediation  Hydrogeological  Investigations    Soil Remediation  Lab Testing/Analysis   Drilling  Phase I Environmental  Assessments  5  Sampling  Phase II/III  Environmental  Assessments  15  Asbestos/Lead abatement  Regulatory  Compliance/Permitting  10  Mold Abatement  Industrial Hygiene 15  Fire & Water Response  Training 5  Industrial Cleaning  Waste Brokering   Tank/Pipe Cleaning  Mold Consulting 20  Mobile Incineration  Air monitoring 10  Other (Describe Below)           Other (Describe Below)       11. Has the Applicant ever provided any service other that noted under Question 10?    Yes         X          No  _____         If “Yes”, please explain:  Indoor Air Quality Investigations, Geotechnical Investigations, Civil Engineering_    12. Does the Applicant’s practice involve any subletting or subcontracting of work to others?     Yes     X          No   _            If yes, please specify what is sublet or subcontracted.  ___Environmental and Geotechnical Drilling/Test Pits_______________________________________________   __________________________________________________________________________________________             a. Subletting of work/subcontracting to others        5‐10       %                            b. Is evidence of Insurance from subcontractors/consultants required?      Yes      X           No____              13. List all states where operations are performed ______Washington_____________________________________  ___________________________________________________________________________________________    14. Foreign Work?    Yes                   No       X        If Yes, please give full details:________________________________  ___________________________________________________________________________________________        3 15. Please indicate the approximate percentage of work under each heading:    Residential:     20%     x    Commercial:    40%      x    Industrial:    10%      x    Governmental:    30%      x    Other (Describe):         X    16. Does any one contract or client represent more than 50% of annual work?     Yes                   No      X        If yes,  please give details: __________________________________________________________________________  ___________________________________________________________________________________________ ___________________________________________________________________________________________    17. Does the Applicant work with other firms in Joint Ventures?  Yes            No    X     Provide complete details:_____  ___________________________________________________________________________________________ ___________________________________________________________________________________________    18. Give Insurance coverage details for last five years for the firm:    Commercial General Liability     Pollution/Professional Liability    Carrier Premium Limit Deductible Policy Term Retroactive Date  Mt. Hawley  Insurance  Company  $3,600 $1M/$2M Agg $5,000 02NOV2014 to  02NOV2015  02NOV2012  Lloyds of London    $5,782 $1M/$2M Agg $5,000 02NOV2015 to  02NOV2016  02NOV2012  Lloyds of London    $6,918 $2M/$2M Agg $5,000 18SEP2016 to  18SEP2017  24NOV2015  Lloyds of London    $6,932 $2M/$2M Agg $5,000 18SEP2017 to  18SEP2018  24NOV2015  Lloyds of London    $6,396 $2M/$2M Agg $5,000 18SEP2018 to  18SEP2019  15AUG2017  Carrier Premium Limit Deductible Policy Term Retroactive Date  Mt. Hawley  Insurance  Company  $3,600 $1M/$2M Agg $5,000 02NOV2014 to  02NOV2015  02NOV2012  Lloyds of London    $5,782 $1M/$2M Agg $5,000 02NOV2015 to  02NOV2016  02NOV2012  Lloyds of London    $6,918 $2M/$2M Agg $5,000 18SEP2016 to  18SEP2017  24NOV2015  Lloyds of London    $6,932 $2M/  $3M Agg Prof.  $2M Agg. Poll.  $5,000 18SEP2017 to  18SEP2018  15AUG2017  Lloyds of London    $6,396 $2M/  $3M Agg Prof.  $2M Agg. Poll.  $5,000 18SEP2018 to  18SEP2019  18SEP2016  Site Pollution  4   19. Please provide the following additional information as an attachment to this application:    a.  Past five years loss runs (if applicable)  b.  Resumes of key personnel  c.  Most recent annual income statement and balance sheet  d.  Expiring declarations pages evidencing retroactive dates.    20. Has any application for Commercial General Liability, Pollution Liability or Professional Liability Insurance made  on behalf of the firm, any predecessors in business or present Partners ever been declined or has the insurance  ever been cancelled or renewal refused? Yes        No   X   If yes, please give details:________________________  ___________________________________________________________________________________________      21. Has any claim ever been made against the firm or any persons named in item 1. or in item 6.b.(ii)?  Yes                No     X     If yes, please attach details stating: 1) date when claim was made; 2) date the act giving rise to the  claim was committed; 3) name of the claimant; 4) nature of the claim; 5) amount involved including reserves;  and 6) final disposition.    22. Is the Applicant aware of any circumstances which may result in any claim against him, the firm, his  predecessors in business, or any of the present or past Partners or Officers?  Yes            No    X      If yes, please  give full details on the same basis as item 20.    23. Has any insurer cancelled or refused to renew any similar insurance during the past five  years?______No_____________________________________________________________________________    24. The applicant declares that the above statements and representations are true and correct and that no facts  have been suppressed or misstated.  The completion of this application does not bind the Company to sell nor  the applicant to purchase this insurance, but any subsequent contract issued will be in full reliance upon the  statements and representations made in this application and this application will be made a part of the policy.        __________________________________  Signature of Applicant    __Doug Henry______________________  Print Name    ___President ______________________  Title      ___16JUL2019_____________________  Date      ___________________________________  Producer